Statement of Changes in Beneficial Ownership (4)
September 13 2019 - 4:43PM
Edgar (US Regulatory)
FORM 4
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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
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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
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LUCZO STEPHEN J |
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)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
SEAGATE TECHNOLOGY PLC, 10200 S. DE ANZA BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/11/2019
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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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9/11/2019
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S
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5000 (1)
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D
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$55.291 (2)
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850559
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I
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Stephen J. Luczo Revocable Trust dated January 26, 2001
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Ordinary Shares
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9/11/2019
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M
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70005
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A
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$0
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70005 (3)
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D
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Ordinary Shares
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9/11/2019
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F
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3403 (4)
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D
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$56.21
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917161 (3)
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I
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Stephen J. Luczo Revocable Trust dated January 26, 2001
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Ordinary Shares
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155987
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I
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Stephen J. Luczo 2017 GRAT
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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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Restricted Share Unit
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(5)
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9/11/2019
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M
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70005
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(6)
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(6)
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Ordinary Shares
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70005.0
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$0
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70008
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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 under a Rule 10b5-1 trading plan adopted by the Reporting Person.
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(2)
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These Ordinary Shares were sold in multiple transactions at sales prices ranging from $55.21 to $55.44, 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 range set forth in the footnote of this Form 4.
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(3)
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Of the 70,005 Ordinary Shares reported as directly held by the Reporting Person, 66,602 Ordinary Shares were transferred on September 12, 2019 to the Stephen J. Luczo Revocable Trust dated January 26, 2001. The remaining 3,403 Ordinary Shares reported as directly held were withheld to cover tax liabilities as reported in Footnote 4.
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(4)
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These Ordinary Shares are withheld securities to cover tax liabilities incident to the vesting of Restricted Stock Units ("RSUs").
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(5)
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Each RSU represents a contingent right to receive one Ordinary Share of the Issuer.
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(6)
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The RSUs, originally granted to the Reporting Person under the Seagate Technology plc 2012 Equity Incentive Plan (the "Plan") for 210,017 Ordinary Shares of which 140,009 Ordinary Shares have been released, vested as to one-third of the shares on September 11, 2018 and each one-year anniversary thereafter.
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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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LUCZO STEPHEN J SEAGATE TECHNOLOGY PLC 10200 S. DE ANZA BOULEVARD CUPERTINO, CA 95014
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X
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Signatures
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/s/ Laurie A. Webb Attorney-in-Fact for Stephen J. Luczo
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9/13/2019
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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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