Corporate Action (Form 8-K)

Item 3.03 Material Modification to Rights of Security Holders.

As previously disclosed, Western Digital Corporation (the "Company") previously issued and sold shares of the Company's Series A Convertible Perpetual Preferred Stock, par value $0.01 per share (the "Preferred Stock"), to certain investors in connection with a private placement that closed on January 31, 2023 (the "Closing Date"). Pursuant to the Company's Certificate of Designations, Preferences and Rights of the Preferred Stock (the "Certificate of Designations"), at any time after the three (3) year anniversary of the Closing Date, the Company has the option to require that all or any portion of the then-outstanding shares of Preferred Stock of the series be converted into shares of common stock of the Company, par value $0.01 per share (the "Common Stock"), at the then applicable conversion price (the "Mandatory Conversion") if the closing price per Common Stock exceeds 150% of the Conversion Price (as defined in the Certificate of Designations) for at least twenty (20) trading days in any period of thirty (30) consecutive trading days immediately prior to the receipt of the Mandatory Conversion notice by the Preferred Stock holders (the "Holders").

On February 17, 2026, in connection with the Mandatory Conversion, the Company converted all shares issued and outstanding of Preferred Stock into shares of Common Stock, pursuant to and in accordance with Section 8.2 of the Certificate of Designations.

The foregoing summary of the Mandatory Conversion and the Certificate of Designations does not purport to be complete and is subject to, and qualified in its entirety by, such document attached as Exhibit 3.1 to the Company's Current Report on Form 8-K,filed with the Securities and Exchange Commission on February 1, 2023, which is incorporated herein by reference.