David Goeckeler - Feb 21, 2025 Form 4 Insider Report for Sandisk Corp (SNDK)

Signature
/s/ Van Huynh Attorney-in-Fact for David V. Goeckeler
Stock symbol
SNDK
Transactions as of
Feb 21, 2025
Transactions value $
$0
Form type
4
Date filed
2/25/2025, 09:28 PM
Previous filing
Jan 31, 2025
Next filing
Mar 14, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SNDK Common Stock Award $0 +92.4K +51.82% $0.00 271K Feb 21, 2025 Direct F1, F2
transaction SNDK Common Stock Award $0 +215K +79.47% $0.00 486K Feb 21, 2025 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the spin-off from Western Digital Corporation ("WDC") effective February 21, 2025, as further described in the Issuer's current report on Form 8-K filed on February 24, 2025 (the "Spin-Off"), each WDC Restricted Stock Unit ("WDC RSU") held by the reporting person immediately prior to the Spin-Off received one-third (1/3) of one share of Sandisk Restricted Stock Unit ("Sandisk RSU"), which shall have substantially the same vesting and other applicable terms and conditions as the corresponding WDC RSUs immediately prior to the Spin-Off.
F2 Includes 178,348 shares of Common Stock acquired in connection with the Spin-Off, where each WDC shareholder received one-third (1/3) of one share of Sandisk Common Stock for each share of WDC common stock held. Such acquisition was exempt from Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act") pursuant to Rule 16a-9 under the Exchange Act.
F3 In connection with the Spin-Off, each WDC Performance Stock Unit ("WDC PSU") held by the reporting person immediately prior to the Spin-Off received one-third (1/3) of one share of Sandisk time-based restricted stock unit. These awards shall have substantially the same vesting and other applicable terms and conditions as the corresponding WDC PSUs immediately prior to the Spin-Off, but excluding any performance-based conditions.