Seagate exchanges $185.9M of 3.50% 2028 notes for cash plus shares in private placement

Filed May 21, 2026 · Period ending May 20, 2026 · ~1 min read

Key Changes

• medium

  Seagate and subsidiary Seagate HDD exchanging $185.9M principal of 3.50% exchangeable senior notes due 2028 with limited noteholders for equal cash plus undetermined number of ordinary shares, closing expected May 26, 2026.

  Item 8.01 verify on EDGAR →
• medium

  Share count to be determined based on one trading day period starting May 21, 2026. Transaction structured as private placement under Section 4(a)(2) exemption, avoiding public registration requirements.

  Item 3.02 verify on EDGAR →
• low

  Form of Exchange Agreement filed as exhibit but 8-K provides limited detail on specific terms, pricing mechanics, or rationale for the transaction structure.

  Exhibit 10.1 verify on EDGAR →