[Form 4] Western Digital Corp. Insider Trading Activity

Rhea-AI Filing Summary

Western Digital Corp. director and Chief Executive Officer Irving Tan reported several equity transactions. On 08/19/2025 Mr. Tan sold 8,621 shares of common stock at $75.90 per share under a Rule 10b5-1 trading plan adopted May 12, 2025, leaving him with 594,836 shares beneficially owned. On 08/20/2025 he received 101 shares as dividend equivalent conversions related to vested restricted stock units and a cash payment for a fractional share, increasing reported ownership to 594,937 shares. Also on 08/20/2025 1,205 shares were disposed of to satisfy tax withholding upon vesting at a reported price of $75.64, leaving 593,732 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on 08/21/2025.

Insights

Securities Analyst

TL;DR Insider sold shares under a 10b5-1 plan and had RSU-related share conversions and tax-withholdings; changes are routine for executive compensation.

The transactions reported are a planned sale under a Rule 10b5-1 trading plan and administrative equity movements tied to restricted stock unit vesting. The sale of 8,621 shares at $75.90 is explicitly stated as effected pursuant to the 10b5-1 plan adopted May 12, 2025. Subsequent entries show dividend equivalent rights converted into 101 shares and 1,205 shares withheld to satisfy tax obligations, with the reported beneficial ownership moving from 594,836 to 593,732 shares across the transactions. These entries reflect ordinary compensation settlement mechanics rather than an unplanned disposition.

Corporate Governance Expert

TL;DR Disclosures align with standard Section 16 reporting: plan-based sale plus RSU settlement and tax withholding, properly documented.

The Form 4 identifies the sale as pursuant to a written 10b5-1 plan and discloses conversion of dividend equivalent rights into shares plus withholding for taxes. The form includes the reporting persons roles as Director and CEO and contains the required signature by an attorney-in-fact. No additional governance or compliance issues are stated in the filing.

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
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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).

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^*

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)
08/19/2025

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	08/19/2025		S(1)		8,621	D	$75.9	594,836	D
Common Stock	08/20/2025		M		101(2)	A	$0.0	594,937	D
Common Stock	08/20/2025		F		1,205(3)	D	$75.64	593,732	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	(2)	08/20/2025		M			102.9194	(2)	(2)	Common Stock	102.9194	$0.0	585.0208	D

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2025.

2. 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.

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

	By: /s/ Sandra Garcia Attorney-in-Fact For: Irving Tan	08/21/2025
	** 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 transactions did WDC insider Irving Tan report on Form 4?

The Form 4 reports a sale of 8,621 shares at $75.90 on 08/19/2025 under a Rule 10b5-1 plan, conversion of dividend equivalents into 101 shares on 08/20/2025, and 1,205 shares disposed to satisfy tax withholding on 08/20/2025.

Was the 08/19/2025 sale by Irving Tan part of a trading plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 trading plan that the reporting person adopted on May 12, 2025, as stated in the filing.

How did the reported beneficial ownership change after these transactions?

Beneficial ownership is reported as 594,836 shares after the 08/19/2025 sale, 594,937 shares after the dividend equivalent conversion on 08/20/2025, and 593,732 shares after the 08/20/2025 tax-withholding disposition.

Were dividend equivalents paid in cash or stock?

The dividend equivalent rights were converted and paid in the form of the issuers common stock on a one-for-one basis, with a cash payment to settle a fractional dividend equivalent right.

Who signed the Form 4 filing for Irving Tan?

The Form 4 was signed by /s/ Sandra Garcia, Attorney-in-Fact, on behalf of Irving Tan on 08/21/2025.