WESTERN DIGITAL CORP — Director's Dealing 2016

Nov 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WESTERN DIGITAL CORP (WDC)
CIK: 0000106040
Period of Report: 2016-11-03

Reporting Person: MEHROTRA SANJAY (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-04	Common Stock	A	4089.0	$0.0	Acquired	4089	Direct
2016-11-03	Common Stock	M	32.0	$0.0	Acquired	9208	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-03	Dividend Equivalent Rights	$	M	32.5727	Disposed		Common Stock (32.5727)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19192	Indirect

Footnotes

F1: Represents the grant of restricted stock units to the reporting person. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

F2: The dividend equivalents were converted into, and paid in the form of, shares of the Issuer's common stock on a one-for-one basis in connection with the vesting of restricted stock units to which the dividend equivalents relate. A cash amount equal to $31.58 was also paid to the holder to settle a fractional dividend equivalent of 0.5727.

F3: Includes change in form of beneficial ownership of shares of Issuer's common stock in connection with the vesting of the reporting person's restricted stock unit award. The underlying shares were issued directly to the reporting person's Family Trust account.