[Form 4] WESTERN DIGITAL CORP Insider Trading Activity

Rhea-AI Filing Summary

Irving Tan, identified as a Director and Chief Executive Officer of Western Digital Corporation (WDC), reported transactions on Form 4 for 09/18/2025 and 09/20/2025. Dividend equivalent rights tied to previously awarded restricted stock units converted into common stock on a one-for-one basis, resulting in acquisitions recorded as 368.7967 shares (09/18/2025) and 34.5851 shares (09/20/2025). In connection with RSU vesting and tax withholding, 779 shares were disposed of at $106.63 per share. Following the reported transactions, Tan beneficially owned 665,467 shares of WDC common stock (direct ownership) and retained derivative rights underlying roughly 863.1841 shares. The form was signed by an attorney-in-fact on behalf of Mr. Tan on 09/22/2025.

Positive

• Conversion of dividend equivalent rights into common stock increased Mr. Tan's underlying holdings without an out-of-pocket purchase
• Disclosure identifies CEO as Director and Officer, maintaining transparency about insider status and transactions

Negative

• 779 shares were disposed to satisfy tax withholding, reducing direct share count
• Disposition price of $106.63 indicates the sale occurred at market value, which may crystallize tax liabilities

Insights

Securities Analyst

TL;DR: Routine executive equity vesting and withholding; modest net change in direct holdings after tax-related disposition.

The reported activity reflects standard compensation mechanics: dividend equivalent rights tied to RSUs converted into shares and a small number of shares sold to satisfy tax withholding obligations at $106.63 per share. The conversion increased underlying common shares while the withholding sale slightly reduced direct share count, leaving Mr. Tan with 665,467 direct shares and derivative rights for approximately 863.18 shares. These are non-material, expected events rather than strategic purchases or sales.

Corporate Governance Expert

TL;DR: Transactions are routine executive compensation settlements and comply with typical Section 16 mechanics.

The Form 4 discloses conversion of dividend equivalent rights to common stock upon RSU vesting and attendant withholding via sale of 779 shares. The filing identifies Mr. Tan as both CEO and a director and is executed through an attorney-in-fact, which is common for timely reporting. There is no indication of unusual timing or related-party transactions in the disclosed entries.

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

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OMB Number:			3235-0287
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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^*

Tan Irving

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
Common Stock	09/20/2025		M		34(1)	A	$0.0	666,246	D
Common Stock	09/20/2025		F		779(2)	D	$106.63	665,467	D

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	(3)	09/18/2025		A		368.7967		(3)	(3)	Common Stock	368.7967	$0.0	897.7692	D
Dividend Equivalent Rights	(1)	09/20/2025		M			34.5851	(1)	(1)	Common Stock	34.5851	$0.0	863.1841	D

Explanation of Responses:

1. The dividend equivalent rights were converted into, and paid in the form of, shares of the Issuer's common stock on a one-for-one basis in connection with the vesting of restricted stock units to which the dividend equivalent rights relate. A cash amount was also paid to the holder to settle a fractional dividend equivalent right.

2. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).

3. 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: Irving Tan	09/22/2025
	** 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.
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FAQ

What did WDC insider Irving Tan report on Form 4?

The filing shows conversion of dividend equivalent rights tied to RSUs into shares and the sale of 779 shares to satisfy tax withholding; Mr. Tan beneficially owned 665,467 shares after the transactions.

How many shares were acquired from dividend equivalent conversions?

Dividend equivalent rights converted into 368.7967 shares (09/18/2025) and 34.5851 shares (09/20/2025), paid one-for-one in common stock.

Why were 779 shares sold and at what price?

The sale of 779 shares was to pay tax withholding obligations incident to RSU vesting; the reported sale price was $106.63 per share.

What is Mr. Tan's role at Western Digital (WDC)?

The Form 4 lists Irving Tan as a Director and an Officer with the title Chief Executive Officer.

When was the Form 4 signed and filed?

The signature on the form by an attorney-in-fact is dated 09/22/2025 and the transactions reported occurred on 09/18/2025 and 09/20/2025.