Seagate Technology (STX) Form 4 Seagate Technology / Jeffrey D. Nygaard ownership change

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).

1. Name and Address of Reporting Person^*

Nygaard Jeffrey D.

(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, Operations and Technology

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2022

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	07/24/2022		A		5,965(1)	A	$0	6,156(2)	D
Ordinary Shares	07/24/2022		A		3,614(3)	A	$0	9,770	D
Ordinary Shares	07/24/2022		A		3,629(4)	A	$0	13,399	D
Ordinary Shares								71,794(5)	I	Jeffrey D. Nygaard Revocable Trust U/A Dated August 17, 2009

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

Explanation of Responses:

1. On July 24, 2022, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 5,965 of the 23,862 Threshold Performance Share Units granted to Mr. Nygaard on September 10, 2018. The 5,965 Ordinary Shares will vest on September 10, 2022, subject to continuous service through such date.

2. Includes 191 Ordinary Shares purchased by Reporting Person on January 31, 2022 under the Issuer's Employee Stock Purchase Plan. Such acquisition is exempt from reporting pursuant to Rule 16b-3 under the Securities Exchange Act of 1934.

3. On July 24, 2022, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 3,614 of the 14,458 Threshold Performance Share Units granted to Mr. Nygaard on September 9, 2019. The 3,614 Ordinary Shares will vest on September 9, 2022, subject to continuous service through such date.

4. On July 24, 2022, the Compensation Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to 3,629 of the 14,515 Threshold Performance Share Units granted to Mr. Nygaard on September 9, 2020. The 3,629 Ordinary Shares will vest on September 9, 2022, subject to continuous service through such date.

5. On April 26, 2022, the Reporting Person transferred 191 Ordinary Shares previously owned directly to the Jeffrey D. Nygaard Revocable Trust U/A Dated August 17, 2009.

Remarks:

	Abraham S. Barrera, Attorney-in-Fact Jeffrey D. Nygaard	07/26/2022
	** 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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