SEC Form 4
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).
1. Name and Address of Reporting Person*
O MALLEY PATRICK J

(Last) (First) (Middle)
SEAGATE TECHNOLOGY PLC
10200 S. DE ANZA BOULEVARD

(Street)
CUPERTINO CA 95014

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Seagate Technology plc [ STX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/21/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Ordinary Shares 11/21/2012 M 3,954 A $13.73 412,566.65 D
Ordinary Shares 11/21/2012 M 31,774 A $3.345 444,340.65 D
Ordinary Shares 11/21/2012 M 54,166 A $11.065 498,506.65 D
Ordinary Shares 11/21/2012 S (1) 57,280 D $26.7746 (2) 441,226.65 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
NQ Stock Options $13.73 11/21/2012 M 3,954 09/12/2009 (3) 09/12/2015 Ordinary Shares 3,954 $0 0 D
NQ Stock Options $3.345 11/21/2012 M 31,774 09/11/2010 (4) 03/06/2016 Ordinary Shares 31,774 $0 109,683 D
NQ Stock Options $11.065 11/21/2012 M 54,166 09/13/2011 (5) 09/13/2017 Ordinary Shares 54,166 $0 45,834 D
Explanation of Responses:
1. This transaction is a "sell to cover" transaction in which the Reporting Person used the proceeds from the sale of shares in part to fund the exercise of the options.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at sales prices ranging from $26.62 to $27.00, 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 this footnote.
3. Options granted to the Reporting Person under the Issuer's 2004 Stock Compensation Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 12, 2009. The remaining option shares vest in equal monthly installments over the 36 months following September 12, 2009.
4. Options granted to the Reporting Person under the Issuer's 2004 Stock Compensation Plan are subject to a four and a half year vesting schedule. One quarter of the option shares vested on September 11, 2010. Following continuous employment, the remaining option shares vest in equal monthly installments over the 36 months following September 11, 2010.
5. Options granted to the Reporting Person under the Issuer's 2001 Share Option Plan are subject to a four-year vesting schedule. One quarter of the option shares vested on September 13, 2011. The remaining option shares vest in equal monthly installments over the 36 months following September 13, 2011.
/s/ Roberta S. Cohen by power of attorney 11/26/2012
** 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).
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