Western Digital Corporation

12/06/2021 | Press release | Distributed by Public on 12/06/2021 06:16

Regulation FD Disclosure - Form 8-K




Washington, DC 20549



Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 6, 2021

Western Digital Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware 001-08703 33-0956711

(State or other jurisdiction

of incorporation)


File Number)

(IRS Employer

Identification No.)

5601 Great Oaks Parkway
San Jose, California
(Address of principal executive offices) (Zip Code)


(Registrant's Telephone Number, Including Area Code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-Kfiling is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12under the Exchange Act (17 CFR 240.14a-12)

Pre-commencementcommunications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencementcommunications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class



Name of each exchange

on which registered

Common Stock, $0.01 Par Value Per Share WDC The NASDAQ Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure.

On December 6, 2021, Western Digital Corporation (the "Company") delivered a notice of collateral and guarantee release (the "Notice") to JPMorgan Chase Bank, N.A. in its capacity as administrative agent and collateral agent (the "Agent") pursuant to the terms of its loan agreement (the "Loan Agreement") dated as of April 29, 2016 (as amended) among the Company, the Agent and the lenders from time to time party thereto. The Notice is effective immediately without the taking of any further action by the Company. After giving effect to the Notice, the obligations under the Loan Agreement will be senior unsecured obligations of the Company and will not benefit from any collateral or subsidiary guarantees.

In accordance with General Instruction B.2 of Form 8-K,the information in this Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Western Digital Corporation
Date: December 6, 2021 By:

/s/ Michael C. Ray

Michael C. Ray

Executive Vice President, Chief Legal Officer

and Secretary