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[Form 4] Western Digital Corp. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Western Digital Corp. (WDC) – Form 4 insider filing

Director Kimberly Alexy reported an automatic accrual of 6.3507 dividend-equivalent rights on 18 June 2025. These rights are tied to previously granted restricted stock units (RSUs) and vest in step with the underlying RSUs. Each right represents the contingent right to receive one share of Western Digital common stock (or its cash value). No open-market purchase or sale occurred and the reported price is $0.00, indicating a routine, non-cash adjustment rather than an investment decision. Following the transaction, Alexy now holds 6.3507 derivative securities directly. The filing contains no additional trades in common stock, no option exercises, and no changes to overall share ownership disclosed in this document.

The event is administrative and immaterial to Western Digital’s capital structure; it neither signals insider confidence nor raises governance concerns. Investors typically view such dividend-equivalent credits as standard practice accompanying RSU grants.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU dividend equivalents; negligible impact on WDC valuation.

This Form 4 reflects a mechanical credit of 6.3507 dividend-equivalent rights to Director Kimberly Alexy. Because the award is tied to earlier RSU grants and carries no cash outlay, it does not alter insider ownership meaningfully or provide directional insight on executive sentiment. The quantity is de minimis relative to WDC’s 321 million shares outstanding, and there is no price-sensitive information about revenues, guidance, or strategy. Accordingly, I view the disclosure as housekeeping with no bearing on near- or long-term valuation.

TL;DR: Standard compliance filing; no red flags for governance watchlists.

The filing demonstrates Western Digital’s adherence to Section 16 reporting rules. The use of dividend-equivalent rights is common for board RSU awards and aligns director compensation with shareholder returns. No 10b5-1 plan was indicated, but given the passive nature of the credit, that is acceptable. There are no signs of opportunistic trading, undisclosed arrangements, or potential conflicts. Therefore, governance risk remains unchanged.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Alexy Kimberly

(Last) (First) (Middle)
C/O WESTERN DIGITAL CORPORATION
5601 GREAT OAKS PARKWAY

(Street)
SAN JOSE CA 95119

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Dividend Equivalent Rights (1) 06/18/2025 A 6.3507 (1) (1) Common Stock 6.3507 $0.0 6.3507 D
Explanation of Responses:
1. The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) which vest proportionately with the RSUs to which they relate. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof.
By: /s/ Sandra Garcia Attorney-in-Fact For: Kimberly Alexy 06/23/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Western Digital (WDC) disclose in the latest Form 4?

Director Kimberly Alexy received 6.3507 dividend-equivalent rights linked to prior RSUs on 18 Jun 2025; no shares were bought or sold.

Is the Form 4 transaction by Kimberly Alexy material to WDC shareholders?

No. The 6.3507 rights represent a routine, non-cash adjustment and are immaterial versus WDC’s total share count.

Did the director pay anything for the dividend-equivalent rights?

No. The price is reported as $0.00 because the rights automatically accrue with RSU dividends.

Do dividend-equivalent rights affect Western Digital’s share count?

Only minimally. If converted, they would add 6.3507 shares, an immaterial increase relative to the company’s outstanding shares.

Does the filing signal insider sentiment toward WDC stock?

Not necessarily; the credit is automatic and does not indicate a deliberate buy or sell decision.
Western Digital

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51.60B
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10.12%
Computer Hardware
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United States
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