Thomas Caulfield - Feb 28, 2025 Form 4 Insider Report for Sandisk Corp (SNDK)

Role
Director
Signature
/s/ Van Huynh Attorney-in-Fact for Thomas Caulfield
Stock symbol
SNDK
Transactions as of
Feb 28, 2025
Transactions value $
$0
Form type
4
Date filed
3/4/2025, 06:14 PM
Previous filing
Jan 31, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SNDK Common Stock Award $0 +5.69K +95.01% $0.00 11.7K Feb 28, 2025 Direct F1, F2
transaction SNDK Common Stock Award $0 +4.15K +35.5% $0.00 15.8K Mar 3, 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, each WDC Restricted Stock Unit ("WDC RSU") held by the reporting person immediately prior to the Spin-Off was converted into Sandisk Restricted Stock Unit ("Sandisk RSU") using the Spinco ratio as per the agreement, and 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 5,992 shares of Sandisk Common Stock acquired in connection with the spin-off from Western Digital Corporation ("WDC") effective February 21, 2025 (the "Spin-Off"), as further described in the Issuer's current report on Form 8-K filed on February 24, 2025, 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 Represents the grant of restricted stock units to the Reporting Person. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.