Form 8-K · Current report
Western Digital 8-K, filed Aug 26, 2026
- Filed
- CIK
- 0000106040
- Accession no.
- 0001193125-26-365796
Summary
Western Digital entered into privately negotiated exchange agreements on August 26, 2026 with certain holders of its 3.00% Convertible Senior Notes due 2028, under which those holders will exchange approximately $191.0 million in aggregate principal amount of notes for roughly $192.7 million in cash plus shares of common stock valued at the notes' remaining conversion value. The company said the exchange transactions are expected to close on or after September 2, 2026, subject to customary closing conditions, with the share issuance relying on an exemption from Securities Act registration.
Key points
- Holders agreed to exchange about $191.0 million aggregate principal amount of the 3.00% Convertible Senior Notes due 2028.
- Consideration consists of approximately $192.7 million in cash plus shares of Western Digital common stock corresponding to the notes' remaining conversion value.
- The share count is based on the volume-weighted average price of Western Digital common stock on August 26, 2026.
- The transactions are expected to close on or after September 2, 2026, subject to customary closing conditions.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 3.02Unregistered Sales of Equity Securities
- 8.01Other Events
From the filing
Item 3.02 Unregistered Sales of Equity Securities. The information regarding the Exchange Transactions (as defined below) set forth below in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. The issuance of the Exchange Shares (as defined below) will be undertaken in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Act”), provided by Section 4(a)(2) of the Act. Item 8.01 Other Events. …
An excerpt of the text as filed with the SEC, cut for length.
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