SEC Form 4
FORM 4 UNITED 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).
X
 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*
Romano Gianluca
(Last) (First) (Middle)
SEAGATE TECHNOLOGY HOLDINGS PLC
47488 KATO ROAD
(Street)
FREMONT CA 94538
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Seagate Technology Holdings plc [ STX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & CFO
3. Date of Earliest Transaction (Month/Day/Year)
11/22/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Ordinary Shares 11/22/2024 S 21,686(1) D $100.3951(2) 46,277 D
Ordinary Shares 11/25/2024 M 4,032 A $46.23 50,309 D
Ordinary Shares 11/25/2024 M 22,143 A $68.83 72,452 D
Ordinary Shares 11/25/2024 M 21,093 A $64.31 93,545 D
Ordinary Shares 11/25/2024 S 21,267 D $101.4894(3) 72,278 D
Ordinary Shares 11/25/2024 S 26,001 D $102.2457(4) 46,277 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
NQ Options $46.23 11/25/2024 M 4,032 (5) 09/09/2027 Ordinary Shares 4,032 $0 0 D
NQ Options $68.83 11/25/2024 M 22,143 (6) 09/09/2029 Ordinary Shares 22,143 $0 18,737 D
NQ Options $64.31 11/25/2024 M 21,093 (7) 09/11/2030 Ordinary Shares 21,093 $0 51,227 D
Explanation of Responses:
1. All transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 23, 2024 by the Reporting Person.
2. These Ordinary Shares were sold in multiple trades at prices ranging from $100.04 to $100.55. 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.
3. These Ordinary Shares were sold in multiple trades at prices ranging from $100.92 to $101.91. 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.
4. These Ordinary Shares were sold in multiple trades at prices ranging from $101.92 to $102.60. 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.
5. Options granted to the Reporting Person under the Plan are subject to a four-year vesting schedule. Subject to continuous employment, one-quarter of the options vested on September 9, 2021. The remaining options vested in equal monthly installments over the 36 months following September 9, 2021.
6. 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 vested on September 9, 2023 and the remaining options vest in equal monthly installments over the 36 months following September 9, 2023.
7. 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 vested on September 11, 2024 and the remaining options vest in equal monthly installments over the 36 months following September 11, 2024.
Remarks:
/s/ Louis J. Thorson, Attorney-in-Fact for Gianluca Romano 11/26/2024
** Signature of Reporting Person Date
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).
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