Western Digital legal chief sells 432 shares

Western Digital’s chief legal officer reported a small sale of common stock plus tax-related share withholding and dividend-equivalent conversions under a Rule 10b5-1 trading plan.

Rhea-AI Filing Summary

WESTERN DIGITAL CORP (WDC) reported insider transactions by Chief Legal Officer & Corp Sec Cynthia L. Tregillis involving common stock and dividend equivalent rights. On September 4, 2026, she sold 432 shares of common stock at $451.20 per share, reported as a sale in the open market or a private transaction.

On September 3, 2026, dividend equivalent rights were converted on a one-for-one basis into 7 shares of common stock, with a cash payment settling a fractional right, and 700 shares of common stock were delivered or withheld to pay a tax obligation in connection with vesting, at a reference value of $441.57 per share. After the conversion, 270.4819 dividend equivalent rights remained outstanding. The sale of 432 shares was effected pursuant to a Rule 10b5-1 trading plan adopted on March 6, 2026.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 4 txns

Insider Tregillis Cynthia L

Role Chief Legal Officer & Corp Sec

Sold 432 shs ($195K)

Approx. gross sale proceeds $195K

Type	Security	Shares	Price	Value
Sale	Common Stock F3	432	$451.20	$195K
Exercise	Dividend Equivalent Rights F1	7.0583	$0.00	$0.00
Exercise	Common Stock F1	7	$0.00	$0.00
Tax Withholding	Common Stock F2	700	$441.57	$309K

Holdings After Transaction: Dividend Equivalent Rights — 270.4819 contracts (Direct); Common Stock — 111,030 shares (Direct)

Footnotes (3)

1. F1. 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. F2. Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).
3. F3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.

Key Figures

Common stock sold: 432 shares Sale price per share: $451.20 per share Dividend equivalent rights converted: 7.0583 rights +4 more

7 metrics

Common stock sold 432 shares Sale on September 4, 2026 by Cynthia L. Tregillis

Sale price per share $451.20 per share Price for 432 common shares sold on September 4, 2026

Dividend equivalent rights converted 7.0583 rights Converted into 7 shares of common stock on September 3, 2026

Common shares received from conversion 7 shares Issued upon conversion of dividend equivalent rights on September 3, 2026

Shares withheld for tax 700 shares Delivered or withheld to pay tax obligation per Rule 16b-3(e)

Reference value for tax-withheld shares $441.57 per share Value used for 700 shares withheld for taxes

Dividend equivalent rights outstanding after transaction 270.4819 rights Remaining after September 3, 2026 conversion

Key Terms

Rule 10b5-1 trading plan, Dividend Equivalent Rights, restricted stock units, Rule 16b-3(e)

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Dividend Equivalent Rights financial

"The dividend equivalent rights were converted into, and paid in the form of, shares"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

restricted stock units financial

"in connection with the vesting of restricted stock units to which the dividend equivalent rights relate"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16b-3(e) regulatory

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

FAQ

What insider transactions did WDC’s chief legal officer report on this Form 4?

Cynthia L. Tregillis reported selling 432 shares of common stock at $451.20, converting 7.0583 dividend equivalent rights into 7 common shares, and 700 shares delivered or withheld to pay a tax obligation tied to vesting.

Was the Western Digital (WDC) insider sale made under a Rule 10b5-1 plan?

Yes. The filing states the 432-share sale on September 4, 2026 was effected pursuant to a Rule 10b5-1 trading plan adopted on March 6, 2026, indicating the trades were pre-arranged under that plan.

How many Western Digital (WDC) shares did the insider sell and at what price?

Cynthia L. Tregillis reported selling 432 shares of Western Digital common stock on September 4, 2026 at a reported price of $451.20 per share, categorized as a sale in the open market or a private transaction.

What are the details of the dividend equivalent rights reported for WDC?

On September 3, 2026, 7.0583 dividend equivalent rights were converted into and paid in the form of 7 shares of common stock, with a cash payment settling a fractional right. 270.4819 dividend equivalent rights remained after this transaction.

Why were 700 Western Digital (WDC) shares withheld in this Form 4?

The Form 4 states that 700 shares of common stock were delivered or withheld at a value of $441.57 per share as payment of a tax obligation incident to the vesting of securities, in accordance with Rule 16b-3(e).

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Available on EDGAR 09/08/2026 - 08:13 PM Accepted by SEC EDGAR 09/08/2026 - 08:13 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).

X

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^*

Tregillis Cynthia L

(Last) (First) (Middle)

C/O WESTERN DIGITAL CORPORATION

5601 GREAT OAKS PARKWAY

(Street)

SAN JOSE CALIFORNIA 95119

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer & Corp Sec

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/03/2026		M		7(1)	A	$0.0	112,162	D
Common Stock	09/03/2026		F		700(2)	D	$441.57	111,462	D
Common Stock	09/04/2026		S(3)		432	D	$451.2	111,030	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	(1)	09/03/2026		M			7.0583	(1)	(1)	Common Stock	7.0583	$0.0	270.4819	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 sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.

	By: /s/ Sandra Garcia Attorney-in-Fact For: Cynthia Tregillis	09/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)