Statement of Changes in Beneficial Ownership (4)
September 17 2014 - 7:07PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
MORTON DAVID H JR
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2. Issuer Name
and
Ticker or Trading Symbol
Seagate Technology plc
[
STX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP, FINANCE, TREASURER & PAO
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(Last)
(First)
(Middle)
SEAGATE TECHNOLOGY PLC, 10200 S. DE ANZA BOULEVARD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/15/2014
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(Street)
CUPERTINO, CA 95014
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Ordinary Shares
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9/15/2014
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S
(1)
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2536
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D
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$59.4195
(2)
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22732
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D
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Ordinary Shares
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9/15/2014
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M
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1146
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A
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$11.065
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23878
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D
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Ordinary Shares
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9/15/2014
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M
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1219
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A
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$11.155
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25097
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D
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Ordinary Shares
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9/15/2014
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M
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438
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A
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$29.87
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25535
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D
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Ordinary Shares
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9/15/2014
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M
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2025
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A
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$40.16
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27560
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D
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Ordinary Shares
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9/15/2014
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S
(3)
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2531
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D
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$60.5898
(4)
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25029
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D
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Ordinary Shares
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9/15/2014
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S
(3)
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2297
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D
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$61.1688
(5)
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22732
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D
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Ordinary Shares
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9/15/2014
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S
(3)
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2542
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D
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$60.00
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20190
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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NQ Stock Options
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$11.065
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9/15/2014
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M
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1146
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9/13/2011
(6)
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9/13/2017
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Ordinary Shares
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1146
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$0.00
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0
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D
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NQ Stock Options
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$11.155
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9/15/2014
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M
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1219
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9/12/2012
(7)
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9/12/2018
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Ordinary Shares
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1219
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$0.00
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9141
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D
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NQ Stock Options
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$29.87
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9/15/2014
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M
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438
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9/10/2013
(8)
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9/10/2019
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Ordinary Shares
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438
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$0.00
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5906
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D
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NQ Stock Options
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$40.16
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9/15/2014
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M
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2025
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9/9/2014
(9)
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9/9/2020
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Ordinary Shares
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2025
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$0.00
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6075
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D
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Explanation of Responses:
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(
1)
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These Ordinary Shares were sold pursuant to a 10b5-1 trading plan to cover the tax liabilities relating to the vesting of Restricted Stock Units under award agreements dated September 13, 2010 and September 12, 2011. Vesting of 2,750 Restricted Stock Units on September 13, 2014 was previously reported in Table I of the Reporting Person's Form 4 on September 15, 2010. Vesting of 2,925 Restricted Stock Units on September 12, 2014 was previously reported in Table I of the Reporting Person's Form 4 on September 14, 2011.
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(
2)
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These Ordinary Shares were sold in multiple transactions at sales prices ranging from $59.4195 to $59.42 inclusive. 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 within the ranges set forth in the footnote of this Form 4.
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(
3)
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Shares sold pursuant to a 10b5-1 Trading Plan.
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(
4)
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These Ordinary Shares were sold in multiple transactions at sales prices ranging from $60.07 to $60.89, inclusive. 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 within the ranges set forth in the footnote of this Form 4.
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(
5)
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These Ordinary Shares were sold in multiple transactions at sales prices ranging from $61.12 to $61.23, inclusive. 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 within the ranges set forth in the footnote of this Form 4.
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(
6)
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Options granted to the Reporting Person under the Issuer's 2001 Share Option Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 13, 2011. The remaining options vested in equal monthly installments over the 36 months following September 13, 2011.
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(
7)
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Options granted to the Reporting Person under the Issuer's 2004 Stock Compensation Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 12, 2012. The remaining options vest in equal monthly installments over the 36 months following September 12, 2012.
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(
8)
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Options granted to the Reporting Person under the Issuer's 2012 Incentive Equity Option Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 10, 2013. The remaining options vest in equal monthly installments over the 36 months following September 10, 2013.
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(
9)
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Options granted to the Reporting Person under the Issuer's 2012 Incentive Equity Option Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 9, 2014. The remaining options vest in equal monthly installments over the 36 months following September 9, 2014.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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MORTON DAVID H JR
SEAGATE TECHNOLOGY PLC
10200 S. DE ANZA BOULEVARD
CUPERTINO, CA 95014
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SVP, FINANCE, TREASURER & PAO
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Signatures
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/s/ Jolene Mendelsohn by Power of Attorney
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9/17/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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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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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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