STX: Unregistered securities sale · Company disclosure · Other company developments

Item 8.01 is incorporated into this Item 3.02 by reference. On September 8, 2026, Seagate Technology Holdings plc (the “Company” or “Seagate”) issued, and Seagate HDD Cayman (the “Issuer” or “Seagate HDD”), a subsidiary of Seagate, delivered 1,647,862 ordinary shares of Seagate, par value $0.00001 per share (the “Ordinary Shares”) to settle exchanges of $150.51 million aggregate principal amount of the Issuer’s outstanding 3.50% Exchangeable Senior Notes due 2028 (the “Notes”). The Ordinary Shares were issued and delivered in reliance upon the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933. Item 7.01. Regulation FD Disclosure. On September 9, 2026, Seagate issued a press release regarding the Redemption (described below), a copy of which is attached as Exhibit 99.1 hereto. The information in this Item 7.01 (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 8.01 Other Events. As previously disclosed, on June 11, 2026, Seagate HDD issued a notice (the “Redemption Notice”) to holders of the Notes calling for redemption (the “Redemption”) of all approximately $150.7 million principal amount of outstanding Notes. On September 8, 2026 (the “Redemption Date”), all then-outstanding Notes that were called for Redemption and were not submitted for exchange were redeemed for cash at a price (the “Redemption Price”) equal to the principal amount of such Notes plus accrued and unp