Statement of Changes in Beneficial Ownership (4)

Date : 12/23/2019 @ 10:06PM
Source : Edgar (US Regulatory)
Stock : Western Digital Corporation (WDC)
Quote : 55.56  0.39 (0.71%) @ 5:00AM
After Hours
Last Trade
Last $ 56.18 ▲ 0.62 (1.12%)

Statement of Changes in Beneficial Ownership (4)

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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

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)

12/20/2019
(Street)

SAN JOSE, CA 95119
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 12/20/2019  M(1)  4387 A$44.78 56425 (2)D  
Common Stock 12/20/2019  S(1)  4663 D$59.793 (3)51762 D  
Common Stock         9.0864 I by Trust 401(K) 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) $44.78 12/20/2019  M (1)    4387  8/3/2017 (4)8/3/2023 Common Stock 4387 $0.0 13160 D  

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 1, 2019.
(2) Includes 276 shares acquired under the Issuer's Employee Stock Purchase Plan on November 30, 2019.
(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. 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% one year from the grant date of 8/3/2016, and an additional 6.25% vested at the end of each three-month period through 11/3/2019. The remaining shares subject to the option will vest at 6.25% at the end of each three-month period until fully vested on 8/3/2020.

Remarks:
The Reporting Person acquired 0.0761 shares of the Issuer's common stock under a reinvestment feature of the Issuer's 401(k) plan since his last filing. The reported indirect holdings are based on shares held under the Issuer's 401(k) plan as reported on November 1, 2019.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
RAY MICHAEL CHARLES
C/O WESTERN DIGITAL CORPORATION
5601 GREAT OAKS PARKWAY
SAN JOSE, CA 95119


EVP, Chief Legal Officer & Sec

Signatures
By: /s/ Sandra Garcia Attorney-in-Fact For: Michael C. Ray12/23/2019
**Signature of Reporting PersonDate

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