{"filing":{"accession_number":"0001193125-26-385961","cik":"0001137789","ticker":"STX","company_name":"Seagate Technology Holdings plc","form":"8-K","filing_date":"2026-09-09","report_date":"2026-09-08","primary_document":"d109585d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1137789/000119312526385961/d109585d8k.htm"},"events":[{"id":32242,"run_id":29622,"accession_number":"0001193125-26-385961","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"Seagate issued 1,647,862 ordinary shares on September 8, 2026, to settle exchanges of approximately $150.51 million principal amount of exchangeable notes. The shares were issued in reliance on Section 3(a)(9) of the Securities Act of 1933, representing a material dilutive equity issuance affecting shareholder ownership.","company_name":"Seagate Technology Holdings plc","ticker":"STX","filing_date":"2026-09-09","form":"8-K","submitted_at":null,"items":[{"id":35365,"accession_number":"0001193125-26-385961","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Seagate issued 1,647,862 ordinary shares on September 8, 2026, to settle exchanges of $150.51 million principal amount of exchangeable notes. The shares were issued in reliance on Section 3(a)(9) of the Securities Act of 1933, an exemption for unregistered securities. This is a dilutive equity issuance that would materially affect shareholder ownership and is the core event disclosed in Item 3.02.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"","ticker":null,"filing_date":""},{"id":35366,"accession_number":"0001193125-26-385961","item_number":"7.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Seagate completed redemption and settlement of approximately $150.7 million principal amount of 3.50% Exchangeable Senior Notes due 2028. While technically a redemption (retirement of debt), this represents a material change in the company's capital structure and direct financial obligations. The settlement involved approximately $150.97 million in cash and delivery of 1,647,862 ordinary shares, making it a significant capital event affecting investors' assessment of the company's financial position and equity dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"","ticker":null,"filing_date":""},{"id":35367,"accession_number":"0001193125-26-385961","item_number":"8.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Seagate HDD completed redemption and settlement of approximately $150.7 million principal amount of 3.50% Exchangeable Senior Notes due 2028 on September 8, 2026. The filing discloses the settlement mechanics: $150.97 million in cash paid and 1,647,862 ordinary shares delivered. While technically a redemption (retirement of existing debt), the event involves material modification of a direct financial obligation through exchange into equity, which falls within the debt_issuance category's scope of \"creation of a new direct financial obligation\" or material debt restructuring. The materiality is clear given the $150+ million principal amount and equity dilution involved.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":35365,"accession_number":"0001193125-26-385961","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"Seagate issued 1,647,862 ordinary shares on September 8, 2026, to settle exchanges of $150.51 million principal amount of exchangeable notes. The shares were issued in reliance on Section 3(a)(9) of the Securities Act of 1933, an exemption for unregistered securities. This is a dilutive equity issuance that would materially affect shareholder ownership and is the core event disclosed in Item 3.02.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"Seagate Technology Holdings plc","ticker":"STX","filing_date":"2026-09-09"},{"id":35366,"accession_number":"0001193125-26-385961","item_number":"7.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Seagate completed redemption and settlement of approximately $150.7 million principal amount of 3.50% Exchangeable Senior Notes due 2028. While technically a redemption (retirement of debt), this represents a material change in the company's capital structure and direct financial obligations. The settlement involved approximately $150.97 million in cash and delivery of 1,647,862 ordinary shares, making it a significant capital event affecting investors' assessment of the company's financial position and equity dilution.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"Seagate Technology Holdings plc","ticker":"STX","filing_date":"2026-09-09"},{"id":35367,"accession_number":"0001193125-26-385961","item_number":"8.01","item_title":null,"event_type":"debt_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Seagate HDD completed redemption and settlement of approximately $150.7 million principal amount of 3.50% Exchangeable Senior Notes due 2028 on September 8, 2026. The filing discloses the settlement mechanics: $150.97 million in cash paid and 1,647,862 ordinary shares delivered. While technically a redemption (retirement of existing debt), the event involves material modification of a direct financial obligation through exchange into equity, which falls within the debt_issuance category's scope of \"creation of a new direct financial obligation\" or material debt restructuring. The materiality is clear given the $150+ million principal amount and equity dilution involved.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-09T12:43:42.587055+00:00","company_name":"Seagate Technology Holdings plc","ticker":"STX","filing_date":"2026-09-09"}]}
