1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 10, 1998 Western Digital Corporation - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-08703 95-264-7125 - --------------------------------- ---------------- ------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 8105 Irvine Center Drive, Irvine, California 92618 - --------------------------------------------------------- ------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (949) 932-5000 N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ================================================================================ Total of sequentially numbered pages: 3. 2 ITEM 5. OTHER EVENTS On September 10, 1998, the board of directors of Western Digital Corporation (the "Corporation") adopted a new stockholder rights plan to replace its existing stockholder rights plan which expires in November 1998. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Pursuant to General Instruction F of Form 8-K, the following documents are incorporated by reference herein and attached as exhibits hereto: EXHIBIT DESCRIPTION ------- ----------- 99.1 Summary of the Rights issued pursuant to the Rights Agreement dated as of October 15, 1998 between Western Digital Corporation and American Stock Transfer & Trust Company. 99.2 Form of letter to be sent to stockholders announcing the adoption of a new stockholder rights plan and transmitting the Summary of the Rights. 2 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this current report to be signed on its behalf by the undersigned hereunto duly authorized. Western Digital Corporation Date: November 18, 1998 By: /s/ DUSTON WILLIAMS -------------------------------- Duston Williams Chief Financial Officer 3 4 EXHIBIT INDEX ------------- EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99.1 Summary of the Rights issued pursuant to the Rights Agreement dated as of October 15, 1998 between Western Digital Corporation and American Stock Transfer & Trust Company. 99.2 Form of letter to be sent to stockholders announcing the adoption of a new stockholder rights plan and transmitting the Summary of the Rights.