=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-09-14
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Seagate Technology Holdings plc (STX)
CIK: 0001137789
--- Reporting Owner ---
Name: Teh Ban Seng
CIK: 0001801425
Role: Officer (EVP & Chief Commercial Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Ordinary Shares
Date: 2026-09-14 | Code: M (Exercise of derivative)
Shares: +52,730 | Price: $0.00
Shares Owned After: 58,540 | Ownership: D (Direct)
Footnotes:
[F1] Represents Ordinary Shares issued upon the vesting and settlement of Performance Share Units granted on September 11, 2023, following certification by the Compensation and People Committee of the achievement of the applicable performance conditions.
[Transaction #2]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -914 | Price: $771.38
Total Value: $705,037.02
Shares Owned After: 57,626 | Ownership: D (Direct)
Footnotes:
[F2] All sale transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on Febuary 11, 2026.
[F3] These Ordinary Shares were sold in multiple trades at prices ranging from $771.15 to $772.08. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -3,451 | Price: $772.65
Total Value: $2,666,427.92
Shares Owned After: 54,175 | Ownership: D (Direct)
Footnotes:
[F4] These Ordinary Shares were sold in multiple trades at prices ranging from $772.19 to $773.14. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -1,717 | Price: $774.01
Total Value: $1,328,981.69
Shares Owned After: 52,458 | Ownership: D (Direct)
Footnotes:
[F5] These Ordinary Shares were sold in multiple trades at prices ranging from $773.34 to $774.29. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -2,315 | Price: $775.01
Total Value: $1,794,159.26
Shares Owned After: 50,143 | Ownership: D (Direct)
Footnotes:
[F6] These Ordinary Shares were sold in multiple trades at prices ranging from $774.71 to $775.70. 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 #6]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -3,242 | Price: $776.20
Total Value: $2,516,429.70
Shares Owned After: 46,901 | Ownership: D (Direct)
Footnotes:
[F7] These Ordinary Shares were sold in multiple trades at prices ranging from $775.78 to $776.75. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -3,987 | Price: $777.22
Total Value: $3,098,764.58
Shares Owned After: 42,914 | Ownership: D (Direct)
Footnotes:
[F8] These Ordinary Shares were sold in multiple trades at prices ranging from $776.80 to $777.76. 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 #8]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -7,259 | Price: $778.35
Total Value: $5,650,016.52
Shares Owned After: 35,655 | Ownership: D (Direct)
Footnotes:
[F9] These Ordinary Shares were sold in multiple trades at prices ranging from $777.89 to $778.88. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -6,682 | Price: $779.27
Total Value: $5,207,050.73
Shares Owned After: 28,973 | Ownership: D (Direct)
Footnotes:
[F10] These Ordinary Shares were sold in multiple trades at prices ranging from $778.95 to $779.94. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -2,453 | Price: $780.29
Total Value: $1,914,062.65
Shares Owned After: 26,520 | Ownership: D (Direct)
Footnotes:
[F11] These Ordinary Shares were sold in multiple trades at prices ranging from $779.95 to $780.87. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -1,600 | Price: $781.35
Total Value: $1,250,156.80
Shares Owned After: 24,920 | Ownership: D (Direct)
Footnotes:
[F12] These Ordinary Shares were sold in multiple trades at prices ranging from $780.99 to $781.88. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -4,147 | Price: $782.56
Total Value: $3,245,294.57
Shares Owned After: 20,773 | Ownership: D (Direct)
Footnotes:
[F13] These Ordinary Shares were sold in multiple trades at prices ranging from $782.00 to $782.88. 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 #13]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -1,760 | Price: $783.28
Total Value: $1,378,567.52
Shares Owned After: 19,013 | Ownership: D (Direct)
Footnotes:
[F14] These Ordinary Shares were sold in multiple trades at prices ranging from $783.00 to $783.78. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -1,000 | Price: $784.45
Total Value: $784,446.40
Shares Owned After: 18,013 | Ownership: D (Direct)
Footnotes:
[F15] These Ordinary Shares were sold in multiple trades at prices ranging from $784.00 to $784.75. 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: 2026-09-15 | Code: S (Open market sale)
Shares: -1,040 | Price: $786.14
Total Value: $817,587.99
Shares Owned After: 16,973 | Ownership: D (Direct)
Footnotes:
[F16] These Ordinary Shares were sold in multiple trades at prices ranging from $785.75 to $786.61. 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 #16]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -120 | Price: $787.26
Total Value: $94,470.80
Shares Owned After: 16,853 | Ownership: D (Direct)
Footnotes:
[F17] These Ordinary Shares were sold in multiple trades at prices ranging from $787.05 to $787.36. 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 #17]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -280 | Price: $788.43
Total Value: $220,760.40
Shares Owned After: 16,573 | Ownership: D (Direct)
[Transaction #18]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -1,760 | Price: $789.84
Total Value: $1,390,118.75
Shares Owned After: 14,813 | Ownership: D (Direct)
Footnotes:
[F18] These Ordinary Shares were sold in multiple trades at prices ranging from $789.56 to $790.43. 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 #19]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -560 | Price: $791.36
Total Value: $443,164.01
Shares Owned After: 14,253 | Ownership: D (Direct)
Footnotes:
[F19] These Ordinary Shares were sold in multiple trades at prices ranging from $791.01 to $791.98. 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 #20]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -1,280 | Price: $794.72
Total Value: $1,017,238.02
Shares Owned After: 12,973 | Ownership: D (Direct)
Footnotes:
[F20] These Ordinary Shares were sold in multiple trades at prices ranging from $794.18 to $794.99. 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 #21]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -2,166 | Price: $795.95
Total Value: $1,724,018.39
Shares Owned After: 10,807 | Ownership: D (Direct)
Footnotes:
[F21] These Ordinary Shares were sold in multiple trades at prices ranging from $795.65 to $796.62. 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 #22]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -1,587 | Price: $796.90
Total Value: $1,264,673.16
Shares Owned After: 9,220 | Ownership: D (Direct)
Footnotes:
[F22] These Ordinary Shares were sold in multiple trades at prices ranging from $796.68 to $797.48. 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 #23]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -530 | Price: $797.97
Total Value: $422,924.90
Shares Owned After: 8,690 | Ownership: D (Direct)
Footnotes:
[F23] These Ordinary Shares were sold in multiple trades at prices ranging from $797.92 to $798.08. 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 #24]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -400 | Price: $799.03
Total Value: $319,610.80
Shares Owned After: 8,290 | Ownership: D (Direct)
Footnotes:
[F24] These Ordinary Shares were sold in multiple trades at prices ranging from $799.02 to $799.03. 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 #25]
Security: Ordinary Shares
Date: 2026-09-15 | Code: S (Open market sale)
Shares: -2,480 | Price: $800.47
Total Value: $1,985,165.60
Shares Owned After: 5,810 | Ownership: D (Direct)
--- Derivative Transactions ---
[Transaction #1]
Security: Performance-Based Restricted Share Units
Date: 2026-09-14 | Code: M (Exercise of derivative)
Shares: -52,730 | Price: $0.00
Exercise Price: $0.00
Shares Owned After: 0 | Ownership: D (Direct)
Footnotes:
[F25] Performance Share Units granted on September 11, 2023 vested and were settled in Ordinary Shares upon certification of the applicable performance conditions by the Compensation and People Committee.
[F25] Performance Share Units granted on September 11, 2023 vested and were settled in Ordinary Shares upon certification of the applicable performance conditions by the Compensation and People Committee.
--- Footnotes (Complete Index) ---
F1: Represents Ordinary Shares issued upon the vesting and settlement of Performance Share Units granted on September 11, 2023, following certification by the Compensation and People Committee of the achievement of the applicable performance conditions.
F10: These Ordinary Shares were sold in multiple trades at prices ranging from $778.95 to $779.94. 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 $779.95 to $780.87. 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 $780.99 to $781.88. 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 $782.00 to $782.88. 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: These Ordinary Shares were sold in multiple trades at prices ranging from $783.00 to $783.78. 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.
F15: These Ordinary Shares were sold in multiple trades at prices ranging from $784.00 to $784.75. 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.
F16: These Ordinary Shares were sold in multiple trades at prices ranging from $785.75 to $786.61. 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.
F17: These Ordinary Shares were sold in multiple trades at prices ranging from $787.05 to $787.36. 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.
F18: These Ordinary Shares were sold in multiple trades at prices ranging from $789.56 to $790.43. 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.
F19: These Ordinary Shares were sold in multiple trades at prices ranging from $791.01 to $791.98. 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.
F2: All sale transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on Febuary 11, 2026.
F20: These Ordinary Shares were sold in multiple trades at prices ranging from $794.18 to $794.99. 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.
F21: These Ordinary Shares were sold in multiple trades at prices ranging from $795.65 to $796.62. 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.
F22: These Ordinary Shares were sold in multiple trades at prices ranging from $796.68 to $797.48. 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.
F23: These Ordinary Shares were sold in multiple trades at prices ranging from $797.92 to $798.08. 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.
F24: These Ordinary Shares were sold in multiple trades at prices ranging from $799.02 to $799.03. 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.
F25: Performance Share Units granted on September 11, 2023 vested and were settled in Ordinary Shares upon certification of the applicable performance conditions by the Compensation and People Committee.
F3: These Ordinary Shares were sold in multiple trades at prices ranging from $771.15 to $772.08. 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 $772.19 to $773.14. 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 $773.34 to $774.29. 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 $774.71 to $775.70. 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 $775.78 to $776.75. 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 $776.80 to $777.76. 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.
F9: These Ordinary Shares were sold in multiple trades at prices ranging from $777.89 to $778.88. 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 Ban Seng Teh (2026-09-16)
