=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-09-11
10b5-1 Pre-arranged Plan: Yes
--- 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: 2026-09-11 | Code: S (Open market sale)
Shares: -200 | Price: $844.81
Total Value: $168,961.32
Shares Owned After: 34,020 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F2] These Ordinary Shares were sold in multiple trades at prices ranging from $844.72 to $845.15. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #2]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -200 | Price: $846.94
Total Value: $169,387.82
Shares Owned After: 33,820 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F3] These Ordinary Shares were sold in multiple trades at prices ranging from $846.84 to $847.62. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #3]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -320 | Price: $847.98
Total Value: $271,352.00
Shares Owned After: 33,500 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F4] These Ordinary Shares were sold in multiple trades at prices ranging from $847.87 to $848.01. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #4]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -560 | Price: $849.53
Total Value: $475,739.21
Shares Owned After: 32,940 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F5] These Ordinary Shares were sold in multiple trades at prices ranging from $848.87 to $849.84. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #5]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -80 | Price: $849.87
Total Value: $67,989.60
Shares Owned After: 32,860 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[Transaction #6]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -320 | Price: $851.45
Total Value: $272,462.40
Shares Owned After: 32,540 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F6] These Ordinary Shares were sold in multiple trades at prices ranging from $851.22 to $851.52. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #7]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -640 | Price: $852.87
Total Value: $545,838.40
Shares Owned After: 31,900 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F7] These Ordinary Shares were sold in multiple trades at prices ranging from $852.41 to $853.19. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #8]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -680 | Price: $854.41
Total Value: $581,002.00
Shares Owned After: 31,220 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F8] These Ordinary Shares were sold in multiple trades at prices ranging from $853.77 to $854.64. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #9]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -240 | Price: $855.72
Total Value: $205,372.80
Shares Owned After: 30,980 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F9] These Ordinary Shares were sold in multiple trades at prices ranging from $855.21 to $856.07. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #10]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -240 | Price: $857.41
Total Value: $205,777.61
Shares Owned After: 30,740 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F10] These Ordinary Shares were sold in multiple trades at prices ranging from $857.23 to $857.76. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #11]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -280 | Price: $860.47
Total Value: $240,931.99
Shares Owned After: 30,460 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F11] These Ordinary Shares were sold in multiple trades at prices ranging from $860.06 to $861.02. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #12]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -280 | Price: $861.07
Total Value: $241,099.60
Shares Owned After: 30,180 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[Transaction #13]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -320 | Price: $864.41
Total Value: $276,612.00
Shares Owned After: 29,860 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F12] These Ordinary Shares were sold in multiple trades at prices ranging from $864.2 to $865.05. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #14]
Security: Ordinary Shares
Date: 2026-09-11 | Code: S (Open market sale)
Shares: -240 | Price: $868.43
Total Value: $208,423.20
Shares Owned After: 29,620 | Ownership: D (Direct)
Footnotes:
[F1] This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
[F13] These Ordinary Shares were sold in multiple trades at prices ranging from $867.77 to $868.76. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
[Transaction #15]
Security: Ordinary Shares
Date: 2026-09-11 | Code: M (Exercise of derivative)
Shares: +1,695 | Price: $0.00
Shares Owned After: 31,315 | Ownership: D (Direct)
[Transaction #16]
Security: Ordinary Shares
Date: 2026-09-14 | Code: S (Open market sale)
Shares: -955 | Price: $781.24
Total Value: $746,086.97
Shares Owned After: 30,360 | Ownership: D (Direct)
Footnotes:
[F14] Represents sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax withholding obligations.
--- Derivative Transactions ---
[Transaction #1]
Security: Restricted Share Unit
Date: 2026-09-11 | Code: M (Exercise of derivative)
Shares: -1,695 | Price: $0.00
Exercise Price: $0.00
Shares Owned After: 6,780 | Ownership: D (Direct)
Footnotes:
[F15] Consists of a grant of restricted share unit awarded to the reporting person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. 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.
[F15] Consists of a grant of restricted share unit awarded to the reporting person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. 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.
--- Footnotes (Complete Index) ---
F1: This sale of Ordinary Shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 30, 2026
F10: These Ordinary Shares were sold in multiple trades at prices ranging from $857.23 to $857.76. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F11: These Ordinary Shares were sold in multiple trades at prices ranging from $860.06 to $861.02. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F12: These Ordinary Shares were sold in multiple trades at prices ranging from $864.2 to $865.05. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F13: These Ordinary Shares were sold in multiple trades at prices ranging from $867.77 to $868.76. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F14: Represents sales made pursuant to Issuer mandated sell-to-cover solely to satisfy tax withholding obligations.
F15: Consists of a grant of restricted share unit awarded to the reporting person under the Seagate Technology Holdings plc 2022 Equity Incentive Plan. 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.
F2: These Ordinary Shares were sold in multiple trades at prices ranging from $844.72 to $845.15. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F3: These Ordinary Shares were sold in multiple trades at prices ranging from $846.84 to $847.62. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F4: These Ordinary Shares were sold in multiple trades at prices ranging from $847.87 to $848.01. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F5: These Ordinary Shares were sold in multiple trades at prices ranging from $848.87 to $849.84. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F6: These Ordinary Shares were sold in multiple trades at prices ranging from $851.22 to $851.52. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F7: These Ordinary Shares were sold in multiple trades at prices ranging from $852.41 to $853.19. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F8: These Ordinary Shares were sold in multiple trades at prices ranging from $853.77 to $854.64. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
F9: These Ordinary Shares were sold in multiple trades at prices ranging from $855.21 to $856.07. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
--- Signature ---
/s/ /s/ Louis J. Thorson, Attorney-in-Fact for Gianluca Romano (2026-09-15)
