Davis Brian Scott 4
4 · WESTERN DIGITAL CORP · Filed Mar 24, 2026
Research Summary
AI-generated summary of this filing
Western Digital (WDC) Chief Sales & Marketing Officer Sells Shares to Cover Taxes
What Happened
Brian Scott Davis, Western Digital’s Chief Sales & Marketing Officer, had restricted equity and dividend-equivalent rights convert into shares and then had 961 shares withheld/surrendered to cover tax obligations. The withholding was recorded as a disposition of 961 shares at $293.10 each, totaling $281,669. The filing also shows small conversions/exercises of derivative/award units (about 14.287 shares total, with a fractional share settled in cash) at $0.00.
Key Details
- Transaction date: 2026-03-20 (Form 4 filed 2026-03-24). Filing was submitted four days after the transaction (may be later than the usual 2-business-day Form 4 deadline).
- Main disposition: 961 shares withheld/disposed at $293.10 each = $281,669 (code F — tax withholding).
- Other entries: conversions/exercises of derivative/award units (codes M) for ~14.287 shares at $0.00; a fractional dividend-equivalent was settled in cash.
- Shares owned after the transactions: not specified in the provided filing summary.
- Footnotes: F1 — dividend equivalents converted one-for-one into common stock tied to RSU vesting; fractional dividend equivalent paid in cash. F2 — tax obligation satisfied by withholding securities under Rule 16b-3(e).
Context
This appears to be routine share withholding to cover taxes on vesting awards (not an open-market sale for investment reasons). The $281.7k disposition reflects tax withholding, while the zero-dollar entries reflect issuance/conversion of awards rather than a cash purchase.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-03-20+7→ 116,525 total - Tax Payment
Common Stock
[F2]2026-03-20$293.10/sh−961$281,669→ 115,564 total - Exercise/Conversion
Dividend Equivalent Rights
[F1]2026-03-20−7.287→ 210.138 total→ Common Stock (7.287 underlying)
Footnotes (2)
- [F1]The dividend equivalent rights 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 equivalent rights relate. A cash amount was also paid to the holder to settle a fractional dividend equivalent right.
- [F2]Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).