SEC Form 4 · accession 0001266824-17-000152
WESTERN DIGITAL CORP · WDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D Cordano
Officer — President and COO
Period of report
Jul 19, 2017
Accepted (ET)
Jul 20, 2017 · 9:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000106040
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 19, 2017 | A | 9,696 | $0.00 | A | 66,092 | D | |
| Common StockF2 | Jul 19, 2017 | M | 662 | $0.00 | A | 66,754 | D | |
| Common StockF3 | Jul 19, 2017 | F | 5,404 | $94.48 | D | 61,350 | D | |
| Common StockF5 | Jul 20, 2017 | S | 4,684 | $94.9486 | D | 56,666 | D | |
| Common StockF6 | Jul 20, 2017 | S | 270 | $95.4404 | D | 56,396 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Dividend Equivalent RightsF7,F2 | — | Jul 19, 2017 | M | 662 | D | — | — | Common Stock | 662 | 7,145 | D |
Explanation of responses
- F1Represents shares issued as payment in respect of the vesting of a performance-based restricted stock unit award.
- F2The dividend equivalents were converted into, and paid in the form of, shares of the Issuer's common stock on a one-for-one basis in connection with the vesting of restricted stock units to which the dividend equivalents relate. A cash amount equal to $43.73 was also paid to the holder to settle a fractional dividend equivalent of 0.4628.
- F3Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).
- F4The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 8, 2016.
- F5Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $94.33 to a high of $95.31. 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.
- F6Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from a low of $95.41 to a high of $95.48. 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.
- F7The total number of derivative securities has been adjusted to reflect the cancellation of 73.6524 stock units previously credited in the form of dividend equivalent payments on stock units that did not vest.