8-K/AFiled Aug 26, 8:00 PM ET

Western Digital Corp Exchanges $191M Convertible Notes for 4.65M Shares

$WDC · WESTERN DIGITAL CORP

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Western Digital Corp Exchanges $191M Convertible Notes for 4.65M Shares

What Happened Western Digital Corporation filed Amendment No. 1 to its Form 8-K (originally filed Aug. 26, 2026) to disclose that it will deliver an aggregate of 4,653,572 shares of common stock in privately negotiated exchange transactions. The exchanges involve approximately $191.0 million aggregate principal amount of the company’s 3.00% Convertible Senior Notes due 2028, with holders receiving cash and the disclosed Exchange Shares. The number of shares was calculated using the volume-weighted average price (VWAP) of Western Digital’s common stock on August 26, 2026.

Key Details

  • Company: Western Digital Corporation (WDC).
  • Notes exchanged: ~ $191.0 million aggregate principal of 3.00% Convertible Senior Notes due 2028.
  • Exchange consideration: cash plus 4,653,572 shares of common stock (Exchange Shares).
  • Filing: Amendment No. 1 to Form 8-K filed Aug. 27, 2026; Original Form 8-K filed Aug. 26, 2026. Amendment solely discloses the share count; no other revisions.

Why It Matters This transaction reduces a portion of Western Digital’s outstanding convertible debt while increasing the company’s outstanding common shares by the disclosed 4.65 million shares. For investors, that means lower convertible debt exposure (and potential interest/convertibility effects) but also modest dilution from the newly issued shares. The amendment clarifies the exact share impact; shareholders should monitor total share count and future filings for any additional details on cash consideration and broader impacts to earnings per share or capital structure.