{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-23-234372","form_type":"8-K","ticker":"STX","cik":"0001137789","company_name":"Seagate Technology Holdings plc","filed_at":"2023-09-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:33.224600+00:00","generated_at":"2026-06-10T18:48:53.439547+00:00","sec_items":["1.01","2.03","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Seagate issues $1.5B of 3.50% exchangeable senior notes due 2028; initial exchange rate 12.1253 shares per $1,000","bullets":["Principal amount $1.5B ($200M overallotment exercised); notes mature June 1, 2028, interest payable March 1 and Sept 1.","Initial exchange rate 12.1253 ordinary shares per $1,000 principal; Seagate may cash/shares settle excess.","Issuer may redeem notes on/after Sept 8, 2026 if stock price ≥ 130% of exchange price for 20 of 30 trading days.","Seagate entered additional capped call transactions costing $94.5M to hedge potential dilution.","Notes and underlying shares unregistered, sold under Rule 144A; full and unconditional guarantees from parent and Seagate Technology Unlimited."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-23-234372","json":"https://secwatch.observer/filing/0001193125-23-234372.json","markdown":"https://secwatch.observer/filing/0001193125-23-234372.md","text":"https://secwatch.observer/filing/0001193125-23-234372.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523234372/0001193125-23-234372-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523234372/d513883d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T18:48:53.439547+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"809187c3f6fb044a51bc18ec826ae8113dbfc55f","claim":"Seagate Technology Holdings plc incurred convertible notes of $1,500.0 million with Computershare Trust Company, National Association at 3.50% maturing June 1, 2028.","evidence_excerpt":"issued $1,500.0 million in aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523234372/0001193125-23-234372-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$1,500.0 million"},{"label":"Counterparty","value":"Computershare Trust Company, National Association"},{"label":"Rate","value":"3.50%"},{"label":"Maturity","value":"June 1, 2028"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"9e69fe1b7cd193179c6ebb98720c22b44362a893","claim":"Seagate Technology Holdings plc entered into Indenture with Computershare Trust Company, National Association valued at $1,500.0 million aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028 (effective 2023-09-13).","evidence_excerpt":"On September 13, 2023, Seagate HDD Cayman (“Seagate HDD”), an exempted company with limited liability organized under the laws of the Cayman Islands and a subsidiary of Seagate Technology Holdings plc (the “Company”), issued $1,500.0 million in aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028 (the “Notes”), which includes $200.0 million aggregate principal amount of Notes offered and sold pursuant to the over-allotment option of the Initial Purchasers (as defined below) to purchase additional Notes, which was exercised in full on September 8, 2023.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1137789/000119312523234372/0001193125-23-234372-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Computershare Trust Company, National Association"},{"label":"Value","value":"$1,500.0 million aggregate principal amount of 3.50% Exchangeable Senior Notes due 2028"},{"label":"Effective","value":"2023-09-13"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}