Statement of Changes in Beneficial Ownership (4)
February 02 2021 - 05:04PM
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).
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 * RAY MICHAEL
CHARLES |
2. Issuer Name and Ticker or Trading
Symbol WESTERN DIGITAL CORP [ WDC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
EVP, Chief Legal Officer &
Sec |
(Last)
(First)
(Middle)
C/O WESTERN DIGITAL CORPORATION, 5601 GREAT OAKS
PARKWAY |
3. Date of Earliest Transaction (MM/DD/YYYY)
1/29/2021
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(Street)
SAN JOSE, CA 95119
(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 |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
1/29/2021 |
|
M(1) |
|
8773 |
A |
$44.78 |
84204 (2) |
D |
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Common Stock |
1/29/2021 |
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S(1) |
|
22735 |
D |
$59.9151 (3) |
61469 |
D |
|
Common Stock |
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|
|
|
|
|
|
9.2601 |
I |
by Trust 401(K) |
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) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Employee Stock Option (right to
buy) |
$44.78 |
1/29/2021 |
|
M (1) |
|
|
8773 |
8/3/2017 (4) |
8/3/2023 |
Common Stock |
8773 |
$0.0 |
0 |
D |
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Explanation of
Responses: |
(1) |
These transactions reported
in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan
adopted by the Reporting Person on May 12, 2020. |
(2) |
Includes 252 shares acquired
under the Issuer's Employee Stock Purchase Plan on November 30,
2020. |
(3) |
Represents the weighted
average sale price per share. These shares were sold in multiple
transactions at prices ranging from a low of $59.78 to a high of
$60.00. 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. |
(4) |
The option vested 25% on the
first anniversary of the grant date and 6.25% at the end of each
three-month period thereafter. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
RAY MICHAEL CHARLES
C/O WESTERN DIGITAL CORPORATION
5601 GREAT OAKS PARKWAY
SAN JOSE, CA 95119 |
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|
EVP, Chief Legal Officer &
Sec |
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Signatures
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By: /s/ Sandra Garcia Attorney-in-Fact For:
Michael C. Ray |
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2/2/2021 |
**Signature of
Reporting Person |
Date |