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WESTERN DIGITAL CORP

For the period ended Oct 2, 2026. Filed Oct 23, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Oct 2, 2026 · Filed Oct 23, 2026

WDC$289.78+9.9%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 1A. Risk Factors

We have described under the heading “Risk Factors” in Part I, Item 1A of our 2026 Annual Report on Form 10-K a number of risks and uncertainties that could cause our actual results of operations and financial condition to vary materially from past, or from anticipated future, results of operations and financial condition. There have been no material changes from these risk factors previously described in Part I, Item 1A of our 2026 Annual Report on Form 10-K. These risks and uncertainties are not the only risks facing us. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also adversely affect our business, financial condition, results of operations or the market price of our common stock.

Repurchases of Equity Securities

The following table provides information about repurchases by us of shares of our common stock during the quarter ended October 2, 2026:

(in millions, except average price paid per share) · Total Number of Shares Purchased · Average Price Paid per Share(1) · Total Number of Shares Purchased As Part of Publicly Announced Program(2) · Maximum Value of Shares that May Yet be Purchased Under the Program(2)
Jul. 4, 2026 - Jul. 31, 20260.7$526.290.7$2,860
Aug. 1, 2026 - Aug. 28, 20260.5488.150.5$2,630
Aug. 29, 2026 - Oct. 2, 20261.0⁽³⁾461.590.8$2,259
Total for the quarter ended Oct. 2, 20262.22.0

(1) Includes commissions.

(2) On May 9, 2025, our Board of Directors authorized the Share Repurchase Program for the repurchase of up to $2.0 billion of our common stock, and on February 2, 2026, our Board of Directors authorized the repurchase of up to an additional $4.0 billion of the Company’s common stock. There is no expiration date for the Share Repurchase Program. Repurchases under the Share Repurchase Program may be made in the open market or in privately negotiated transactions and may be made under a Rule 10b5-1 plan. We expect share repurchases to be funded principally by operating cash flows. The amount and timing of share repurchases will depend on market conditions and other corporate considerations. We may suspend or discontinue the Share Repurchase Program at any time.

(3) Amount includes an aggregate of 176,008 shares of our common stock that we received during the month ended October 2, 2026 upon the settlement of $378 million notional amount of Capped Calls in connection with the settlement of the same principal amount of Convertible Notes that had been tendered by the holders. This transaction is not part of our publicly announced Share Repurchase Program and the shares received from the settlement of these Capped Calls are not reflected in the column captioned “Average Price Paid per Share.”

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.