View:
Download DOC
Download PDF
SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
COYNE JOHN F
(Last) (First) (Middle)
C/O WESTERN DIGITAL CORPORATION
20511 LAKE FOREST DRIVE
(Street)
LAKE FOREST CA 92630-7741
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WESTERN DIGITAL CORP [ WDC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP, Worldwide Operations
3. Date of Earliest Transaction (Month/Day/Year)
05/24/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/24/2005 M 46,375 A $2.1 125,650(1) D
Common Stock 05/24/2005 M 46,875 A $3.85 172,525 D
Common Stock 05/24/2005 M 15,000 A $6 187,525 D
Common Stock 05/24/2005 M 4,000 A $11.6875 191,525 D
Common Stock 05/24/2005 M 18,751 A $12.84 210,276 D
Common Stock 05/24/2005 M 16,000 A $12.875 226,276 D
Common Stock 05/24/2005 M 27,600 A $10.25 253,876 D
Common Stock 05/24/2005 S 124,581 D $14.5 129,295 D
Common Stock 05/24/2005 S 22,155 D $14.51 107,140 D
Common Stock 05/24/2005 S 12,516 D $14.52 94,624 D
Common Stock 05/24/2005 S 14,226 D $14.53 80,398 D
Common Stock 05/24/2005 S 15,936 D $14.54 64,462 D
Common Stock 05/24/2005 S 17,724 D $14.55 46,738 D
Common Stock 05/24/2005 S 2,022 D $14.56 44,716 D
Common Stock 05/24/2005 S 934 D $14.57 43,782 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $2.1 05/24/2005 M 46,375 09/26/2002(2) 09/26/2011 Common Stock 46,375 $0 6,625 D
Employee Stock Option (right to buy) $3.85 05/24/2005 M 46,875 09/23/2003(3) 09/23/2012 Common Stock 46,875 $0 28,125 D
Employee Stock Option (right to buy) $6 05/24/2005 M 15,000 10/27/2001(4) 10/27/2010 Common Stock 15,000 $0 0 D
Employee Stock Option (right to buy) $10.25 05/24/2005 M 27,600 09/09/2000(5) 09/09/2008 Common Stock 27,600 $0 0 D
Employee Stock Option (right to buy) $11.6875 05/24/2005 M 4,000 08/11/1999(6) 08/11/2008 Common Stock 4,000 $0 0 D
Employee Stock Option (right to buy) $12.84 05/24/2005 M 18,751 10/24/2004(7) 10/24/2013 Common Stock 18,751 $0 31,249 D
Employee Stock Option (right to buy) $12.875 05/24/2005 M 16,000 11/17/1999(4) 11/17/2008 Common Stock 16,000 $0 0 D
Explanation of Responses:
1. Includes 2,275 shares acquired under the issuer's Employee Stock Purchase Plan on January 31, 2005.
2. The option vested 25% one year from the grant date of 9/26/2001, and an additional 6.25% vested each three-month period through 3/26/2005. The remaining shares subject to the option will vest at 6.25% each three-month period until fully vested on 9/26/2005.
3. The option vested 25% one year from the grant date of 9/23/2002, and an additional 6.25% vested each three-month period through 3/23/2005. The remaining shares subject to the option will vest at 6.25% each three-month period until fully vested on 9/23/2006.
4. The option vested 25% on the first anniversary of the grant date and 6.25% at the end of each three-month period thereafter.
5. The option vested 10% 2 years from the grant date, 20% 3 years from the grant date, 30% 4 years from the grant date, and the final 40% 5 years from the grant date.
6. The option vested 25% one year from the grant date and 75% two years from the grant date.
7. The option vested 25% one year from the grant date of 10/24/2003, and an additional 6.25% vested each three-month period through 4/24/2005. The remaining shares subject to the option will vest at 6.25% each three-month period until fully vested on 10/24/2007.
By: /s/ Sandra Garcia Attorney-in-Fact For: John F. Coyne 05/26/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.