A Form 4 filed on September 15, 2026 disclosed that John Christopher Morris, Executive Vice President and Chief Technology Officer of Seagate Technology Holdings plc (NASDAQ:STX), acquired ordinary shares through a restricted share unit vesting and subsequently sold a portion to cover tax withholding obligations.

Key Highlights

  • RSU vesting: 942 ordinary shares vested on September 11, 2026 at a price of $0, acquired via transaction code M.
  • Sell-to-cover sale: 492.75 shares were sold on September 14, 2026 at a price of $781.2325 per share, according to the filing.
  • Tax withholding purpose: The sale was described as "sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax withholding obligations."
  • Remaining direct ownership: Following both transactions, Morris directly held 16,467.75 ordinary shares.
  • Derivative securities: Morris held 3,768 restricted share units following the reported transactions, directly owned.
  • Signing authority: The form was signed by Louis J. Thorson as Attorney-in-Fact for John C. Morris on September 15, 2026.

Seagate CTO's RSU Vesting and Mandatory Tax Sale Details

According to the filing, the restricted share units that vested on September 11, 2026 were part of a grant awarded to Morris under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. The filing states that "one-quarter of the shares vested on September 11, 2024 and the remaining portion shall vest in equal quarterly installments over the following three years for a total vesting period of four years." The 942 shares acquired on September 11, 2026 carried a price of $0, consistent with an RSU vesting transaction coded M.

Three days later, on September 14, 2026, Morris disposed of 492.75 shares at $781.2325 per share. The filing explicitly attributes this sale to an issuer-mandated sell-to-cover arrangement designed solely to satisfy tax withholding obligations, not a discretionary market sale. Following that disposal, Morris directly held 16,467.75 ordinary shares in Table I.

In Table II, the derivative securities section shows that 942 restricted share units were exercised (code M) on September 11, 2026, reducing Morris's remaining RSU position to 3,768 units, all directly owned. The form was filed by one reporting person and reflects Morris's role as EVP and CTO of Seagate Technology Holdings plc, traded on NASDAQ:STX.

What Was Disclosed

The filing reported two transactions: 942 ordinary shares acquired through RSU vesting on September 11, 2026, and 492.75 shares sold on September 14, 2026 at $781.2325 per share via an issuer-mandated sell-to-cover for tax withholding, leaving Morris with 16,467.75 ordinary shares and 3,768 remaining RSUs.