8-KLeadership ChangesExhibits & Filings

Seagate Technology Holdings plc 8-K Report, Executive Changes (Aug 26, 2025)

Filed August 26, 2025For Securities:STX

Summary

Seagate Technology Holdings plc (STX) announced a key addition to its Board of Directors. Thomas (Tom) Szlosek has been appointed as a director, effective August 23, 2025. This appointment, made upon the recommendation of the nominating and corporate governance committee, brings an independent perspective to the Board, meeting Nasdaq listing standards. Mr. Szlosek's role is intended to be ratified by shareholders at the upcoming Annual General Meeting (AGM). Beyond his general board duties, Mr. Szlosek has been appointed to the audit and finance committee, underscoring his financial expertise. His compensation aligns with the company's standard non-employee director compensation structure, including an annual cash retainer and a restricted share unit grant, with additional compensation for his committee service. The appointment of an independent director with financial acumen is a positive signal for governance and oversight.

Key Highlights

  • 1Appointment of Thomas (Tom) Szlosek as a new director to the Board.
  • 2Mr. Szlosek has been deemed an independent director by the Board, meeting Nasdaq listing standards.
  • 3Mr. Szlosek appointed to serve on the audit and finance committee.
  • 4Director appointment effective August 23, 2025, and to stand for election at the next AGM.
  • 5Standard non-employee director compensation package, including annual cash retainer and restricted stock units.
  • 6Additional compensation for service on the audit and finance committee.
  • 7No known related-party transactions or arrangements influencing the appointment.

Frequently Asked Questions

Thomas (Tom) Szlosek has been appointed as a new director to Seagate's Board. The appointment was recommended by the nominating and corporate governance committee and he has been determined to be an independent director under Nasdaq listing rules. This suggests the company is strengthening its board oversight and potentially bringing in fresh financial expertise, as he has also been appointed to the audit and finance committee.

Mr. Szlosek will receive compensation consistent with Seagate's non-employee director arrangements. This includes an annual cash retainer of $100,000 for board service and an initial restricted share unit (RSU) grant valued at $275,000 (prorated based on the time until the AGM). Additionally, he will receive $15,000 annually for his service on the audit and finance committee.

Seagate has stated there are no special arrangements or understandings under which Mr. Szlosek was selected. He also does not have any direct or indirect material interest in any transactions requiring disclosure under SEC Regulation S-K. Seagate and Mr. Szlosek will enter into standard indemnification agreements, the forms of which have been previously filed with the SEC.

Mr. Szlosek will serve as a director until Seagate's next Annual General Meeting (AGM), where he is expected to stand for election by a vote of the shareholders.