Section 1.01 Entering into a Material Definitive Agreement.

On August 18, 2022, Seagate Technology Holdings public limited company (the “Company”) and its subsidiary Seagate Cayman hard drive (the “Borrower”) entered into an addendum and supplement (the “Addendum”) to the Credit Agreement, dated
February 20, 2019, by and between the Company, the Borrower, the lenders parties thereto and The Bank of Nova Scotia, as administrative agent (as amended from time to time, the “Credit Agreement”). Pursuant to the Amendment, the Credit Agreement has been amended to provide for a $600.0 million Principal amount of the A3 Term Loan, the proceeds of which may be used for general corporate purposes of the Borrower. The A3 term loan was borrowed in full at the closing of the amendment. The A3 Term Loan is repayable in quarterly installments from
December 31, 2022 and must expire on July 30, 2027. Once repaid or prepaid, the A3 Term Loan cannot be reborrowed. The A3 Term Loan will bear interest, at the option of the Borrower, at prime plus a variable margin of 0.25% to 1.5% or SOFR term plus a variable margin of 1.25% to 2.50 %, in each case, this margin being determined according to the corporate credit rating of the Borrower or one of its parent companies. The A3 Term Loan is guaranteed by the same guarantors (“Guarantors”) that guarantee the Credit Agreement. The amendment also amended the credit agreement to replace LIBOR interest rate options with forward SOFR-based interest rate options and to allow the borrower to increase revolving loan commitments or to obtain new term loans of up to
$100.0 million all in all, subject to satisfaction of certain terms and conditions. The other important terms of the credit agreement remain unchanged.

Certain of the lenders under the Credit Agreement and their affiliates have engaged and may in the future engage in investment banking and other business dealings in the ordinary course of business with the Borrower or its affiliates. They have received, or may in the future receive, customary fees and commissions for such transactions.

Item 2.03 Creation of a Direct Financial Obligation or Obligation

an off-balance sheet arrangement of a registrant.

The information set out in point 1.01 is incorporated by reference into this point 2.03.


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