Western Digital Corporation filed an 8-K with the SEC on September 14, 2026, disclosing that it has issued a Redemption Notice calling all outstanding 3.00% Convertible Senior Notes due 2028 for redemption on November 16, 2026.

Key Highlights

  • Redemption Date: All outstanding 3.00% Convertible Senior Notes due 2028 are called for redemption on November 16, 2026.
  • Redemption Price: 100% of the principal amount of each Note, plus accrued and unpaid interest to, but excluding, the Redemption Date.
  • Conversion Rate: As of the date of the Redemption Notice, the conversion rate is 26.5231 shares of Common Stock per $1,000 principal amount of Notes.
  • Conversion Deadline: Notes may be surrendered for conversion prior to the close of business (5:00 p.m., New York City time) on the second scheduled trading day immediately preceding the Redemption Date.
  • Cash Percentage Election: The company has elected a cash percentage of 0%, meaning cash will be paid up to the principal amount converted, with any remainder settled in shares of Common Stock.
  • Company Expectation: The company "currently expects that holders of substantially all Notes will convert such Notes before the Redemption Date," though holders are not obligated to do so.
  • Capped Call Transactions: No settlement or modification to existing capped call transactions is anticipated in connection with the redemption.

Western Digital's Redemption of 3.00% Convertible Senior Notes Due 2028

According to the filing, Western Digital Corporation (NASDAQ:WDC) issued a Redemption Notice on September 14, 2026, under Section 16.01 of the Indenture dated November 3, 2023. The Indenture is by and among the company, Western Digital Technologies, Inc. as Guarantor, and U.S. Bank Trust Company, National Association, as trustee. The Redemption Notice calls all outstanding 3.00% Convertible Senior Notes due 2028 for full redemption on November 16, 2026.

The filing states that holders who do not convert their Notes before the conversion deadline will receive a cash Redemption Price equal to 100% of the principal amount plus accrued and unpaid interest to, but excluding, the Redemption Date. The filing further specifies that interest payable in respect of the November 15, 2026 interest payment date will be paid on November 16, 2026, to holders of record as of the related regular record date, and will not be included in the Redemption Price. After the Redemption Date, interest on the Notes will cease to accrue, and upon completion of the Redemption, no Notes will remain outstanding.

For holders who elect to convert, the company disclosed that settlement will be calculated over 40 consecutive trading days during the relevant observation period. Each daily settlement amount consists of cash up to $25 per $1,000 principal and, if the daily conversion value exceeds $25, a daily net settlement amount in shares. With a 0% cash percentage election, the company will pay cash up to the principal amount converted and settle any remainder in shares of Common Stock, with cash paid in lieu of fractional shares. The conversion rate of 26.5231 shares per $1,000 principal will not be increased in connection with the Redemption, according to the filing.

What Was Disclosed

Western Digital disclosed via an 8-K filed September 14, 2026, the full redemption of its 3.00% Convertible Senior Notes due 2028, setting a November 16, 2026 Redemption Date, a 100% principal Redemption Price, and a conversion rate of 26.5231 shares per $1,000 principal amount.