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WESTERN DIGITAL CORP 8-K Report, Executive Changes (Nov 14, 2019)

Filed November 14, 2019For Securities:WDC

Summary

This 8-K filing by Western Digital Corp. (WDC) on November 14, 2019, primarily details the outcome of their annual stockholder meeting held on November 14, 2019. The most significant event for investors is the stockholder approval of the Amended and Restated 2017 Performance Incentive Plan. This amendment allows for an increase of 6,000,000 shares available for awards under the plan, bringing the new aggregate limit to 94,950,584 shares, and an additional 6,000,000 shares for incentive stock options. Additionally, the filing confirms the election of eight directors to the Board, the advisory approval of named executive officer compensation, and the ratification of KPMG LLP as the independent registered public accounting firm for fiscal year 2020. While the increase in share pool for the incentive plan suggests a continued strategy of equity-based compensation to attract and retain talent, investors should monitor how these additional shares are allocated and their potential dilutive effect.

Key Highlights

  • 1Stockholders approved the Amended and Restated 2017 Performance Incentive Plan.
  • 2The approved amendment increases the share pool available for awards under the 2017 Plan by 6,000,000 shares.
  • 3The total aggregate limit for shares under the 2017 Plan is now 94,950,584.
  • 4An additional 6,000,000 shares are available for incentive stock options under the plan.
  • 5Eight directors were elected to the Board of Directors.
  • 6Named Executive Officer compensation was approved on an advisory basis.
  • 7KPMG LLP was ratified as the independent registered public accounting firm for fiscal year 2020.

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