Material Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2023       WESTERN DIGITAL CORPORATION (Exact name of registrant as specified in charter)       Delaware   001-08703   33-0956711 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   5601 Great Oaks Parkway San Jose California     95119 (Address of Principal Executive Offices)     (zip code) (408) 717-6000 (Registrant’s Telephone Number, Including Area Code) Not applicable (Former Name or Former Address, if Changed Since Last Report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.01 Par Value per share   WDC   The Nasdaq Stock Market LLC (Nasdaq Global Select Market) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 1.01 - Entry into a Material Definitive Agreement On October 10, 2023, Western Digital Technologies, Inc. (“ WDT ”), a wholly-owned subsidiary of Western Digital Corporation, entered into a second supplemental indenture (“ Second Supplemental Indenture ”) to the indenture, dated as of February 13, 2019 (the “ Indenture ”). Pursuant to the Second Supplemental Indenture, WDT will guarantee the obligations under Western Digital Corporation’s 1.50% Convertible Senior Notes due 2024, for so long as WDT is a guarantor under Western Digital Corporation’s 4.750% Senior Notes due 2026 and to the extent required under the terms of the Indenture and Second Supplemental Indenture. The foregoing description is only a summary of certain provisions of the Second Supplemental Indenture and is qualified in its entirety by the terms thereof, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference. Item 9.01 - Financial Statements and Exhibits. (d) Exhibits   Exhibit No.    Description 10.1    Second Supplemental Indenture, dated as of October 10, 2023, by and among Western Digital Technologies, Inc. and U.S. Bank Trust Company, National Association, as Trustee. 104    Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.       WESTERN DIGITAL CORPORATION (Registrant) Date: October 10, 2023     By:   /s/ Michael C. Ray       Michael C. Ray       Executive Vice President, Chief Legal Officer and Secretary