WESTERN DIGITAL CORP — Director's Dealing 2016

May 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WESTERN DIGITAL CORP (WDC)
CIK: 0000106040
Period of Report: 2016-05-12

Reporting Person: CORDANO MICHAEL D (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-12	Common Stock	A	43.0	—	Acquired	59894	Direct

Footnotes

F1: Acquired in connection with the merger (the "Merger") of a wholly owned subsidiary of the Issuer ("Merger Sub") with and into SanDisk Corporation ("SanDisk") pursuant to the Agreement and Plan of Merger, dated October 21, 2015, by and among the Issuer, Merger Sub and SanDisk (the "Merger Agreement"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of SanDisk common stock owned by the reporting person was converted into the right to receive $67.50 in cash and 0.2387 shares of the Issuer's common stock. On the effective date of the Merger, the closing price of the Issuer's common stock was $36.36 per share. The reporting person acquired the shares of SanDisk common stock in the open market and through dividend reinvestments during the period from November 9, 2012 to August 7, 2015.

F2: Includes 169 shares acquired under the issuer's Employee Stock Purchase Plan on November 31, 2015.