SEC FORM 4

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^*

Nygaard Jeffrey D.

(Last)

(First)

(Middle)

SEAGATE TECHNOLOGY PLC

47488 KATO ROAD

(Street)

FREMONT

94538

(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)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2020

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	07/28/2020		A		5,646⁽¹⁾	A	$0	6,012⁽²⁾	D
Ordinary Shares	07/28/2020		A		5,966⁽³⁾	A	$0	11,978	D
Ordinary Shares	07/28/2020		A		3,615⁽⁴⁾	A	$0	15,593	D
Ordinary Shares								55,231⁽⁵⁾	I	Jeffrey D. Nygaard Revocable Trust U/A Dated August 17, 2009

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On July 28, 2020, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 5,646 of the 22,585 Threshold Performance Share Units granted to Mr. Nygaard on November 20, 2017. The 5,646 Ordinary Shares will vest on November 20, 2020, subject to continuous service through such date.

2. Includes 366 Ordinary Shares purchased by Reporting Person on January 31, 2020 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

3. On July 28, 2020, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 5,966 of the 23,862 Threshold Performance Share Units granted to Mr. Nygaard on September 10, 2018. The 5,966 Ordinary Shares will vest on September 10, 2020, subject to continuous service through such date.

4. On July 28, 2020, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 3,615 of the 14,458 Threshold Performance Share Units granted to Mr. Nygaard on September 9, 2019. The 3,615 Ordinary Shares will vest on September 9, 2020, subject to continuous service through such date.

5. On December 4, 2019, the Reporting Person transferred 21,501 Ordinary Shares previously owned directly to the Jeffrey D. Nygaard Revocable Trust U/A Dated August 17, 2009.

Remarks:

Exhibit 24 - Power of Attorney attached hereto.

	/s/ Leanne M. Mader Attorney-in-Fact for Jeffrey D. Nygaard	07/29/2020
	** 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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