UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant Filed by a party other than the Registrant      

CHECK THE APPROPRIATE BOX:
  Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
  Definitive Additional Materials
Soliciting Material under §240.14a-12

Western Digital Corporation

(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY):
  No fee required
Fee paid previously with preliminary materials
Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11



               
               
       


Your Vote Counts!

WESTERN DIGITAL CORPORATION

2022 Annual Meeting
November 16, 2022 8:00 a.m., PT
www.virtualshareholdermeeting.com/WDC2022








          

5601 GREAT OAKS PARKWAY
SAN JOSE, CA 95119








 
     

D90810-P80143

 
             

You invested in WESTERN DIGITAL CORPORATION and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on November 16, 2022.

Get informed before you vote
View the Notice and Proxy Statement and 2022 Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to November 2, 2022. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

For complete information and to vote, visit www.ProxyVote.com

Control #


                            

Smartphone users

Point your camera here and
vote without entering a
control number

              

Vote Virtually at the Meeting*

November 16, 2022
8:00 a.m., PT

Virtually at:
www.virtualshareholdermeeting.com/WDC2022

Vote Before the Meeting
at proxyvote.com by November 15, 2022 11:59 p.m., ET

 

*Please check the meeting materials for any special requirements for meeting attendance.



Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the
upcoming stockholder meeting. Please follow the instructions on
the reverse side to vote these important matters.




Voting Items

Board
Recommends

1. Election of Directors
1a. Kimberly E. Alexy For     
1b. Thomas Caulfield For
1c. Martin I. Cole For
1d. Tunç Doluca For
1e. David V. Goeckeler For
1f. Matthew E. Massengill For
1g. Stephanie A. Streeter For
1h. Miyuki Suzuki For
2. Approval on an advisory basis of the named executive officer compensation disclosed in the Proxy Statement. For
3. Approval of an amendment and restatement of our 2021 Long-Term Incentive Plan to increase by 2.75 million the number of shares of our common stock available for issuance under that plan. For
4. Approval of an amendment and restatement of our 2005 Employee Stock Purchase Plan to increase by 6 million the number of shares of our common stock available for issuance under that plan. For
5. Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2023. For
In their discretion, the Proxies are authorized to vote on such other business as may properly come before the meeting and any postponement or adjournment of the meeting.
 
 
 
 
 
 
 
 
 
 
 
 

Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”.


D90811-P80143


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