SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lee James CI

(Last)(First)(Middle)
SEAGATE TECHNOLOGY PLC
47488 KATO ROAD

(Street)
FREMONT CALIFORNIA 94538

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Seagate Technology Holdings plc [ STX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & CLO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares08/20/2026M1,512A$01,858.75D
Ordinary Shares08/21/2026S667.75D$849.35481,191D
Ordinary Shares08/20/2026M1,710A$02,901D
Ordinary Shares08/21/2026S755D$849.35482,146D
Ordinary Shares08/20/2026M5,698A$07,844D
Ordinary Shares08/21/2026S2,516D$849.35485,328D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Unit$008/20/2026M1,512 (1) (1)Ordinary Shares1,512$04,536D
Restricted Share Unit$008/20/2026M1,710 (2) (2)Ordinary Shares1,710$00D
Restricted Share Unit$008/20/2026M5,698 (2) (2)Ordinary Shares5,698$00D
Restricted Share Unit$008/20/2026A1,420 (3) (3)Ordinary Shares1,420$01,420D
Restricted Share Unit$008/20/2026A1,343 (4) (4)Ordinary Shares1,343$01,343D
Restricted Share Unit$008/20/2026A403 (4) (4)Ordinary Shares403$0403D
NQ Options$850.2408/20/2026A3,788 (5)08/20/2033Ordinary Shares3,788$03,788D
Explanation of Responses:
1. Consists of a grant of Restricted Share Unit (RSU) awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan (the "2022 Plan") subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2026 and then in equal quarterly installments thereafter.
2. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. 100% of such RSUs vested on the first anniversary of the grant date, August 20, 2026.
3. Consists of a grant of RSUs awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such RSUs vest as to one-quarter of the shares on August 20, 2027 and then in equal quarterly installments thereafter.
4. Consists of a grant of RSUs awarded to the Reporting Person under the Plan. Subject to the Reporting Person's continuous employment, 100% of such RSUs will vest on the first anniversary of the grant date, August 20, 2027.
5. Consists of Options awarded to the Reporting Person under the Plan subject to a four-year vesting schedule. Subject to the Reporting Person's continuous employment, such Options vest as to one-quarter of the shares on August 20, 2027 and the remaining portion shall vest in equal monthly installments over the following three years for a total vesting period of four years.
Remarks:
/s/ Louis J. Thorson, Attorney-in-fact for James C. Lee08/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)