Morris John Christopher 4

What Happened

• Morris John Christopher, Seagate's EVP & CTO, had 4,427 performance share units (PSUs) vest and convert to ordinary shares on Feb 20, 2026. The gross value of the vested shares at the reported withholding price ($411.11) is about $1,819,984.
• To satisfy tax withholding, 2,032 of those shares were surrendered at $411.11 per share for a total withholding amount of $835,376. After withholding, he received a net 2,395 shares (4,427 − 2,032), with an approximate net value of $984,608.

Key Details

• Transaction date: February 20, 2026; Form 4 filed February 23, 2026 (timely within the 2-business-day reporting window).
• Entries: M = exercise/conversion of derivative (4,427 PSUs converted to shares); F = shares withheld to cover tax liability (2,032 shares at $411.11 = $835,376).
• Vesting note: The Compensation and People Committee determined on Jan 24, 2026 that performance conditions were met for the 4,427 PSUs granted Feb 20, 2024; the PSUs vested on Feb 20, 2026 (footnote F2).
• Additional item: The filing also notes 161 ordinary shares purchased Jan 31, 2026 under the company ESPP; that purchase is exempt from reporting under Rule 16b-3 (footnote F1).
• Shares owned after transaction: not specified in the provided filing excerpt.

Context

• This was a routine PSU vesting and tax-withholding event (not an open-market buy or sell). The withholding of shares to pay taxes is common in equity vesting events and is recorded as a disposition (code F).
• For retail investors, such vesting events primarily reflect compensation realization rather than an independent buy/sell signal by the insider.