WDC Form 4: Director Roxanne Oulman Reports Dividend-Equivalent Accrual

Form 4 for Western Digital Corp (WDC) reports that Roxanne M. Oulman, a director, had dividend equivalent rights credited in connection with previously awarded restricted stock units (RSUs).

Rhea-AI Filing Summary

Form 4 for Western Digital Corp (WDC) reports that Roxanne M. Oulman, a director, had dividend equivalent rights credited in connection with previously awarded restricted stock units (RSUs). The filing shows a transaction dated 09/18/2025 described as an acquisition of 3.8753 dividend equivalent rights (each contingent to receive one share or cash) with an indicated price of $0.0. Following the reported transaction the filing lists 10.7481 shares beneficially owned (direct). The Form 4 was signed on behalf of Ms. Oulman by an attorney-in-fact, Sandra Garcia, on 09/22/2025. No option exercise price or cash purchase was reported; the entry is described as dividend equivalents that vest proportionately with underlying RSUs.

Positive

• Disclosure provided for dividend-equivalent rights tied to RSUs, specifying conversion mechanics (share or cash).

Negative

• None.

Insights

Securities Analyst

TL;DR: Director received dividend-equivalent credits tied to RSUs; no cash paid and modest reported incremental beneficial ownership.

The filing documents a non-cash accrual of dividend equivalent rights tied to previously granted restricted stock units for director Roxanne Oulman. The transaction date is 09/18/2025 and the record shows 3.8753 dividend equivalent rights acquired at an indicated price of $0.0, with total beneficial ownership after the event reported as 10.7481 shares (direct). This is a routine equity-compensation accounting entry rather than an open-market trade, and it does not reflect cash proceeds or option exercises.

Corporate Governance Expert

TL;DR: Standard disclosure of dividend-equivalent accruals for RSUs; executed by attorney-in-fact and filed as required.

The Form 4 correctly identifies the reporting person as a director and discloses the nature of the accrual: dividend equivalent rights that vest proportionately with RSUs and may convert into common stock or cash. The signature block shows the filing was submitted by an attorney-in-fact, Sandra Garcia, dated 09/22/2025. From a governance and compliance perspective, this is a routine insider disclosure of equity-compensation-related accruals rather than a material corporate event.

Insider Trade Summary

Grant/Award: 3.8753 shares

Grant/Award 1 txn

Insider Oulman Roxanne

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	3.8753	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Rights — 10.7481 contracts (Direct)

Footnotes (1)

1. F1. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Roxanne Oulman report on the Form 4 for WDC?

The filing reports acquisition of dividend equivalent rights tied to previously awarded RSUs, with a transaction date of 09/18/2025 and an indicated amount of 3.8753.

Does the Form 4 show any cash paid for the transaction?

No. The filing shows an indicated price of $0.0, reflecting that these are dividend-equivalent accruals rather than a cash purchase.

How many shares are shown as beneficially owned after the transaction?

The Form 4 lists 10.7481 shares beneficially owned following the reported transaction.

What is the nature of the dividend equivalent rights disclosed?

The filing explains each dividend equivalent right is a contingent right to receive one share of common stock or the cash value thereof and vests proportionately with the related RSUs.

Who signed the Form 4 on behalf of Roxanne Oulman?

The Form 4 was signed by Sandra Garcia, Attorney-in-Fact, for Roxanne M. Oulman on 09/22/2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 09/22/2025 - 06:25 PM Learn about SEC filing dates

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^*

Oulman Roxanne

(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)
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

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)	09/18/2025		A		3.8753		(1)	(1)	Common Stock	3.8753	$0.0	10.7481	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: Roxanne M. Oulman	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.
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.