Seagate Technology — Director's Dealing 2017

Sep 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Seagate Technology plc (STX)
CIK: 0001137789
Period of Report: 2017-09-09

Reporting Person: MORTON DAVID H JR (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-09-09	Ordinary Shares	F	5189	—	Disposed	34761	Direct
2017-09-09	Ordinary Shares	F	705	—	Disposed	34056	Direct
2017-09-09	Ordinary Shares	F	574	—	Disposed	33482	Direct
2017-09-09	Ordinary Shares	F	1042	—	Disposed	32440	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-09-11	Performance-Based Restricted Share Unit Grant	$	A	56323	Acquired		Ordinary Shares (56323.0)	Direct
2017-09-11	NQ Stock Option Grant	$30.95	A	109290	Acquired	2024-09-11	Ordinary Shares (109290.0)	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 468 Ordinary Shares purchased by Reporting Person on July 31, 2017 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: Each performance-based restricted share unit ("PSU") represents a contingent right to receive one share of Seagate Technology plc's ("Seagate") ordinary shares. The number of PSUs that may be earned is between 0% and 200% of the target number of PSUs and shall vest based on ROIC and relative TSR performance over the three-year performance period ending on September 11, 2020.

F4: The PSUs vest on or after September 11, 2020 subject to the achievement and certification of the performance criteria.

F5: 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 options will vest on September 11, 2018. The remaining options will vest in equal monthly installments over the 36 months following September 11, 2018.