WESTERN DIGITAL CORP 8-K

What Happened
Western Digital Corporation announced that, pursuant to Section 8.2 of its Certificate of Designations, it converted all issued and outstanding shares of its Series A Convertible Perpetual Preferred Stock into shares of common stock on February 17, 2026. The Preferred Stock was originally issued in a private placement that closed on January 31, 2023.

Key Details

• The Certificate of Designations permits the company, after the three-year anniversary of the Closing Date (Jan 31, 2023), to require conversion if the common stock closing price exceeds 150% of the applicable conversion price for at least 20 trading days within any 30-consecutive-trading-day period.
• The Mandatory Conversion was effected on February 17, 2026, converting all outstanding Preferred Stock into Common Stock in accordance with the Certificate of Designations.
• The Certificate of Designations and full terms of the Preferred Stock are included as Exhibit 3.1 to WDC’s Form 8-K filed Feb 1, 2023 (incorporated by reference).

Why It Matters
For investors, the mandatory conversion removes the Series A preferred class and increases the number of common shares outstanding, which can affect metrics like earnings per share and voting dilution. The filing confirms the conversion was done under the previously disclosed contractual terms (no new amendment reported), so the change follows the plan laid out at issuance. Review the referenced Certificate of Designations (Exhibit 3.1 to the Feb 1, 2023 8-K) for full conversion mechanics and potential effects on capitalization.