SCHEDULE: Western Digital Reports Sandisk Stake

Western Digital Corporation has disclosed its beneficial ownership of Sandisk Corporation common stock, holding 1,038,681 shares, representing 0.7% of the class.

Summary

• Western Digital Corporation (WDC) has filed an amended Schedule 13G, reporting its beneficial ownership of Sandisk Corporation common stock.
• As of May 15, 2026, WDC beneficially owns 1,038,681 shares of Sandisk common stock.
• This holding represents 0.7% of Sandisk's outstanding common stock.
• The percentage is based on 148,089,758 shares outstanding as of April 24, 2026, as per Sandisk's Form 10-Q filed on May 1, 2026.
• WDC does not have sole or shared voting power over these shares due to a Stockholder's and Registration Rights Agreement entered into on February 21, 2025, which grants Sandisk a proxy to vote the shares proportionally with other stockholders.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it is a routine disclosure of beneficial ownership without significant new strategic information or performance indicators.

Positives

• Western Digital Corporation maintains a clear disclosure of its shareholding in Sandisk Corporation.
• The filing provides specific share counts and percentage of ownership, offering transparency to investors.

Negatives

• Western Digital Corporation has relinquished voting power over its Sandisk shares, limiting its influence on corporate decisions.
• The ownership stake is relatively small (0.7%), suggesting a passive investment rather than a controlling interest.

Risks

• The Stockholder's and Registration Rights Agreement could lead to potential disagreements or conflicts of interest regarding the voting of Sandisk shares.
• Changes in the relationship between Western Digital and Sandisk, or in Sandisk's performance, could impact the value of WDC's investment.

Future Outlook

This filing is primarily a disclosure of current ownership and does not contain forward-looking statements or guidance regarding future performance of either company.

Management Comments

• Western Digital Corporation does not exercise voting power over any of the shares of Sandisk Corporation common stock that it beneficially owns, as per the Stockholder's and Registration Rights Agreement.

Industry Context

StockSavvy.ai notes that this Schedule 13G filing by Western Digital Corporation regarding its stake in Sandisk Corporation is a standard disclosure for significant shareholders. Such filings are crucial for understanding the ownership landscape and potential influence dynamics within the semiconductor and data storage industry.

Corporate Governance

Related Party Transactions

• The Stockholder's and Registration Rights Agreement between Western Digital Corporation and Sandisk Corporation, dated February 21, 2025, governs the relationship and voting rights concerning Sandisk shares held by WDC.

Stakeholder Impact

• Shareholders of Western Digital Corporation: The filing clarifies WDC's passive investment in Sandisk, with limited voting control, which may influence perceptions of strategic alignment or influence.
• Shareholders of Sandisk Corporation: The filing provides transparency on a significant shareholder's holdings and the nature of their voting rights, impacting the understanding of the shareholder base.

Next Steps

• Western Digital Corporation will continue to report any changes in its beneficial ownership of Sandisk Corporation's common stock as required by SEC regulations.

Key Dates

Keywords

Schedule 13G, Western Digital Corporation, Sandisk Corporation, Beneficial Ownership, Common Stock, Securities Exchange Act, SEC Filing, Shareholder Agreement