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*
Teh Ban Seng

(Last) (First) (Middle)
SEAGATE TECHNOLOGY HOLDINGS PLC
47488 KATO ROAD

(Street)
FREMONT CA 94538

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Seagate Technology Holdings 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, Global Sales
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2021
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 09/11/2021 M 623 A $0 11,118 D
Ordinary Shares 09/13/2021 M 1,037(1) A $30.95 12,155 D
Ordinary Shares 09/13/2021 S 1,037(1) D $83.86 11,118 D
Ordinary Shares 09/13/2021 S 1,785(1) D $83.86 9,333 D
Ordinary Shares 09/14/2021 S 623 D $83.99 8,710 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
Restricted Share Unit (2) 09/11/2021 M 623 (3) (3) Ordinary Shares 623 $0 0 D
NQ Stock Option $30.95 09/13/2021 M 1,037 09/11/2018(4) 09/11/2024 Ordinary Shares 1,037 $0 0 D
Explanation of Responses:
1. The (i) option exercise and sale of Ordinary Shares and (ii) the sale of Ordinary Shares each reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
2. Each restricted share unit ("RSU") represents a contingent right to receive one Ordinary Share of the Issuer.
3. Consists of a grant of RSUs awarded to the Reporting Person under the Amended and Restated Seagate Technology Holdings plc 2012 Equity Incentive Plan (the "Plan"). Subject to the Reporting Person's continuous employment, such RSUs vested as to one-quarter of the shares on September 11, 2017 and each one year anniversary thereafter.
4. Options granted to the Reporting Person under the Plan are subject to a four-year vesting schedule. One-quarter of the options vested on September 11, 2018, and the remaining options vested in equal monthly installments over the 36 months following September 11, 2018.
Remarks:
/s/ Jamie Amentler, Attorney-in-Fact for Ban Seng Teh 09/15/2021
** 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.