8-KSecurities & Listing

WESTERN DIGITAL CORP 8-K Report, Listing Notice (Oct 5, 2006)

Filed October 5, 2006For Securities:WDC

Summary

Western Digital Corporation (WDC) filed an 8-K on October 4, 2006, reporting a notice from the New York Stock Exchange (NYSE) regarding the delayed filing of its Annual Report on Form 10-K for the fiscal year ended June 30, 2006. The company has not yet filed its 2006 Form 10-K, which was due earlier, and consequently, it is now subject to NYSE's delisting procedures. The NYSE will monitor the situation, and if the 2006 Form 10-K is not filed within six months of its original due date, the NYSE may grant an additional six months. Failure to meet these extended deadlines could lead to suspension and delisting procedures. The company stated that it plans to file the report as soon as possible following the completion of a voluntary review of historical stock option grants by a Special Committee of its Board of Directors.

Key Highlights

  • 1WDC received a notice from the NYSE regarding its failure to file its 2006 Form 10-K on time.
  • 2The company is subject to NYSE's delisting procedures due to the delayed filing.
  • 3The NYSE will monitor the situation and has established a six-month timeline for filing the 10-K, with a potential for an additional six-month extension.
  • 4Failure to file the 2006 Form 10-K within the prescribed timeframes could result in suspension and delisting.
  • 5The delay in filing the 10-K is linked to a voluntary review of historical stock option grants by a Special Committee of the Board of Directors.
  • 6WDC intends to file the 2006 Form 10-K as promptly as practicable after the conclusion of the special committee's review.

Frequently Asked Questions

Western Digital filed this 8-K to formally notify the Securities and Exchange Commission and its investors that it received a letter from the New York Stock Exchange (NYSE) indicating that the company is subject to delisting procedures due to its failure to file its Annual Report on Form 10-K for the fiscal year ended June 30, 2006, by the required deadlines.

The immediate consequence is that Western Digital is now subject to the NYSE's procedures for untimely filers. The NYSE will monitor the company's progress, and if the 2006 Form 10-K is not filed within six months of its due date, the NYSE will consider if an additional six-month extension is appropriate. If not, the company could face suspension and delisting from the NYSE.

The delay is attributed to the ongoing work of a Special Committee of the Board of Directors, which is conducting a voluntary review of the company's historical stock option grants. Western Digital plans to file its 2006 Form 10-K as soon as this review is completed.

The company is currently subject to NYSE monitoring. If the 2006 Form 10-K is not filed within six months of its original due date, the NYSE will decide whether to grant an additional six months. The company aims to file it as promptly as possible after the special committee's review concludes.