Good morning, and welcome to the annual meeting of stockholders of Western Digital Corporation. I am Marty Cole, Chair of the Board of Directors. I hereby call the meeting to order and declare it to be in session. As noted in our proxy statement, this year's annual meeting is being held in a virtual-only format, which enables us to leverage technology to enhance stockholder access to the annual meeting and allow stockholders to exercise the same rights as if they had attended an in-person meeting. The record date for this meeting was September 22, 2025, and stockholders of record and beneficial owners as of that date can submit questions directly through the virtual annual meeting web page. Questions should be entered into the text box appearing at the bottom of the virtual annual meeting web page.
Additionally, you may also vote on the proposals being considered today by clicking on the "Vote Here" button located at the bottom of the virtual annual meeting web page. The polls are now open for voting on the proposals and will remain open until the formal business portion of the meeting adjourns. Here is the agenda for the meeting. I will first introduce our directors, executive officers, and representatives of KPMG, the company's independent registered public accounting firm, who are with us virtually this morning. Next, I will report on proof of delivery of the notice of today's meeting included in the proxy statement and will introduce the inspector of election, who will report on the existence of a quorum at this meeting. I will then introduce each of the proposals that will be voted on today.
Under the company's bylaws, the proposals on the agenda are the only proposals that may be heard at this annual meeting. After answering any questions on the proposals, we will close the polls and announce the preliminary results. After adjournment of the formal business of the meeting, we will conduct a general question-and-answer session. The meeting will then conclude. If you have questions that you would like us to respond to during the designated question-and-answer periods, please submit them through the virtual annual meeting web page. In asking your questions, we ask that you observe the rules of procedure, including limiting yourself to one question during each question-and-answer period. A link to the rules of procedures is located at the bottom of the virtual annual meeting web page. Now, let me introduce our eight nominees for director.
Kimberly Alexy, a director since November 2018 and founder of Alexy Capital Management. Tunç Doluca , a director since August 2018 and former president and chief executive officer of Maxim Integrated. Bruce E. Kiddoo , a director since February 2025 and former chief financial officer of Maxim Integrated. Matthew E. Massengill, a director since January 2000 and former chair, president, and chief executive officer of Western Digital. Roxanne Oulman , a director since February 2025 and former chief financial officer of Medallia Inc. Stephanie Streeter , a director since November 2018 and former chief executive officer of Libbey Inc. Irving Tan, a director since February 2025 and the company's chief executive officer. I have been a director since December 2014, serving as chair of the board since February 2025 and former chief executive of the technology group of Accenture PLC. Next, let me introduce our executive officers attending today.
In addition to Irving Tan, with us this morning are Kris Sennesael, Executive Vice President and Chief Financial Officer, and Cynthia Tregillis, Executive Vice President, Chief Legal Officer, and Secretary. Ms. Tregillis is serving as Secretary for today's meeting. Our accountants are with us from KPMG, the company's independent registered public accounting firm: Kris Gentle, Partner, and Stephen Miller, Senior Manager. Mr. Gentle and Mr. Miller will be available to answer questions concerning the company's financial statements during the question-and-answer period. As noted in the proxy materials furnished to you for today's meeting, the record date for voting at this meeting was the close of business on September 22, 2025.
The secretary has reported to me that Broadridge Financial Solutions has delivered an affidavit of distribution to show that proxy materials for this meeting, including a notice of the meeting, were distributed to stockholders commencing on October 6, 2025. A copy of both the notice and the affidavit will be included in the minutes for this meeting. This morning, Cynthia Tregillis will serve as the inspector of election. Cynthia, do we have a quorum and a valid meeting?
Yes, Marty. There are in attendance, in person or by proxy, holders of outstanding shares of our common stock and Series A preferred stock representing more than 302 million votes, which is in excess of 86% of the voting power represented by shares outstanding on the record date that are entitled to vote at this meeting. Accordingly, the meeting has been duly called and a quorum is present.
The votes collected today will be included in the final tabulation, which will be reported in a Form 8-K to be filed by the company within the next four business days. If you have already submitted a proxy or voting instructions, you do not need to vote during the meeting. Your vote has already been recorded. If any of the stockholders present have not voted yet and wish to cast their vote today, or have voted by proxy and wish to revoke such proxy and vote today, you should enter your vote by clicking on the "Vote Here" button located at the bottom of the virtual annual meeting web page. We will now turn our attention to the next item on our agenda, the presentation of the proposals to be voted on. The proposals have been described in detail in the proxy statement for this meeting.
The first proposal is the election of eight directors to serve until our next annual meeting of stockholders and until their respective successors are duly elected and qualified. Each director nominee receiving the affirmative approval of the majority of the votes cast with respect to his or her election will be elected as a director. The second proposal is approval on an advisory basis of the compensation of our named executive officers as disclosed in the proxy statement. The third proposal is to approve the amendment and restatement of our 2005 employee stock purchase plan to increase the number of shares of our common stock available for issuance under that plan by 8 million. The final item for business today is the proposal to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for fiscal 2026.
That concludes the introduction of all matters requiring a vote of stockholders. We will now pause to review any questions that have been submitted on the virtual annual meeting web page about the proposals before the meeting. There will be a general question-and-answer period after adjournment of the formal business portion of the meeting, so at this time, we will only address questions related to the proposals before the meeting. Ambrish Srivastava, our Vice President of Investor Relations, will be assisting us with any questions submitted. Ambrish, would you please read any questions that have been submitted regarding the proposals?
Thank you, Marty. No questions regarding the proposals have been submitted.
Thank you, Ambrish. With that, we will now close the polls and end voting. Cynthia, will you please announce the preliminary results of the voting?
These are the preliminary voting results as of November 19, 2025, at 2:00 P.M. Pacific Time. For proposal one, each of the eight nominees for director has received at least 93% of the votes cast with respect to that director. Accordingly, under our majority voting standard for director elections, each of the nominees has been elected to serve until the next annual meeting of stockholders and until his or her respective successor is duly elected and qualified. For proposal two, at least 94% of the voting power represented by shares present and entitled to vote on this proposal were voted for the compensation of our named executive officers disclosed in the proxy statement. Accordingly, stockholders have approved on an advisory basis the compensation of our named executive officers disclosed in the proxy statement.
For proposal three, at least 99% of the voting power represented by shares present and entitled to vote on this proposal were voted for the amended and restated 2005 employee stock purchase plan. Accordingly, stockholders have approved the plan. For proposal four, at least 95% of the voting power represented by shares present and entitled to vote on this proposal were voted for ratification of the appointment of KPMG as our independent registered public accounting firm for fiscal 2026. Accordingly, the appointment of KPMG as the company's independent registered public accounting firm for fiscal 2026 has been ratified. The preliminary results will be updated to reflect all votes at today's meeting, and the final vote will be included in the records of the meeting and in a Form 8-K filed within four business days.
Thank you, Cynthia. The formal business portion of the meeting is now adjourned, and we will now begin the general question-and-answer session. Irving, would you please begin the general question-and-answer session?
Good morning. Before we begin, please note that we may be making forward-looking statements in our responses. Please refer to the risk factors associated with our business available for your viewing in our applicable SEC filings. I will now respond to questions from our stockholders that have been submitted through the virtual annual meeting web page. If we run out of time to answer all questions, we will address any appropriate unanswered questions on our investor relations website after the meeting. Ambrish, would you please read any questions that have been submitted?
Thank you, Irving. No questions have been submitted.
Thanks, Ambrish. I will now turn the meeting back to Marty to conclude the meeting. Marty?
This meeting is now concluded. Thank you for attending the 2025 annual meeting of stockholders of Western Digital Corporation.
This now concludes the meeting. Thank you for joining and have a pleasant day.