WDC DEF 14A DEF-14A Report Nov. 7, 2018 | Alphaminr
WESTERN DIGITAL CORP

WDC DEF 14A Report ended Nov. 7, 2018

WESTERN DIGITAL CORP
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TABLE OF CONTENTS
Letter from Our ChairmanLetter from Our Lead Independent DirectorNotice of Annual Meeting of StockholdersProxy SummaryCorporate Governance MattersProposal 1 Election of DirectorsNominees for ElectionDirector Skills and ExpertiseDirector Nominations and Board RefreshmentDirector Nomination ProcessBoard RefreshmentThe Boards Role and ResponsibilitiesRisk Oversight and Compensation Risk AssessmentBoard StructureLead Independent DirectorBoard Processes and PoliciesBoard EvaluationDirector CompensationExecutive OfficersExecutive CompensationProposal 2 Advisory Vote on Executive CompensationLetter to Stockholders from the Compensation CommitteeReport of the Compensation CommitteeCompensation Committee Interlocks and Insider ParticipationCompensation Discussion and AnalysisSay on Pay Vote Results and Stockholder EngagementFiscal 2018 Executive SummaryFiscal 2018 Executive Compensation Philosophy and ObjectivesFiscal 2018 Executive Compensation DecisionsFiscal 2019 Executive Compensation DecisionsOther Executive Compensation Program Features and PoliciesExecutive Compensation Tables and NarrativesFiscal Years 20162018 Summary Compensation TableFiscal 2018 Grants of Plan-Based Awards TableDescription of Compensation Arrangements for Named Executive OfficersOutstanding Equity Awards at Fiscal 2018 Year-End TableFiscal 2018 Option Exercises and Stock Vested TableFiscal 2018 Non-Qualified Deferred Compensation TablePotential Payments Upon Termination or Change in ControlCEO Pay RatioEquity Compensation Plan InformationEquity Compensation Plans Not Approved by StockholdersStock Ownership InformationSecurity Ownership by Principal Stockholders and ManagementSection 16(a) Beneficial Ownership Reporting ComplianceOther ProposalsProposal 3 Approval of the Amendment and Restatement of our 2017 Performance Incentive PlanProposal 4 Approval of the Amendment and Restatement of our 2005 Employee Stock Purchase PlanAudit Committee MattersProposal 5 Ratification of Appointment of Our Independent Registered Public Accounting FirmReport of the Audit CommitteeAdditional InformationGeneral Information about the Annual MeetingAvailability of Annual ReportCommunication with the CompanyA-1 Appendix ANon-GAAP Financial MeasuresB-1 Appendix BAmended and Restated 2017 Performance Incentive PlanC-1 Appendix CAmended and Restated 2005 Employee Stock Purchase Plan