=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-02-20
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Seagate Technology Holdings plc (STX)
CIK: 0001137789
--- Reporting Owner ---
Name: Romano Gianluca
CIK: 0001764650
Role: Officer (EVP & CFO)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Ordinary Shares
Date: 2026-02-20 | Code: M (Exercise of derivative)
Shares: +11,807 | Price: $0.00
Shares Owned After: 62,278 | Ownership: D (Direct)
Footnotes:
[F1] Includes 120 Ordinary Shares purchased by Reporting Person on January 31, 2026 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.
[Transaction #2]
Security: Ordinary Shares
Date: 2026-02-20 | Code: F (Payment of exercise/tax)
Shares: -5,975 | Price: $411.11
Total Value: $2,456,382.25
Shares Owned After: 56,303 | Ownership: D (Direct)
[Transaction #3]
Security: Ordinary Shares
Date: 2026-02-22 | Code: M (Exercise of derivative)
Shares: +14,043 | Price: $0.00
Shares Owned After: 70,346 | Ownership: D (Direct)
[Transaction #4]
Security: Ordinary Shares
Date: 2026-02-22 | Code: F (Payment of exercise/tax)
Shares: -7,096 | Price: $411.11
Total Value: $2,917,236.56
Shares Owned After: 63,250 | Ownership: D (Direct)
--- Derivative Transactions ---
[Transaction #1]
Security: Performance-Based Restricted Share Units
Date: 2026-02-20 | Code: M (Exercise of derivative)
Shares: -11,807 | Price: $0.00
Shares Owned After: 0 | Ownership: D (Direct)
Footnotes:
[F2] On January 24, 2026 the Compensation and People Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to the 11,807 Performance Share Units granted on February 20, 2024. The 11,807 Ordinary Shares vested on February 20, 2026.
[F2] On January 24, 2026 the Compensation and People Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to the 11,807 Performance Share Units granted on February 20, 2024. The 11,807 Ordinary Shares vested on February 20, 2026.
[Transaction #2]
Security: Restricted Share Unit
Date: 2026-02-22 | Code: M (Exercise of derivative)
Shares: -14,043 | Price: $0.00
Shares Owned After: 0 | Ownership: D (Direct)
Footnotes:
[F3] Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Such RSUs vested as to one-quarter of the shares on February 22, 2023, and each one year anniversary thereafter.
[F3] Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Such RSUs vested as to one-quarter of the shares on February 22, 2023, and each one year anniversary thereafter.
--- Footnotes (Complete Index) ---
F1: Includes 120 Ordinary Shares purchased by Reporting Person on January 31, 2026 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.
F2: On January 24, 2026 the Compensation and People Committee of the Board of Directors of the Issuer determined that the performance conditions were met with respect to the 11,807 Performance Share Units granted on February 20, 2024. The 11,807 Ordinary Shares vested on February 20, 2026.
F3: Consists of a grant of RSUs awarded to the Reporting Person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. Such RSUs vested as to one-quarter of the shares on February 22, 2023, and each one year anniversary thereafter.
--- Signature ---
/s/ /s/ Louis J. Thorson, Attorney-in-Fact for Gianluca Romano (2026-02-23)
