Western Digital insider filing shows routine 6.87 share-equivalent accrual

Rhea-AI Filing Summary

Western Digital Corporation (WDC) filed a Form 4 indicating that director Roxanne M. Oulman acquired 6.8728 dividend-equivalent rights on 18 June 2025. These rights stem from previously granted restricted stock units (RSUs) and will vest proportionally with the underlying RSUs. Each dividend-equivalent right represents a contingent claim to one share of common stock—or its cash value—once vesting occurs. The filing shows no purchase or sale of common shares; the transaction price is recorded at $0.00, confirming it is a routine, non-cash adjustment tied to dividend accruals. After the transaction, Oulman beneficially owns 6.8728 derivative securities directly, and her status remains that of an independent director rather than an officer or 10% holder.

Insights

Financial Analyst

TL;DR: Routine dividend-equivalent accrual; immaterial size, neutral governance impact on WDC.

The Form 4 discloses only a minor bookkeeping entry: 6.8728 dividend-equivalent rights created to mirror dividends on previously issued RSUs. No cash changed hands and no new investment decision was made by the director. Such fractional adjustments are standard practice to keep RSU holders economically whole when dividends are paid. From a valuation or liquidity standpoint, the event is non-material; it neither signals insider optimism nor raises governance concerns. Consequently, the filing is best viewed as regulatory housekeeping with neutral impact on the stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Oulman Roxanne

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	6.8728	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Rights — 6.8728 shares (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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/23/2025 - 06:12 PM Learn about SEC filing dates

FAQ

What insider transaction did Roxanne Oulman report for WDC?

She acquired 6.8728 dividend-equivalent rights linked to previously granted RSUs.

What is the transaction date on the Form 4 filed by WDC?

The transaction date is June 18, 2025.

How many derivative securities does Oulman own after the reported transaction?

She beneficially owns 6.8728 derivative securities following the transaction.

Did the Form 4 show any purchase or sale of Western Digital common stock?

No; the filing lists no common stock transactions and a price of $0.00.

What do the dividend-equivalent rights entitle the holder to receive?

Each right converts into one share of WDC common stock or its cash value when the underlying RSUs vest.

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)
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		6.8728		(1)	(1)	Common Stock	6.8728	$0.0	6.8728	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	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.