Western Digital (WDC) director sells 6,000 shares under 10b5-1 plan

Rhea-AI Filing Summary

Western Digital Corp director Martin I Cole reported selling 6,000 shares of common stock in a series of open-market transactions on March 2, 2026. The trades, executed under a pre-arranged Rule 10b5-1 trading plan adopted on August 1, 2025, occurred at prices generally between about $263.66 and $281.99 per share. Following these sales, Cole directly owned 29,433 shares of Western Digital common stock.

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^*

Cole Martin I

(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)
03/02/2026

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	03/02/2026		S(1)		100	D	$263.66	35,333	D
Common Stock	03/02/2026		S(1)		300	D	$265.7(2)	35,033	D
Common Stock	03/02/2026		S(1)		300	D	$267.8067(3)	34,733	D
Common Stock	03/02/2026		S(1)		634	D	$268.837(4)	34,099	D
Common Stock	03/02/2026		S(1)		966	D	$269.7213(5)	33,133	D
Common Stock	03/02/2026		S(1)		1,400	D	$271.681(6)	31,733	D
Common Stock	03/02/2026		S(1)		1,100	D	$272.5581(7)	30,633	D
Common Stock	03/02/2026		S(1)		200	D	$273.565(8)	30,433	D
Common Stock	03/02/2026		S(1)		300	D	$274.8667(9)	30,133	D
Common Stock	03/02/2026		S(1)		200	D	$276.525(10)	29,933	D
Common Stock	03/02/2026		S(1)		100	D	$277.16	29,833	D
Common Stock	03/02/2026		S(1)		107	D	$278.973(11)	29,726	D
Common Stock	03/02/2026		S(1)		193	D	$280.725(12)	29,533	D
Common Stock	03/02/2026		S(1)		100	D	$281.99	29,433	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

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 August 1, 2025.

2. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $265.50 to a high of $266.05. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

3. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $267.34 to a high of $268.31. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

4. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $268.36 to a high of $269.35. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

5. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $269.36 to a high of $270.14. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

6. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $271.19 to a high of $272.09. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

7. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $272.20 to a high of $273.14. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

8. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $273.28 to a high of $273.85. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

9. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $274.47 to a high of $275.10. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

10. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $276.06 to a high of $276.99. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

11. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $278.73 to a high of $278.99. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

12. Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $280.44 to a high of $280.99. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

	By: /s/ Sandra Garcia Attorney-in-Fact For: Martin I. Cole	03/03/2026
	** 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.
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FAQ

What did Western Digital (WDC) director Martin I Cole report in this Form 4?

Martin I Cole reported selling 6,000 shares of Western Digital common stock in open-market transactions on March 2, 2026. These sales were structured as multiple trades at different prices and were made under a pre-established Rule 10b5-1 trading plan.

At what prices did Martin I Cole sell Western Digital (WDC) shares?

Cole’s reported sales occurred at per-share prices ranging from about $263.66 to $281.99. Several trades used weighted average prices, with underlying transactions executed within narrow price ranges as described in the detailed footnotes to the Form 4 filing.

How many Western Digital (WDC) shares does Martin I Cole own after these sales?

After completing the reported transactions, Martin I Cole directly owned 29,433 shares of Western Digital common stock. The Form 4 shows this figure as the ownership balance following the final sale recorded on March 2, 2026, reflecting a net reduction of 6,000 shares.

Were Martin I Cole’s Western Digital (WDC) share sales under a 10b5-1 plan?

Yes. The footnotes state the sales were made under a Rule 10b5-1 trading plan adopted on August 1, 2025. Such plans allow insiders to pre-schedule trades, helping separate personal diversification decisions from later market-sensitive information.

How many sale transactions did the Western Digital (WDC) Form 4 disclose?

The Form 4 discloses 14 separate sale transactions of Western Digital common stock. Each row represents an open-market sale on March 2, 2026, with its own share amount, price, and post-transaction share balance for Martin I Cole’s direct holdings.

Does this Western Digital (WDC) Form 4 include any insider share purchases?

No. The transaction summary shows zero purchases and 14 sales, for a net sale of 6,000 shares. All reported transactions are coded “S” for sale and are described as open-market or private sale transactions of common stock by the director.