8-KRegulation FDExhibits & Filings

WESTERN DIGITAL CORP 8-K Report, Regulation FD Disclosure (Oct 30, 2013)

Filed October 30, 2013For Securities:WDC

Summary

This Form 8-K filing by Western Digital Corporation (WDC) on October 30, 2013, primarily discloses information related to a significant offering of WDC's common stock by a major shareholder, Hitachi, Ltd. The press release, furnished as an exhibit, announces that Hitachi, Ltd. is offering approximately 10.87 million shares of WDC common stock, with an option for underwriters to purchase an additional 1.63 million shares. This event signifies a substantial divestment by a key entity and could have implications for the stock's ownership structure and market dynamics. Investors should pay close attention to the terms of the offering, the potential impact on share price due to increased supply, and any statements made by Western Digital or Hitachi regarding the rationale behind this sale.

Key Highlights

  • 1Hitachi, Ltd. (Selling Stockholder) is offering 10,869,566 shares of Western Digital Corporation common stock.
  • 2Underwriters have been granted an option to purchase up to an additional 1,630,434 shares.
  • 3The offering was announced via a press release dated October 30, 2013.
  • 4This filing is made under Regulation FD Disclosure (Item 7.01).
  • 5The information provided is not considered 'filed' for purposes of Section 18 of the Exchange Act.
  • 6The filing includes a press release as Exhibit 99.1.
  • 7Michael C. Ray, Senior Vice President, General Counsel and Secretary, signed the report on behalf of Western Digital.

Frequently Asked Questions

Hitachi, Ltd., identified as the Selling Stockholder, is offering 10,869,566 shares of Western Digital Corporation common stock. They have also granted an option to the underwriters to purchase up to an additional 1,630,434 shares.

This represents a significant sale of WDC shares by a major stockholder. It could lead to a change in the company's ownership structure and may impact the stock's trading price due to the increased supply of shares in the market.

No, according to General Instruction B.2 of Form 8-K, the information furnished under Item 7.01, including the press release, is not deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, nor is it subject to the liabilities of that section. It will also not be incorporated by reference into other SEC filings unless expressly stated.

The filing was prompted by the announcement of a large offering of Western Digital common stock by Hitachi, Ltd., as detailed in a press release issued on October 30, 2013.