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Debt
 9 Months Ended
Apr. 03, 2026
Debt Disclosure [Abstract]  
Debt Debt
Debt consisted of the following:
April 3,
2026		June 27,
2025
(in millions)
4.75% senior unsecured notes due 2026
$— $500 
Variable interest rate Term Loan A-3 maturing 2027
— 1,649 
3.00% convertible notes due 2028
1,600 1,600 
2.85% senior notes due 2029
— 500 
3.10% senior notes due 2032
— 500 
Total debt1,600 4,749 
Issuance costs(19)(38)
Subtotal1,581 4,711 
Less: current portion of long-term debt(1,581)(2,226)
Long-term debt$— $2,485 

During the nine months ended April 3, 2026, the Company made scheduled repayments of $63 million under Term Loan A-3. In February 2026, the Company executed a series of transactions to reduce its outstanding debt, including entering into a $1.50 billion bridge loan (the “Bridge Loan”). The Bridge Loan was utilized to consolidate the holders of the 4.75% senior unsecured notes due 2026, the 2.85% senior notes due 2029, and the 3.10% senior notes due 2032 (collectively, the “Senior Notes”) from a broad creditor base into two holders to facilitate a debt-for-equity exchange. The proceeds of the Bridge Loan were used to fully redeem all of the Senior Notes in cash, at par plus accrued interest. In connection with the redemptions, the Company wrote off $6 million of remaining unamortized issuance costs. Following the redemptions, the Company retired the Bridge Loan and its existing Term Loan A-3 through a non-cash, tax-free exchange for 5.8 million shares of Sandisk common stock held by the Company, valued at $3.62 billion on the date of exchange. The exchange resulted in $539 million recorded in Costs in connection with debt-for-equity exchange in the Condensed Consolidated Statement of Operations. This amount primarily reflects a discount on Sandisk shares provided to the counterparties in connection with the exchange. The need for the discount was primarily driven by volatility of the Sandisk stock price in the period of the exchange.

As of April 3, 2026, the Company had no outstanding standby letters of credit and the available capacity under the revolving credit facility maturing in January 2027 was $1.25 billion.

The loan agreement governing the revolving credit facility (the “Loan Agreement”) requires the Company to comply with a financial leverage ratio covenant. As of April 3, 2026, the Company was in compliance with the financial covenant.

As of April 3, 2026, the Company had outstanding $1.60 billion aggregate principal amount of convertible senior notes pursuant to an indenture dated as of November 3, 2023 (the “Indenture”), which bear interest at an annual rate of 3.00% and mature on November 15, 2028, unless earlier repurchased, redeemed or converted (the “2028 Convertible Notes”).

The 2028 Convertible Notes are convertible at the option of any holder beginning August 15, 2028, at a conversion price of approximately $37.72 per share of common stock as of April 3, 2026. Prior to August 15, 2028, if the trading price of the Company’s common stock remains above 130% of the conversion price for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading-day period prior to the end of a calendar quarter, holders of the 2028 Convertible Notes would have the right to convert the 2028 Convertible Notes during the next succeeding calendar quarter. The 2028 Convertible Notes are also convertible prior to August 15, 2028 upon the occurrence of certain corporate events. Upon any conversion of the 2028 Convertible Notes, the Company will pay cash for the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination thereof, at the Company’s election, in respect of the remainder, if any, of its conversion obligation in excess of the aggregate principal amount of the notes being converted.
During the calendar quarter ended March 31, 2026, the sale price conditional conversion feature of the 2028 Convertible Notes was triggered, which provides the holders of those notes with the right to convert through June 30, 2026. During the three months ended April 3, 2026, holders tendered for conversion a portion of the 2028 Convertible Notes, aggregating to $32 million in principal amount (the “Tendered Notes”). The Company made an irrevocable election to settle in cash the conversion obligation in excess of the principal amount of the Tendered Notes, as permitted by the Indenture. This election requires bifurcation and separate accounting of the embedded conversion feature as a derivative instrument pursuant to Accounting Standards Codification 815. The derivative is remeasured to fair value at each reporting period, with changes recognized in Other income (expense), net in the Condensed Consolidated Statements of Operations. For the three months ended April 3, 2026, the Company recorded an immaterial gain related to this remeasurement. Settlement is scheduled for June 2026. The Company retains the right to settle any conversion obligation in excess of the principal amount of the remaining 2028 Convertible Notes in cash or shares or a combination thereof, at its election.

Because holders of the 2028 Convertible Notes have the right to convert through the calendar quarter ending June 30, 2026, the Company classified the 2028 Convertible Notes, including the Tendered Notes, in the Current portion of long-term debt in the Condensed Consolidated Balance Sheet as of April 3, 2026, consistent with each quarter since the quarter ended June 27, 2025. The Company will continue to evaluate the conversion feature quarterly to determine if the 2028 Convertible Notes remain convertible in future periods.

The sale price conditional conversion feature of the 2028 Convertible Notes was also triggered in the calendar quarter ended June 30, 2025, which then provided the holders with the right to convert during the succeeding calendar quarter ended September 30, 2025. Consequently, the Company likewise classified the 2028 Convertible Notes in the Current portion of long-term debt in the Condensed Consolidated Financial Statements as of June 27, 2025.

On or after November 15, 2026, the Company may redeem for cash, at par plus accrued interest, all or any portion of the 2028 Convertible Notes, at its option, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 10 trading days during any 20 consecutive trading day period immediately preceding the date of the Company’s redemption notice.

In connection with the issuance of the 2028 Convertible Notes, the Company also entered into privately negotiated capped call transactions with certain counterparties (the “Capped Calls”). As of April 3, 2026, the Capped Calls each have a strike price of approximately $37.72 per share and a cap price of approximately $50.41 per share. The Capped Calls are generally intended to reduce or offset the potential dilution to the Company’s common stock upon any conversion of the 2028 Convertible Notes with such reduction or offset, as the case may be, subject to a cap based on the cap price. If the market price per share of the Company’s common stock, as measured under the terms of the Capped Calls, exceeds the cap prices of the Capped Calls, there would not be an offset for the excess. The Capped Calls are separate transactions and not part of the terms of the 2028 Convertible Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in shareholders’ equity and are not accounted for as derivatives.