Seagate Technology — Director's Dealing 2016

Sep 13, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Seagate Technology plc (STX)
CIK: 0001137789
Period of Report: 2016-09-09

Reporting Person: MacPherson Regan J (SVP and General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-12	Ordinary Shares	F	916	—	Disposed	13612	Direct
2016-09-09	Oridnary Shares	A	9394	—	Acquired	19793	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-09-09	NQ Stock Options	$36.09	A	32918	Acquired	2023-09-09	Ordinary Shares (32918.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
NQ Stock Options	$36.54	2023-03-21	Ordinary Shares (0.0)	61729	Direct

Footnotes

F1: These Ordinary Shares are withheld securities to cover tax liabilities incident to the vesting of securities previously reported on one or more Forms 4 by the Reporting Person in accordance with Rule 16b-3.

F2: Includes 119 Ordinary Shares purchased by Reporting Person on July 29, 2016 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.

F3: Consists of a grant of restricted stock units, of which 9,394 remain outstanding, awarded to the Reporting Person under the Seagate Technology plc 2012 Equity Incentive Plan (the "Plan"). The restricted stock units will be converted into ordinary shares on a one-for-one basis. Subject to the Reporting Person's continuous employment, such restricted stock units will be settled in ordinary shares in equal installments on each of the first four anniversaries of September 9, 2016.

F4: Options granted to the Reporting Person under the Issuer's 2012 Equity Incentive Plan are subject to a four year vesting schedule. Subject to continuous employment, one quarter of the option shares will vest on September 9, 2017. The remaining option shares will vest in equal monthly installments over the 36 months following September 9, 2017.

F5: On a Form 4 filed on behalf of the Reporting Person on March 22, 2016, the number of derivative securities beneficially owned following the transaction was inadvertently aggregated and multiple classes of options were reported in Column 9. The correct number of derivative securities is now listed for this class of option.