STX 10-K Annual Report June 28, 2019 | Alphaminr
Seagate Technology plc

STX 10-K Fiscal year ended June 28, 2019

SEAGATE TECHNOLOGY PLC
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PROXIES
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Filed on Dec. 15, 2010
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Filed on March 5, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement Schedules

Exhibits

2.1 Scheme of Arrangement among Seagate Technology, Seagate Technology plc and the Scheme Shareholders (incorporated by reference to AnnexA to Seagate Technologys Definitive Proxy Statement on Schedule14A filed on March5, 2010) DEF14A 001-31560 AnnexA 3/5/2010 3.1 Constitution of Seagate Technology public limited company as amended and restated by Special Resolution dated October19, 2016 8-K 001-31560 3.1 10/24/2016 3.2 Certificate of Incorporation of Seagate Technologyplc 10-K 001-31560 3.2 8/20/2010 4.1 Description of Securities 4.2 Specimen Ordinary Share Certificate 10-K 001-31560 4.1 8/20/2010 4.3 First Supplemental Indenture, dated as of March 1, 2010, among Seagate Technology International, Seagate HDD Cayman and U.S. Bank National Association, as trustee, amending and supplementing the Indenture, dated as of September 20, 2006, among Seagate Technology HDD Holdings, Seagate Technology and U.S. Bank National Association, as trustee 8-K 001-31560 10.2 3/3/2010 4.4 Indenture dated as of May 13, 2010, among Seagate HDD Cayman, as Issuer, Seagate Technology, as Guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 4.1 5/14/2010 4.5 Form of 6.875% Senior Notes due 2020 of Seagate HDD Cayman 8-K 001-31560 4.1 5/14/2010 4.6 Registration Rights Agreement dated as of May 13, 2010, among Seagate HDD Cayman, Seagate Technology and Morgan Stanley&Co. Incorporated and Bank of America SecuritiesLLC 8-K 001-31560 4.3 5/14/2010 4.7 Supplemental Indenture, dated as of July 3, 2010, among Seagate HDD Cayman, as issuer, Seagate Technology, as original guarantor, Seagate Technology plc, as successor guarantor, and Wells Fargo Bank, National Association, as trustee, amending and supplementing the Indenture, dated as of May13, 2010, among Seagate HDD Cayman, as issuer, Seagate Technology, as guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 10.1 7/6/2010 4.8 Indenture dated as of May18, 2011, among Seagate HDD Cayman, as Issuer, Seagate Technologyplc, as Guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 4.1 5/18/2011 4.9 Form of 7.000% Senior Note due 2021 8-K 001-31560 4.1 5/18/2011 4.10 Registration Rights Agreement dated as of May18, 2011, among Seagate HDD Cayman, Seagate Technologyplc and Morgan Stanley&Co. Incorporated 8-K 001-31560 4.3 5/18/2011 4.11 Indenture dated as of May22, 2013, among Seagate HDD Cayman, as Issuer, Seagate Technologyplc, as Guarantor, and U.S. Bank National Association, as trustee 8-K 001-31560 4.1 5/22/2013 4.12 Form of 4.75% Senior Note due 2023 8-K 001-31560 4.1 5/22/2013 4.13 Registration Rights Agreement dated as of May 22, 2013, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.3 5/22/2013 4.14 Indenture dated as of November5, 2013, among Seagate HDD Cayman, as Issuer, Seagate Technologyplc, as Guarantor, and U.S. Bank National Association, as trustee 8-K 001-31560 4.1 11/5/2013 4.15 Form of 3.75% Senior Note due 2018 8-K 001-31560 4.1 11/5/2013 4.16 Registration Rights Agreement dated as of November 5, 2013, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.3 11/5/2013 4.17 Indenture dated as of May28, 2014, among Seagate HDD Cayman, as Issuer, Seagate Technologyplc, as Guarantor and U.S. Bank National Association, as trustee 8-K 001-31560 4.1 5/28/2014 4.18 Form of 4.75% Senior Note due 2025 8-K 001-31560 4.1 5/28/2014 4.19 Registration Rights Agreement dated as of May 28, 2014, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.3 5/28/2014 4.20 Indenture dated as of December 2, 2014, among Seagate HDD Cayman, as issuer, Seagate Technology plc, as guarantor and U.S. Bank National Association, as trustee. 8-K 001-31560 4.1 12/2/2014 4.21 Formof 5.75% Senior Note due 2034 8-K 001-31560 4.1 12/2/2014 4.22 Registration Rights Agreement dated as of December 2, 2014, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.3 12/2/2014 4.23 Indenture for the 2022 Notes, dated as of February 3, 2017, among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 4.1 2/3/2017 4.24 Form of 4.250% Senior Note due 2022 8-K 001-31560 4.1 2/3/2017 4.25 Indenture for the 2024 Notes, dated as of February 3, 2017, among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 4.3 2/3/2017 4.26 Form of 4.875% Senior Note due 2024 8-K 001-31560 4.3 2/3/2017 4.27 Registration Rights Agreement for the 2022 Notes, dated as of February 3, 2017, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.5 2/3/2017 4.28 Registration Rights Agreement for the 2024 Notes, dated as of February 3, 2017, among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.6 2/3/2017 4.29 Indenture dated as of May 14, 2015, among Seagate HDD Cayman, as Issuer, Seagate Technology plc, as Guarantor, and Wells Fargo Bank, National Association, as trustee 8-K 001-31560 4.1 5/14/2015 4.30 Form of 4.875% Senior Note due 2027 8-K 001-31560 4.1 5/14/2015 4.31 Registration Rights Agreement dated as of May 14, 2015 among Seagate HDD Cayman, Seagate Technology plc and Morgan Stanley& Co. LLC 8-K 001-31560 4.3 5/14/2015 10.1+ Amended Seagate Technologyplc 2001 Share Option Plan 10-K 001-31560 10.2 8/20/2010 10.2+ Seagate Technology plc 2001 Share Option Plan Form of Notice of Stock Option Grant and Option Agreement (includes Compensation Recovery Policy) 10-K 001-31560 10.3 8/20/2010 10.3+ Amended Seagate Technology plc 2004 Share Compensation Plan 10-K 001-31560 10.6 8/20/2010 10.4+ Seagate Technology 2004 Stock Compensation Plan Form of Option Agreement (For Outside Directors) 10-Q 001-31560 10.7 11/4/2009 10.5+ Seagate Technology plc 2004 Share Compensation Plan Form of Notice of Stock Option Grant and Option Agreement (includes Compensation Recovery Policy) 10-K 001-31560 10.13 8/20/2010 10.6+ Seagate Technology plc 2004 Share Compensation Plan Form of Notice of Performance Share Bonus Grant and Agreement (includes Compensation Recovery Policy) 10-K 001-31560 10.16 8/20/2010 10.7+ Seagate Technology plc 2004 Share Compensation Plan Form of Restricted Share Unit Agreement (includes Compensation Recovery Policy) 10-Q 001-31560 10.19 11/3/2010 10.8+ Seagate Technology plc 2004 Share Compensation Plan Form of Executive Performance Unit Agreement 10-Q 001-31560 10.56 10/27/2011 10.9+ Amended and Restated Seagate Technology plc 2012 Equity Incentive Plan as amended and restated on October19, 2016 10-Q 001-31560 10.4 10/27/2017 10.10+ Form of Outside Directors Restricted Share Unit Agreement for Seagate Technology public limited company pursuant to the 2012 Equity Incentive Plan 10-Q 001-31560 10.4 1/26/2017 10.11+ Form of Executive Performance Unit Agreement for Seagate Technology public limited company pursuant to the 2012 Equity Incentive Plan 10-Q 001-31560 10.3 1/26/2017 10.12+ Form of Employee Restricted Share Unit Agreement for Seagate Technology public limited company pursuant to the 2012 Equity Incentive Plan 10-Q 001-31560 10.2 1/26/2017 10.13+ Form of Employee Stock Option Agreement for Seagate Technology public limited company pursuant to the 2012 Equity Incentive Plan 10-Q 001-31560 10.1 1/26/2017 10.14+ Seagate Technology plc Amended and Restated Employee Stock Purchase Plan 8-K 001-31560 10.1 10/18/2017 10.15+ Dot Hill Systems Corp. 2009 Equity Incentive Plan, as amended, as assumed by Seagate Technology public limited company 10-Q 001-31560 10.1 1/29/2016 10.16+ 2015 Seagate Deferred Compensation Plan 10-Q 001-31560 10.3 1/30/2015 10.16(a)+ First Amendment to the 2015 Seagate Deferred Compensation Plan 10-Q 001-31560 10.1 10/30/2015 10.16(b)+ Second Amendment to the 2015 Seagate Deferred Compensation Plan 10.16(c)+ Third Amendment to the 2015 Seagate Deferred Compensation Plan 10-Q 001-31560 10.6 2/4/2019 10.17+ Seagate 2009 Deferred Compensation Plan 10.17(a)+ First Amendment to 2009 Seagate Deferred Compensation Plan 10-Q 001-31560 10.26 5/5/2010 10.17(b)+ Second Amendment to 2009 Seagate Deferred Compensation Plan 10-Q 001-31560 10.21 5/3/2011 10.17(c)+ Third Amendment to 2009 Seagate Deferred Compensation Plan 10-Q/A 001-31560 10.56 1/31/2013 10.17(d)+ Fourth Amendment to 2009 Seagate Deferred Compensation Plan 10-Q 001-31560 10.4 1/30/2015 10.17(e)+ Fifth Amendment to 2009 Seagate Deferred Compensation Plan 10-Q 001-31560 10.7 2/4/2019 10.18+ 2010 Restated Seagate Deferred Compensation Plan 10-Q 001-31560 10.27 5/5/2010 10.18(a)+ First Amendment to the 2010 Restated Seagate Deferred Compensation Plan 10-Q 001-31560 10.4 2/4/2019 10.19+ Seagate Deferred CompensationSub-Plan 10-Q 001-31560 10.28 5/5/2010 10.19(a)+ First Amendment to the Seagate Deferred CompensationSub-Plan 10-Q 001-31560 10.5 2/4/2019 10.20+ Seagate Technology plc Amended and Restated Executive Officer Performance Bonus Plan 8-K 001-31560 10.1 11/4/2013 10.21+ Fifth Amended and Restated Seagate Technology Executive Severance and Change in Control Plan 10-K 001-31560 10.1 8/8/2014 10.22+ Summary description of Seagate Technology plcs Compensation Policy forNon-ManagementMembers of the Board of Directors with an Effective date of October30, 2013 10-K 001-31560 10.46 8/8/2013 10.23+ Offer Letter, dated as of January 29, 2009, by and between Seagate Technology and StephenJ. Luczo 10-Q 001-31560 10.20 2/10/2009 10.24+ Offer letter, dated as of July 30, 2014, by and between Seagate US LLC and Philip Brace 8-K 001-31560 10.1 7/22/2015 10.25+ Memo Agreement with Albert A. Rocky Pimentel dated January27, 2016 10-Q 001-31560 10.2 1/29/2016 10.26+ James J. Murphy Employee Relocation Assistance Lump Sum Repayment Agreement 10-Q 001-31560 10.1 10/27/2017 10.27 Form of Revised Indemnification Agreement between Seagate Technology and the director or officer named therein 10-Q 001-31560 10.4 (b) 5/6/2009 10.28 Second Priority Mortgage of Shares in Seagate Technology, dated March 1, 2010, between Seagate Technology plc, as mortgagor, and Wells Fargo Bank, National Association, as mortgagee 8-K 001-31560 10.23 3/3/2010 10.29 Deed Poll of Assumption by Seagate Technology plc, dated July2, 2010 8-K 001-31560 10.2 7/6/2010 10.30 Credit Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the lending institutions thereto, the Bank of Nova Scotia, as administrative agent, Morgan Stanley Senior Funding, Inc., Merrill Lynch Pierce Fenner and Smith Incorporated and BNP Paribas as Syndication Agents, and Wells Fargo Bank, National Association, as Documentation Agent 10-Q 001-31560 10.47 2/3/2011 10.30(a) First Amendment, dated August 31, 2011, to the Credit Agreement, dated as of January18, 2011 10-Q 001-31560 10.1 5/1/2018 10.30(b) Second Amendment, dated April 30, 2013, to the Credit Agreement, dated as of January18, 2011 10-Q 001-31560 10.1 5/2/2013 10.30(c) Third Amendment, dated January 15, 2015, to the Credit Agreement, dated as of January18, 2011 8-K 001-31560 10.1 1/16/2015 10.30(d) Fourth Amendment, dated as of April 28, 2016, to the Credit Agreement, dated as of January18, 2011 10-Q 001-31560 10.1 4/29/2016 10.31 U.S. Guarantee Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.48 2/3/2011 10.31(a) First Amendment, dated as of April 30, 2013, to the U.S. Guarantee Agreement, dated as of January18, 2011 10-Q 001-31560 10.2 5/2/2013 10.32 Supplement no. 1 dated February 7, 2012, to the U.S. Guarantee Agreement, dated as of January18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.45 8/9/2012 10.33 Supplement no. 2 dated February 22, 2012, to the U.S. Guarantee Agreement, dated as of January18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto, and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.48 8/9/2012 10.34 Supplement no. 3 dated March 19, 2012, to the U.S. Guarantee Agreement, dated as of January18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.50 8/9/2012 10.35 U.S. Security Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Grantor parties thereto and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.49 2/3/2011 10.36 U.S. Pledge Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Pledgor parties thereto and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.50 2/3/2011 10.37 Indemnity, Subrogation and Contribution Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.52 2/3/2011 10.38 Supplement No.1, dated February 7, 2012, to the Indemnity, Subrogation and Contribution Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.46 8/9/2012 10.39 Supplement No.2, dated February 22, 2012, to the Indemnity, Subrogation and Contribution Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.49 8/9/2012 10.40 Supplement No.3, dated March 19, 2012, to the Indemnity, Subrogation and Contribution Agreement, dated as of January 18, 2011, among Seagate Technology public limited company, Seagate HDD Cayman, as Borrower, the Guarantors party thereto and The Bank of Nova Scotia, as Administrative Agent 10-K 001-31560 10.51 8/9/2012 10.41 September 26, 2017 Equity Commitment Letter entered into by Seagate Technology plc and a consortium of investors led by Bain Capital Private Equity for the acquisition of Toshiba Memory Corporation 10-Q 001-31560 10.3 10/27/2017 10.42+ Offer letter, dated July25, 2017, by and between Seagate Technology and Steven J.Luczo 10-K 001-31560 10.52 8/3/2018 10.43+ Letter Agreement, dated November 1, 2018 by and between Seagate Technology plc and Steven Luczo 10-Q 001-31560 10.1 11/2/2018 10.44+ Offer Letter, dated August 22, 2018 by and between Seagate US LLC and Geraldine Hottier-Fayon 10-Q 001-31560 10.1 2/4/2019 10.45+ Offer Letter, dated September 6, 2018 by and between Seagate US LLC and Katherine R.Scolnick 10-Q 001-31560 10.2 2/4/2019 10.46+ Offer Letter, dated December 3, 2018 by and between Seagate US LLC and Gianluca Romano 10-Q 001-31560 10.3 2/4/2019 10.47 Credit Agreement, dated as of February 20, 2019, by and among Seagate Technology public limited company, Seagate HDD Cayman, as the Borrower, the Lenders party thereto, The Bank of Nova Scotia, as Administrative Agent, Bank of America, N.A., BNP Paribas Securities Corp. and Morgan Stanley Senior Funding, Inc., as Syndication Agents, and MUFG Bank, Ltd. and Wells Fargo Bank, National Association, as Documentation Agents 10-Q 001-35160 10.1 4/30/2019 10.48 U.S. Guarantee Agreement, dated as of February 20, 2019, among Seagate Technology public limited company and the subsidiaries party thereto, as Guarantors, and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.2 4/30/2019 10.49 Indemnity, Subrogation and Contribution Agreement, dated as of February 20, 2019, among Seagate Technology public limited company, Seagate HDD Cayman, as the Borrower, the subsidiaries party thereto, as Guarantors, and The Bank of Nova Scotia, as Administrative Agent 10-Q 001-31560 10.3 4/30/2019 21.1 List of Subsidiaries 23.1 Consent of Independent Registered Public Accounting Firm 31.1 Certification of the Chief Executive Officer pursuant torules 13a-14(a)and15d-14(a)under the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of the Chief Financial Officer pursuant torules 13a-14(a)and15d-14(a)under the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of the Chief Executive Officer and Chief Financial Officer pursuant toRule 13a-14(b)and 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002