SEC Form 4 · accession 0001137789-17-000050
Seagate Technology Holdings plc · STX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David H Morton Jr.
Officer — EVP & CFO
Period of report
Sep 9, 2017
Accepted (ET)
Sep 12, 2017 · 9:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001137789
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Sep 9, 2017 | F | 5,189 | $0.00 | D | 34,761 | D | |
| Ordinary SharesF1 | Sep 9, 2017 | F | 705 | $0.00 | D | 34,056 | D | |
| Ordinary SharesF1 | Sep 9, 2017 | F | 574 | $0.00 | D | 33,482 | D | |
| Ordinary SharesF1 | Sep 9, 2017 | F | 1,042 | $0.00 | D | 32,440 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Share Unit GrantF3,F4 | — | Sep 11, 2017 | A | 56,323 | A | — | — | Ordinary Shares | 56,323 | 0 | D |
| NQ Stock Option GrantF5 | $30.95 | Sep 11, 2017 | A | 109,290 | A | — | Sep 11, 2024 | Ordinary Shares | 109,290 | 109,290 | D |
Explanation of responses
- F1These Ordinary Shares are withheld securities to cover tax liabilities incident to the vesting of securities previously reported on one or more Forms 4 by the Reporting Person in accordance with Rule 16b-3.
- F2Includes 468 Ordinary Shares purchased by Reporting Person on July 31, 2017 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.
- F3Each performance-based restricted share unit ("PSU") represents a contingent right to receive one share of Seagate Technology plc's ("Seagate") ordinary shares. The number of PSUs that may be earned is between 0% and 200% of the target number of PSUs and shall vest based on ROIC and relative TSR performance over the three-year performance period ending on September 11, 2020.
- F4The PSUs vest on or after September 11, 2020 subject to the achievement and certification of the performance criteria.
- F5Options granted to the Reporting Person under the Issuer's 2012 Equity Incentive Plan are subject to a four-year vesting schedule. Subject to continuous employment, one quarter of the options will vest on September 11, 2018. The remaining options will vest in equal monthly installments over the 36 months following September 11, 2018.