Davis Brian Scott 4

4 · WESTERN DIGITAL CORP · Filed Jun 22, 2026

AI-generated summary of this filing

Updated Jun 23, 2026

WDC Brian Davis Exercises Derivatives; Shares Withheld for Taxes

What Happened

Brian Davis, Western Digital's Chief Sales & Marketing Officer, received converted dividend-equivalent shares tied to vested RSUs and completed derivative conversions on June 17–20, 2026. A total of 961 shares were withheld/disposed to satisfy tax withholding obligations, valued at $717,127. Several small derivative conversions/transactions (7, 7.695 and 11.695 share items) were recorded at $0 per share as they represent conversions/awards rather than open-market purchases or sales.

Key Details

Transaction dates: Grant/award (A) 2026-06-17; exercises/conversions (M) and tax withholding (F) on 2026-06-20. Form 4 filed 2026-06-22 (appears timely).
Notable line items:
- 2026-06-17: Grant/award (A) — 11.695 shares (derivative), $0 per share.
- 2026-06-20: Exercise/conversion (M) — 7 shares acquired, $0 per share.
- 2026-06-20: Exercise/conversion (M) — 7.695 shares disposed, $0 per share (derivative-related).
- 2026-06-20: Tax withholding (F) — 961 shares disposed at $746.23 each, total $717,127 (to satisfy tax obligations).
Shares owned after the transactions: not specified in the provided extract — see the full Form 4 for total holdings.
Footnotes: F1/F3 — dividend-equivalent rights were converted one-for-one into common shares when related RSUs vested; fractional dividend equivalents were paid in cash. F2 — shares were withheld to pay tax obligations in accordance with Rule 16b-3(e).

Context

These filings reflect RSU vesting/dividend-equivalent conversions and related withholding, not an open-market sale signaling directional insider trading. The withheld 961 shares were used purely to satisfy tax liabilities (a common, routine step when equity awards vest). No 10% owner or 10b5-1 plan indication is shown in the provided details.

Form 4

Period: 2026-06-17

Chief Sales & Mrktng Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-06-20+7→ 102,564 total
Tax Payment
Common Stock
[F2]
2026-06-20$746.23/sh−961$717,127→ 101,603 total
Award
Dividend Equivalent Rights
[F3]
2026-06-17+11.695→ 197.856 total
→ Common Stock (11.695 underlying)
Exercise/Conversion
Dividend Equivalent Rights
[F1]
2026-06-20−7.695→ 190.16 total
→ Common Stock (7.695 underlying)

Footnotes (3)

[F1]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.
[F2]Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).
[F3]The dividend equivalent rights accrued on previously awarded restricted stock units (RSUs) which vest proportionately with the RSUs to which they relate. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof.

Signature

By: /s/ Sandra Garcia Attorney-in-Fact For: Brian Scott Davis|2026-06-22

1 file