UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 27, 2006
WESTERN DIGITAL CORPORATION
(Exact Name of Registrant as Specified in Charter)
| |
|
|
|
|
Delaware
(State or Other
Jurisdiction of
Incorporation)
|
|
1-08703
(Commission
File Number)
|
|
33-0956711
(IRS Employer
Identification No.) |
| |
|
|
|
|
20511 Lake Forest Drive, Lake Forest, California
(Address of Principal Executive Offices)
|
|
92630
(Zip Code) |
Registrant’s telephone number, including area code: (949) 672-7000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial
Condition.
On July 27, 2006,
Western Digital Corporation (the “Company”) announced financial results for
the fourth fiscal quarter and fiscal year ended June 30, 2006. A copy of the press release making
this announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A
copy of the Company’s Investor Information Summary for the fiscal quarter ended June 30, 2006 is
attached hereto as Exhibit 99.2 and is incorporated herein by reference.
In accordance with General
Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report
on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or
otherwise subject to the liabilities of that section, and shall not be incorporated by reference
into any registration statement or other document filed under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such
filing.
Item 7.01 Regulation FD Disclosure.
On July 27, 2006,
the Company announced that a Special Committee of its Board of Directors,
comprised solely of independent directors, is conducting a company-initiated, voluntary review of
its historical stock option grants. A copy of the press release making this announcement is
attached hereto as Exhibit 99.3 and is incorporated herein by reference.
In accordance with General
Instruction B.2 of Form 8-K, the information in Item 7.01 of this
Current Report on Form 8-K, including Exhibit 99.3, shall not be deemed to be “filed” for purposes
of Section 18 of the Exchange Act, or otherwise
subject to the liabilities of that section, and shall not be incorporated by reference into any
registration statement or other document filed under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 |
|
Press Release issued by Western Digital Corporation on July 27, 2006 announcing
financial results for the fourth fiscal quarter and year ended June 30, 2006. |
| |
| 99.2 |
|
Fourth Quarter Fiscal Year 2006 Western Digital Corporation Investor Information Summary. |
| |
| 99.3 |
|
Press Release issued by Western Digital Corporation on July 27, 2006 announcing a company-initiated, voluntary
review of its historical option grants by a Special Committee. |