(a)The following documents are filed as part of this Report:
1. Financial Statements. The following Consolidated Financial Statements of Seagate Technology Holdings plc and Report of Independent Registered Public Accounting Firm are included in Item 8:
2. Financial Statement Schedules. All schedules are omitted because they are not applicable or the required information is included in the Financial Statements or in the notes thereto.
(b)Exhibits. The following exhibits, as required by Item 601 of Regulation S-K are attached or incorporated by reference as stated below.
EXHIBIT INDEX
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 2.1 | | | | | | Scheme of Arrangement among Seagate Technology plc and the Scheme Shareholders | | | | | | DEF M14A | | | | | | 001-31560 | | | | | | Annex A | | | | | | 3/3/2021 | | | | | | | | |
| 2.2 | | | | | | Asset Purchase Agreement, dated as of April 23, 2024, by and among Seagate Technology Holdings Public Limited Company, Seagate Technology LLC, Seagate Technology HDD (India) Private Limited, Seagate Singapore International Headquarters Pte. Ltd., and Avago Technologies International Sales Pte. Limited | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 2.1 | | | | | | 4/24/2024 | | | | | | | | |
| 2.3 | | | | | | First Amendment to Asset Purchase Agreement, dated as of July 25, 2025, by and among Seagate Technology Holdings Public Limited Company, Seagate Technology LLC, Seagate Singapore International Headquarters Pte. Ltd., and Avago Technologies International Sales Pte. Limited | | | | | | 10-K | | | | | | 001-31560 | | | | | | 2.3 | | | | | | 8/1/2025 | | | | | | | | |
| 3.1 | | | | | | Certificate of Incorporation of Seagate Technology Holdings plc | | | | | | 10-K | | | | | | 001-31560 | | | | | | 3.1 | | | | | | 8/6/2021 | | | | | | | | |
| 3.2 | | | | | | Constitution of Seagate Technology Holdings public limited company as of May 18, 2021 (as amended by special resolution dated May 14, 2021) | | | | | | S-8 | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 10/20/2021 | | | | | | | | |
| 4.1 | | | | | | Description of Securities | | | | | | 10-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 8/6/2021 | | | | | | | | |
| 4.2 | | | | | | Specimen Ordinary Share Certificate | | | | | | 10-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 8/6/2021 | | | | | | | | |
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| 4.3 | | | | | | Indenture for the 2034 Notes dated as of December 2, 2014, among Seagate HDD Cayman, as issuer, Seagate Technology plc, as guarantor and U.S. Bank National Association, as trustee. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 12/2/2014 | | | | | | | | |
| 4.3(a) | | | | | | Supplemental Indenture, dated as of May 18, 2021, to Indenture for the 2034 Notes dated December 2, 2014, by and among Seagate Technology Holdings public limited company, Seagate Technology public limited company, Seagate HDD Cayman and U.S. Bank National Association | | | | | | 8-K12B | | | | | | 001-31560 | | | | | | 10.5 | | | | | | 5/19/2021 | | | | | | | | |
| 4.3(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and U.S. Bank Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 5.750% Senior Notes due 2034 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.32 | | | | | | 6/30/2025 | | | | | | | | |
| 4.4 | | | | | | Form of 5.75% Senior Note due 2034 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 12/2/2014 | | | | | | | | |
| 4.5 | | | | | | Registration Rights Agreement dated as of December 2, 2014, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley & Co. LLC. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 12/2/2014 | | | | | | | | |
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| 4.6 | | | | | | Indenture for the January 2031 Notes dated as of June 10, 2020 among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor and Wells Fargo Bank, National Association, as trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 6/11/2020 | | | | | | | | |
| 4.6(a) | | | | | | Supplemental Indenture, dated as of May 18, 2021, to Indenture for the January 2031 Notes dated June 10, 2020, by and among Seagate Technology Holdings public limited company, Seagate Technology public limited company, Seagate HDD Cayman and Wells Fargo Bank, National Association | | | | | | 8-K12B | | | | | | 001-31560 | | | | | | 10.9 | | | | | | 5/19/2021 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 4.6(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 4.125% Senior Notes due 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.28 | | | | | | 6/30/2025 | | | | | | | | |
| 4.7 | | | | | | Form of 4.125% Senior Note due January 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 6/11/2020 | | | | | | | | |
| 4.8 | | | | | | Registration Rights Agreement for January 2031 Notes dated as of June 10, 2020 among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley & Co. LLC and BofA Securities Inc. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 6/11/2020 | | | | | | | | |
| 4.9 | | | | | | Indenture for the June 2029 Notes dated as of June 18, 2020 among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor and Wells Fargo Bank, National Association, as trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 6/18/2020 | | | | | | | | |
| 4.9(a) | | | | | | Supplemental Indenture, dated as of May 18, 2021, to Indenture for the June 2029 Notes dated June 18, 2020, by and among Seagate Technology Holdings public limited company, Seagate Technology public limited company, Seagate HDD Cayman and Wells Fargo Bank, National Association | | | | | | 8-K12B | | | | | | 001-31560 | | | | | | 10.10 | | | | | | 5/19/2021 | | | | | | | | |
| 4.9(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 4.091% Senior Notes due 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.25 | | | | | | 6/30/2025 | | | | | | | | |
| 4.10 | | | | | | Form of 4.091% Senior Note due 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 6/18/2020 | | | | | | | | |
| 4.11 | | | | | | Registration Rights Agreement for June 2029 Notes dated as of June 18, 2020 among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley & Co. LLC and BofA Securities Inc. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 6/18/2020 | | | | | | | | |
| 4.12 | | | | | | Indenture for the July 2029 Notes dated as of December 8, 2020 among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor and Wells Fargo Bank, National Association, as trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 12/9/2020 | | | | | | | | |
| 4.12(a) | | | | | | Supplemental Indenture, dated as of May 18, 2021, to Indenture for the July 2029 Notes dated December 8, 2020, by and among Seagate Technology Holdings public limited company, Seagate Technology public limited company, Seagate HDD Cayman and Wells Fargo Bank, National Association | | | | | | 8-K12B | | | | | | 001-31560 | | | | | | 10.12 | | | | | | 5/19/2021 | | | | | | | | |
| 4.12(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 3.125% Senior Notes due 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.26 | | | | | | 6/30/2025 | | | | | | | | |
| 4.13 | | | | | | Form of 3.125% Senior Note due July 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 12/9/2020 | | | | | | | | |
| 4.14 | | | | | | Registration Rights Agreement for the July 2029 Notes dated as of December 8, 2020 among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley & Co. LLC | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 12/9/2020 | | | | | | | | |
| 4.15 | | | | | | Indenture for the July 2031 Notes dated as of December 8, 2020 among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor and Wells Fargo Bank, National Association, as trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.4 | | | | | | 12/9/2020 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 4.15(a) | | | | | | Supplemental Indenture, dated as of May 18, 2021, to Indenture for the July 2031 Notes dated December 8, 2020, by and among Seagate Technology Holdings public limited company, Seagate Technology public limited company, Seagate HDD Cayman and Wells Fargo Bank, National Association | | | | | | 8-K12B | | | | | | 001-31560 | | | | | | 10.11 | | | | | | 5/19/2021 | | | | | | | | |
| 4.15(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 3.375% Senior Notes due 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.29 | | | | | | 6/30/2025 | | | | | | | | |
| 4.16 | | | | | | Form of 3.375% Senior Note due 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.5 | | | | | | 12/9/2020 | | | | | | | | |
| 4.17 | | | | | | Registration Rights Agreement for the July 2031 Notes dated as of December 8, 2020 among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley & Co. LLC | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.6 | | | | | | 12/9/2020 | | | | | | | | |
| 4.18 | | | | | | Indenture for the New Notes, dated as of November 30, 2022, among Seagate HDD Cayman, as Issuer, Seagate Technology Unlimited Company and Seagate Technology Holdings plc, as Guarantors, and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 11/30/2022 | | | | | | | | |
| 4.18(a) | | | | | | Supplemental Indenture, dated as of April 22, 2024, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee | | | | | | 10-K | | | | | | 001-31560 | | | | | | 4.24(a) | | | | | | 8/2/2024 | | | | | | | | |
| 4.18(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 9.625% Senior Notes due 2032 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.31 | | | | | | 6/30/2025 | | | | | | | | |
| 4.19 | | | | | | Form of 9.625% Senior Note due 2032 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 11/30/2022 | | | | | | | | |
| 4.20 | | | | | | Registration Rights Agreement for the New Notes, dated as of November 30, 2022, among Seagate HDD Cayman, Seagate Technology Unlimited Company, Seagate Technology Holdings plc, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., BofA Securities, Inc., Scotia Capital (USA) Inc., Wells Fargo Securities, LLC and BNP Paribas Securities Corp | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 11/30/2022 | | | | | | | | |
| 4.21 | | | | | | Indenture for the 2029 Notes, dated as of May 30, 2023, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 5/30/2023 | | | | | | | | |
| 4.21(a) | | | | | | Supplemental Indenture, dated as of April 22, 2024, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee | | | | | | 10-K | | | | | | 001-31560 | | | | | | 4.27(a) | | | | | | 8/2/2024 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 4.21(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 8.250% Senior Notes due 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.27 | | | | | | 6/30/2025 | | | | | | | | |
| 4.22 | | | | | | Form of 8.25% Senior Note due 2029 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 5/30/2023 | | | | | | | | |
| 4.23 | | | | | | Registration Rights Agreement for the 2029 Notes, dated as of May 30, 2023, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Morgan Stanley & Co. LLC | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 5/30/2023 | | | | | | | | |
| 4.24 | | | | | | Indenture for the 2031 Notes, dated as of May 30, 2023, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.4 | | | | | | 5/30/2023 | | | | | | | | |
| 4.24(a) | | | | | | Supplemental Indenture, dated as of April 22, 2024, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee | | | | | | 10-K | | | | | | 001-31560 | | | | | | 4.30(a) | | | | | | 8/2/2024 | | | | | | | | |
| 4.24(b) | | | | | | Supplemental Indenture, dated as of June 26, 2025, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee, relating to Seagate HDD Cayman’s 8.500% Senior Notes due 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.30 | | | | | | 6/30/2025 | | | | | | | | |
| 4.25 | | | | | | Form of 8.50% Senior Note due 2031 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.5 | | | | | | 5/30/2023 | | | | | | | | |
| 4.26 | | | | | | Registration Rights Agreement for the 2031 Notes, dated as of May 30, 2023, among Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Morgan Stanley & Co. LLC. | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.6 | | | | | | 5/30/2023 | | | | | | | | |
| 4.27 | | | | | | Indenture for the 2028 Notes, dated as of September 13, 2023, among Seagate HDD Cayman, as Issuer, Seagate Technology Holdings plc and Seagate Technology Unlimited Company, as Guarantors, and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 9/13/2023 | | | | | | | | |
| 4.28 | | | | | | Form of 3.50% Exchangeable Senior Note due 2028 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 9/13/2023 | | | | | | | | |
| 4.29 | | | | | | Indenture, dated as of May 27, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 5/28/2025 | | | | | | | | |
| 4.30 | | | | | | Form of 5.875% Senior Notes due 2030 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 5/28/2025 | | | | | | | | |
| 4.31 | | | | | | Registration Rights Agreement, dated as of May 27, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the initial purchasers party thereto | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 5/28/2025 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 4.32 | | | | | | Indenture for the New 4.091% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.1 | | | | | | 6/30/2025 | | | | | | | | |
| 4.33 | | | | | | Form of New 4.091% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.2 | | | | | | 6/30/2025 | | | | | | | | |
| 4.34 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 4.091% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.17 | | | | | | 6/30/2025 | | | | | | | | |
| 4.35 | | | | | | Indenture for the New 3.125% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.3 | | | | | | 6/30/2025 | | | | | | | | |
| 4.36 | | | | | | Form of New 3.125% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.4 | | | | | | 6/30/2025 | | | | | | | | |
| 4.37 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 3.125% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.18 | | | | | | 6/30/2025 | | | | | | | | |
| 4.38 | | | | | | Indenture for the New 8.250% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.5 | | | | | | 6/30/2025 | | | | | | | | |
| 4.39 | | | | | | Form of New 8.250% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.6 | | | | | | 6/30/2025 | | | | | | | | |
| 4.40 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 8.250% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.19 | | | | | | 6/30/2025 | | | | | | | | |
| 4.41 | | | | | | Indenture for the New 4.125% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.7 | | | | | | 6/30/2025 | | | | | | | | |
| 4.42 | | | | | | Form of New 4.125% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.8 | | | | | | 6/30/2025 | | | | | | | | |
| 4.43 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 4.125% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.20 | | | | | | 6/30/2025 | | | | | | | | |
| 4.44 | | | | | | Indenture for the New 3.375% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.9 | | | | | | 6/30/2025 | | | | | | | | |
| 4.45 | | | | | | Form of New 3.375% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.10 | | | | | | 6/30/2025 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 4.46 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 3.375% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.21 | | | | | | 6/30/2025 | | | | | | | | |
| 4.47 | | | | | | Indenture for the New 8.500% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.11 | | | | | | 6/30/2025 | | | | | | | | |
| 4.48 | | | | | | Form of New 8.500% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.12 | | | | | | 6/30/2025 | | | | | | | | |
| 4.49 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 8.500% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.22 | | | | | | 6/30/2025 | | | | | | | | |
| 4.50 | | | | | | Indenture for the New 9.625% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.13 | | | | | | 6/30/2025 | | | | | | | | |
| 4.51 | | | | | | Form of New 9.625% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.14 | | | | | | 6/30/2025 | | | | | | | | |
| 4.52 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 9.625% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.23 | | | | | | 6/30/2025 | | | | | | | | |
| 4.53 | | | | | | Indenture for the New 5.750% Notes, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as Trustee | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.15 | | | | | | 6/30/2025 | | | | | | | | |
| 4.54 | | | | | | Form of New 5.750% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.16 | | | | | | 6/30/2025 | | | | | | | | |
| 4.55 | | | | | | Registration Rights Agreement, dated as of June 30, 2025, among Seagate Data Storage Technology Pte. Ltd., Seagate HDD Cayman, Seagate Technology Holdings plc, Seagate Technology Unlimited Company and the dealer managers party thereto, relating to the New 5.750% Notes | | | | | | 8-K | | | | | | 001-31560 | | | | | | 4.24 | | | | | | 6/30/2025 | | | | | | | | |
| 10.1+ | | | | | | 2015 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.3 | | | | | | 1/30/2015 | | | | | | | | |
| 10.1(a)+ | | | | | | First Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 10/30/2015 | | | | | | | | |
| 10.1(b)+ | | | | | | Second Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | 10-K | | | | | | 001-31560 | | | | | | 10.16(b) | | | | | | 8/2/2019 | | | | | | | | |
| 10.1(c)+ | | | | | | Third Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.6 | | | | | | 2/4/2019 | | | | | | | | |
| 10.1(d)+ | | | | | | Fourth Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 2/5/2020 | | | | | | | | |
| 10.1(e)+ | | | | | | Fifth Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.2 | | | | | | 1/28/2021 | | | | | | | | |
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| | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Exhibit Description | | | | | | Form | | | | | | File No. | | | | | | Exhibit | | | | | | Filing Date | | | | | | Filed Herewith | | |
| 10.1(f)+ | | | | | | Sixth Amendment to the 2015 Seagate Deferred Compensation Plan | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.2+ | | | | | | Seagate 2009 Deferred Compensation Plan | | | | | | 10-K | | | | | | 001-31560 | | | | | | 10.17 | | | | | | 8/2/2019 | | | | | | | | |
| 10.2(a)+ | | | | | | First Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.26 | | | | | | 5/5/2010 | | | | | | | | |
| 10.2(b)+ | | | | | | Second Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.21 | | | | | | 5/3/2011 | | | | | | | | |
| 10.2(c)+ | | | | | | Third Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q/A | | | | | | 001-31560 | | | | | | 10.56 | | | | | | 1/31/2013 | | | | | | | | |
| 10.2(d)+ | | | | | | Fourth Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.4 | | | | | | 1/30/2015 | | | | | | | | |
| 10.2(e)+ | | | | | | Fifth Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.7 | | | | | | 2/4/2019 | | | | | | | | |
| 10.2(f)+ | | | | | | Sixth Amendment to 2009 Seagate Deferred Compensation Plan | | | | | | 10-K | | | | | | 001-31560 | | | | | | 10.17(f) | | | | | | 8/7/2020 | | | | | | | | |
| 10.2(g)+ | | | | | | Seventh Amendment to the 2009 Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.3 | | | | | | 1/28/2021 | | | | | | | | |
| 10.3+ | | | | | | 2010 Restated Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.27 | | | | | | 4/30/2012 | | | | | | | | |
| 10.3(a)+ | | | | | | First Amendment to the 2010 Restated Seagate Deferred Compensation Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.4 | | | | | | 2/4/2019 | | | | | | | | |
| 10.3(b)+ | | | | | | Second Amendment to the 2010 Restated Seagate Deferred Compensation Plan | | | | | | 10-K | | | | | | 001-31560 | | | | | | 10.18(b) | | | | | | 8/7/2020 | | | | | | | | |
| 10.4+ | | | | | | Seagate Deferred Compensation Sub-Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.28 | | | | | | 5/5/2010 | | | | | | | | |
| 10.4(a)+ | | | | | | First Amendment to the Seagate Deferred Compensation Sub-Plan | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.5 | | | | | | 2/4/2019 | | | | | | | | |
| 10.4(b)+ | | | | | | Second Amendment to the Seagate Deferred Compensation Sub-Plan | | | | | | 10-K | | | | | | 001-31560 | | | | | | 10.19(b)+ | | | | | | 8/7/2020 | | | | | | | | |
| 10.5+ | | | | | | Summary description of Seagate Technology plc’s Compensation Policy for Non-Management Members of the Board of Directors with an Effective date of July 27, 2026 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | |
| 10.6 | | | | | | Form of Indemnification Agreement between Seagate Technology LLC and the director or officer named therein | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 10/25/2024 | | | | | | | | |
| 10.7 | | | | | | Form of Deed of Indemnification between Seagate Technology Holdings plc and the director named therein | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 1/24/2025 | | | | | | | | |
| 10.8 | | | | | | Deed Poll of Assumption by Seagate Technology plc, dated July 2, 2010 | | | | | | 8-K | | | | | | 001-31560 | | | | | | 10.2 | | | | | | 7/6/2010 | | | | | | | | |
| 10.9 | | | | | | September 26, 2017 Equity Commitment Letter entered into by Seagate Technology plc and a consortium of investors led by Bain Capital Private Equity for the acquisition of Toshiba Memory Corporation | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.3 | | | | | | 10/27/2017 | | | | | | | | |
| 10.10+ | | | | | | Offer Letter, dated December 3, 2018 by and between Seagate U.S. LLC and Gianluca Romano | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.3 | | | | | | 2/4/2019 | | | | | | | | |
| 10.11+ | | | | | | Retention Letter, dated February 3, 2022 by and between Seagate and Gianluca Romano | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 4/28/2022 | | | | | | | | |
| 10.12 | | | | | | Credit Agreement, dated as of January 30, 2025, by and among Seagate HDD Cayman, Seagate Technology Holdings Public Limited Company, the lenders party thereto and The Bank of Nova Scotia, as Administrative Agent. Swingline Lender and L/C Issuer | | | | | | 10-Q | | | | | | 001-31560 | | | | | | 10.1 | | | | | | 5/2/2025 | | | | | | | | |
+ Management contract or compensatory plan or arrangement.
† The certifications attached as Exhibit 32.1 that accompany this Annual Report on Form 10-K are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Seagate Technology Holdings plc under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-K, irrespective of any general incorporation language contained in such filing.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
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| | | | | | | | | SEAGATE TECHNOLOGY HOLDINGS PUBLIC LIMITED COMPANY | | |
| | | | | | | | | /s/ DR. WILLIAM D. MOSLEY | | |
| Date: | | | August 4, 2026 | | | | | | (Dr. William D. Mosley, Board Chair and Chief Executive Officer) | | |
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Dr. William D. Mosley, Gianluca Romano, and James C. Lee, and each of them, as his/her true and lawful attorneys-in-fact and agents, with power to act with or without the others and with full power of substitution and resubstitution, to do any and all acts and things and to execute any and all instruments which said attorneys and agents and each of them may deem necessary or desirable to enable the registrant to comply with the U.S. Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements of the U.S. Securities and Exchange Commission thereunder in connection with the registrant's Annual Report on Form 10-K for the fiscal year ended July 3, 2026 (the "Annual Report"), including specifically, but without limiting the generality of the foregoing, power and authority to sign the name of the registrant and the name of the undersigned, individually and in his/her capacity as a director or officer of the registrant, to the Annual Report as filed with the U.S. Securities and Exchange Commission, to any and all amendments thereto, and to any and all instruments or documents filed as part thereof or in connection therewith; and each of the undersigned hereby ratifies and confirms all that said attorneys and agents and each of them shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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| Signature | | | Title | | | Date | | |
| /s/ DR. WILLIAM D. MOSLEY | | | Board Chair and Chief Executive Officer (Principal Executive Officer) | | | August 4, 2026 | | |
| (Dr. William D. Mosley) | | | | | | | | |
| /s/ GIANLUCA ROMANO | | | Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | | | August 4, 2026 | | |
| (Gianluca Romano) | | | | | | | | |
| /s/ MICHAEL R. CANNON | | | Lead Independent Director | | | August 4, 2026 | | |
| (Michael R. Cannon) | | | | | | | | |
| /s/ MARK W. ADAMS | | | Director | | | August 4, 2026 | | |
| (Mark W. Adams) | | | | | | | | |
| /s/ SHANKAR ARUMUGAVELU | | | Director | | | August 4, 2026 | | |
| (Shankar Arumugavelu) | | | | | | | | |
| /s/ PRAT S. BHATT | | | Director | | | August 4, 2026 | | |
| (Prat S. Bhatt) | | | | | | | | |
| /s/ RICHARD L. CLEMMER | | | Director | | | August 4, 2026 | | |
| (Richard L. Clemmer) | | | | | | | | |
| /s/ YOLANDA L. CONYERS | | | Director | | | August 4, 2026 | | |
| (Yolanda L. Conyers) | | | | | | | | |
| /s/ JAY L. GELDMACHER | | | Director | | | August 4, 2026 | | |
| (Jay L. Geldmacher) | | | | | | | | |
| /s/ DYLAN HAGGART | | | Director | | | August 4, 2026 | | |
| (Dylan Haggart) | | | | | | | | |
| /s/ THOMAS A. SZLOSEK | | | Director | | | August 4, 2026 | | |
| (Thomas A. Szlosek) | | | | | | | | |
| /s/ STEPHANIE TILENIUS | | | Director | | | August 4, 2026 | | |
| (Stephanie Tilenius) | | | | | | | | |