| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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![]() | Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
![]() | Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ] Foreign Trading Symbol | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 3. Date of Earliest Transaction
(Month/Day/Year) 08/31/2026 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed
(Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 08/31/2026 | J(1) | 112,500 | D | $0 | 266,647 | D | |||
| Common Stock | 08/31/2026 | J(1) | 112,500 | A | $0 | 112,500 | I | By Investment Co | ||
| Common Stock | 09/01/2026 | G(2) | 112,500 | D | $0 | 0 | I | By Investment Co | ||
| Common Stock | 09/01/2026 | G(2) | 112,500 | A | $0 | 112,500 | I | By Trust via Inv Co | ||
| Common Stock | 209,000 | I | By Personal Inv. Co. | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. 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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. The reported transactions represent a transfer of 112,500 shares of Common Stock from the Reporting Person to a Bahamas investment company (the "Investment Company"), of which the Reporting Person and the Reporting Person's spouse (together, the "Joint Beneficial Owners") are the sole beneficial owners of the Investment Company. In connection with the transfer, the Investment Company recorded a shareholder loan liability to the Joint Beneficial Owners in an amount equal to the value of the transferred shares ("Loan"), which is interest-free, repayable on demand, and represents an intra-structure obligation between the Reporting Person and the Investment Company. No cash consideration was paid in connection with the transfer. |
| 2. The reported transactions represent a transfer of the rights of the Joint Beneficial Owners in the Investment Company to a revocable trust, acting via its trustee (the "Trust"), and the assignment of the rights to the Loan from the Joint Beneficial Owners to the Trust. Trust assets are held through the Investment Company and the shares of the Investment Company are held for the Trust pursuant to a Declaration of Trust. The transfer was made in connection with the Reporting Person's estate planning. |
| /s/ Sandra Garcia Attorney-in-Fact for Irving Tan | 09/02/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||