Every material Form 8-K Seagate Technology filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
At its annual general meeting on October 25, 2025, Seagate shareholders approved amended employee stock purchase and equity incentive plans, which add 10,000,000 and 3,800,000 ordinary shares to their reserves, respectively. All eleven director nominees were elected, and every proposal on the ballot was approved. Larger share reserves give the company more room to grant employee equity, which can dilute existing shareholders.
Amended ESPP: 10,000,000 additional ordinary shares reserved; approved with 166,768,333 votes for and 541,056 against.
2022 Equity Incentive Plan: 3,800,000 additional shares reserved, incentive stock option limit raised to 17,800,000, and expiration date removed.
All 11 directors elected to serve until the 2026 annual general meeting.
Advisory say-on-pay vote approved with 159,046,609 votes for and 7,719,494 against; Ernst & Young LLP ratified as auditors for the fiscal year ending July 3, 2026.
Seagate reported fiscal first-quarter 2026 revenue of $2.63 billion, up from $2.17 billion a year earlier, and GAAP net income of $549 million, up from $305 million. The company guided fiscal second-quarter revenue to $2.70 billion, plus or minus $100 million, and non-GAAP diluted EPS to $2.75, plus or minus $0.20, and declared a quarterly dividend of $0.74 per share, up about 3%.
Q1 revenue $2.63 billion vs. $2.17 billion a year earlier; GAAP diluted EPS $2.43 vs. $1.41
GAAP gross margin 39.4% vs. 32.9%; non-GAAP gross margin 40.1% vs. 33.3%, both described as record levels
Fiscal Q2 2026 guidance: revenue $2.70 billion plus or minus $100 million; non-GAAP diluted EPS $2.75 plus or minus $0.20
Quarterly dividend of $0.74 per share payable January 9, 2026 to holders of record as of December 24, 2025
Seagate's Board appointed Thomas (Tom) Szlosek as an independent director effective August 23, 2025, and placed him on the audit and finance committee. He is expected to stand for election at the next annual general meeting, and his compensation follows the standard non-employee director arrangements.
Appointed effective August 23, 2025; expected to stand for election at the next annual general meeting
Annual cash retainer of $100,000, plus a $15,000 per year fee for audit and finance committee service
Initial restricted share unit grant valued at $275,000, prorated for the period until the annual meeting
Szlosek has served as EVP and CFO of AutoNation, Inc. since August 2023
Seagate reported fiscal fourth-quarter and fiscal 2025 results on July 29, 2025. June-quarter revenue was $2.44 billion, up 30% from a year earlier, and non-GAAP EPS was $2.59, at the high end of the company's guided range. The company expects September-quarter revenue of $2.5 billion plus or minus $150 million and non-GAAP EPS of $2.30 plus or minus $0.20, and plans to resume share repurchases later this quarter.
Non-GAAP gross margin rose to 37.9% and non-GAAP operating margin rose to 26.2% in the June quarter.
Fiscal 2025 revenue grew nearly 40% to $9.1 billion, and non-GAAP EPS was $8.10.
Free cash flow nearly doubled to $425 million in the June quarter; gross debt was approximately $5 billion at quarter end.
Share repurchases are expected to resume later in the September quarter.
Seagate reported fiscal fourth-quarter revenue of $2.44 billion, up from $1.89 billion a year earlier, and non-GAAP diluted EPS of $2.59, up from $1.05. GAAP diluted EPS fell to $2.24 from $2.39. The company guided fiscal first-quarter 2026 revenue to $2.50 billion, plus or minus $150 million, and non-GAAP diluted EPS to $2.30, plus or minus $0.20.
Fiscal Q4 2025 revenue $2.44 billion vs. $1.89 billion a year earlier; GAAP diluted EPS $2.24 vs. $2.39
Fiscal Q4 2025 non-GAAP diluted EPS $2.59 vs. $1.05 a year earlier
Fiscal Q1 2026 guidance: revenue $2.50 billion plus or minus $150 million; non-GAAP diluted EPS $2.30 plus or minus $0.20
Quarterly dividend of $0.72 per share, payable October 9, 2025 to holders of record on September 30, 2025
On June 30, 2025, Seagate Data Storage Technology issued new senior notes in exchange for $2,809,835,357 of old Seagate HDD notes across eight series that were validly tendered as of the June 26 expiration. The supplemental indentures remove restrictive covenants from the old notes and release their guarantors, which changes the terms that bind holders who did not tender.
Eight series of old notes exchanged for new notes on the June 30, 2025 settlement date, with $2,809,835,357 aggregate principal amount tendered and accepted as of 5:00 p.m. New York time on June 26, 2025.
New notes carry the same interest rates, payment dates and maturity dates as the corresponding old notes.
Eligible holders received $1,000 principal amount of new notes and $1.25 cash for each $1,000 of old notes tendered.
Old notes lost all restrictive covenants and guarantor obligations under the amended indentures, which bind holders who did not tender.
Seagate subsidiary Seagate Data Storage Technology Pte. Ltd. issued $400 million of 5.875% Senior Notes due 2030 on May 27, 2025, guaranteed by Seagate parent entities. On May 28, 2025, Seagate also began offers to exchange eight series of existing notes issued by Seagate HDD Cayman for new notes issued by the same subsidiary, and is seeking consents to remove most restrictive covenants from the old notes. The filing states the exchange is not conditioned on a minimum tender amount, so shareholders should watch the outcome of the offers.
On May 27, 2025, SDST issued $400 million of 5.875% Senior Notes maturing July 15, 2030.
Interest is payable semi-annually from January 15, 2026; SDST may redeem the notes early at a make-whole price before June 1, 2027.
Exchange offers began May 28, 2025; the early participation deadline is June 10, 2025 and the offers expire June 26, 2025, with a $1.25 cash early premium per $1,000 of old notes tendered.
Seagate's subsidiary Seagate Data Storage Technology agreed to sell $400 million of 5.875% senior unsecured notes due 2030 in a private offering, priced at 100% of principal. The company plans to use the proceeds, together with cash on hand, to redeem all of its 4.875% Senior Notes due 2027, with closing expected on or about May 27, 2025.
Notes: $400 million aggregate principal, 5.875% interest, due 2030, priced at 100% of principal
Proceeds plus cash on hand to fully redeem the 4.875% Senior Notes due 2027
Closing expected on or about May 27, 2025, subject to customary conditions
PJT Partners served as financial advisor; some initial purchasers are also lenders under the existing credit agreement
Seagate Technology director Judy Bruner told the board on May 2, 2025 that she will not seek re-election at the 2025 Annual General Meeting of Shareholders. She will remain a director until that meeting concludes, and the filing says her decision was not due to any disagreement with the company on its operations, policies, or practices.
Notice given to the board on May 2, 2025
Bruner will serve as director until the 2025 Annual Meeting concludes
Filing states no disagreement with the company on operations, policies, or practices
Seagate reported fiscal third-quarter 2025 revenue of $2.16 billion, up from $1.655 billion a year earlier, and GAAP net income of $340 million, up from $25 million. The company also guided fiscal fourth-quarter revenue to $2.40 billion, plus or minus $150 million, and non-GAAP diluted EPS to $2.40, plus or minus $0.20.
Q3 revenue $2.16 billion vs $1.655 billion in the prior-year quarter; GAAP diluted EPS $1.57 vs $0.12
Non-GAAP diluted EPS $1.90 vs $0.33; the company said this was at the top of its guidance range
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Seagate Technology filing is on SEC EDGAR ↗. 8-K briefs of other companies →