Seagate Technology — Director's Dealing 2022

Sep 14, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Seagate Technology Holdings plc (STX)
CIK: 0001137789
Period of Report: 2022-09-09

Reporting Person: Romano Gianluca (EVP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-09-09	Ordinary Shares	F	1792	$68.83	Disposed	31480	Direct
2022-09-09	Ordinary Shares	F	1800	$68.83	Disposed	29680	Direct
2022-09-09	Ordinary Shares	M	3016	—	Acquired	32696	Direct
2022-09-09	Ordinary Shares	F	1496	$68.83	Disposed	31200	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-09-09	Restricted Share Unit	$	M	3016	Disposed		Ordinary Shares (3016.0)	Direct
2022-09-09	Restricted Share Unit	$0.0	A	15330	Acquired		Ordinary Shares (15330.0)	Direct
2022-09-09	Restricted Share Unit	$0.0	A	4570	Acquired		Ordinary Shares (4570.0)	Direct
2022-09-09	NQ Options	$68.83	A	40880	Acquired		Ordinary Shares (40880.0)	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 101 Ordinary Shares purchased by Reporting Person on July 29, 2022 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under theSecurities Exchange Act of 1934.

F3: Each restricted share unit ("RSU") represents a contingent right to receive one Ordinary Share of the Issuer.

F4: Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on September 9, 2022 and each one-year anniversary thereafter.

F5: Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on September 9, 2023 and each quarter thereafter.

F6: Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, such RSUs vest in full on September 9, 2023.

F7: Options granted to the Reporting Person under the Plan are subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, one-quarter of the options will vest on September 9, 2023 and the remaining options vest in equal monthly installments over the 36 months following September 9, 2023.