Seagate Technology — Director's Dealing 2023

Feb 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Seagate Technology Holdings plc (STX)
CIK: 0001137789
Period of Report: 2023-02-01

Reporting Person: Nygaard Jeffrey D. (EVP, Operations and Technology)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-01	Ordinary Shares	M	8809	$30.95	Acquired	39169	Direct
2023-02-01	Ordinary Shares	S	3200	$68.44	Disposed	35969	Direct
2023-02-01	Ordinary Shares	S	2289	$69.27	Disposed	33680	Direct
2023-02-01	Ordinary Shares	S	3159	$70.51	Disposed	30521	Direct
2023-02-01	Ordinary Shares	S	161	$71.05	Disposed	30360	Direct
2023-02-01	Ordinary Shares	M	28000	$39.85	Acquired	58360	Direct
2023-02-01	Ordinary Shares	S	14000	$67.96	Disposed	44360	Direct
2023-02-01	Ordinary Shares	S	14000	$70.12	Disposed	30360	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-01	NQ Options	$30.95	M	8809	Disposed	2024-09-11	Ordinary Shares (8809.0)	Direct
2023-02-01	NQ Options	$39.85	M	28000	Disposed	2024-11-20	Ordinary Shares (28000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	71794	Indirect

Footnotes

F1: The option exercise and sales of Ordinary Shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

F2: Includes 249 Ordinary Shares purchased by Reporting Person on January 31, 2023 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: These Ordinary Shares were sold in multiple trades at prices ranging from $67.82 to $68.81. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F4: These Ordinary Shares were sold in multiple trades at prices ranging from $68.84 to $69.82. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F5: These Ordinary Shares were sold in multiple trades at prices ranging from $69.95 to $70.86. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F6: These Ordinary Shares were sold in multiple trades at prices ranging from $71.03 to $71.06. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F7: These Ordinary Shares were sold in multiple trades at prices ranging from $67.64 to $68.16. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F8: These Ordinary Shares were sold in multiple trades at prices ranging from $70.00 to $70.40. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.

F9: Options granted to the Reporting Person under the Seagate Technology Holdings plc 2012 Equity Incentive Plan are subject to a four-year vesting schedule. Subject to continuous employment, one quarter of the options vested on September 11, 2017. The remaining options vested in equal monthly installments over the 36 months following September 11, 2017.

F10: Options granted to the Reporting Person under the Seagate Technology Holdings plc 2012 Equity Incentive Plan are subject to a four-year vesting schedule. Subject to continuous employment, one quarter ofthe options vested on November 20, 2017. The remaining options vested in equal monthly installments over the 36 months following November 20, 2017.