SEC Form 4 · accession 0001137789-18-000017
Seagate Technology Holdings plc · STX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen J Luczo
Officer — Executive Chairman & COB · Director
Period of report
Jan 30, 2018
Accepted (ET)
Feb 1, 2018 · 8:04 pm EST
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,F3 | Jan 30, 2018 | M | 206,300 | $30.23 | A | 206,300 | D | |
| Ordinary Shares | Jan 30, 2018 | M | 107,922 | $30.23 | A | 314,222 | D | |
| Ordinary SharesF4 | Jan 30, 2018 | S | 241,738 | $54.76 | D | 72,484 | D | |
| Ordinary SharesF2,F3,F5,F6 | Jan 30, 2018 | G | 20,000 | $0.00 | D | 1,021,613 | I | Stephen J Luczo Revocable Trust dated January 26, 2001 |
| Ordinary SharesF7 | Jan 31, 2018 | S | 100,000 | $55.57 | D | 921,613 | I | Stephen J Luczo Revocable Trust dated January 26, 2001 |
| Ordinary Shares | holding | — | — | — | 381,411 | I | Stephen J. Luczo 2016 GRAT | |
| Ordinary Shares | holding | — | — | — | 250,000 | I | Stephen J. Luczo 2017 GRAT |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| NQ Stock OptionsF8 | $30.23 | Jan 31, 2018 | M | 206,300 | D | Aug 1, 2013 | Aug 1, 2019 | Ordinary Shares | 206,300 | 0 | D |
| NQ Stock OptionsF9 | $30.23 | Jan 31, 2018 | M | 107,922 | D | Aug 1, 2013 | Aug 1, 2019 | Ordinary Shares | 107,922 | 0 | D |
Explanation of responses
- F1On November 4, 2016, the Reporting Person transferred 27,188 Ordinary Shares, previously held directly, to the Stephen J. Luczo Revocable Trust dated January 26, 2001. These 27,188 shares were inadvertently reported as directly held by the Reporting Person on subsequent Form 4's filed on April 27, 2017 and thereafter.
- F2On September 13, 2017 the Reporting Person transferred 34,375 shares held directly to the Stephen J. Luczo Revocable Trust dated January 26, 2001.
- F3On September 27, 2017 the Reporting Person transferred 33,857 shares held directly to the Stephen J. Luczo Revocable Trust dated January 26, 2001.
- F4These Ordinary Shares were sold in multiple transactions at sales prices ranging from $54.46 to $55.00, inclusive. 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 within the range set forth in the footnote of this Form 4.
- F5Includes 635 shares acquired on October 5, 2017 and on January 4, 2018 under the Seagate Technology plc's Dividend Reinvestment Program.
- F6On January 30, 2018 the Reporting Person transferred 118,588 shares from the Stephen J. Luczo 2016 Grantor Retained Annuity Trust to Stephen J. Luczo Revocable Trust dated January 26, 2001.
- F7These Ordinary Shares were sold in multiple transactions at sales prices ranging from $55.48 to $55.65, inclusive. 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 within the range set forth in the footnote of this Form 4.
- F8Options granted to the Reporting Person under the Seagate Technology plc 2012 Equity Incentive Plan (the "Plan") are subject to a four-year vesting schedule. Subject to continuous employment, one quarter of the options vested August 1, 2013. The remaining options vest in equal monthly installments over the 36 months following August 1, 2013.
- F9Options granted to the Reporting Person under the Seagate Technology plc 2012 Equity Incentive Plan are subject to a four-year vesting schedule. Subject to continuous employment, one quarter of the options vested August 1, 2013. The remaining options vest in equal monthly installments over the 36 months following August 1, 2013.