Western Digital Corporation
INVESTORS CHOICE
Direct Stock Purchase
and
To the shareholders of
Western Digital Corporation:
Western
Digital Corporation has established this Investors Choice Direct Stock Purchase
and Sale Plan (the "Plan") for the convenience to our investors and
shareholders.
The
Plan offers you an affordable alternative for buying and selling common stock
of Western Digital Corporation. If you
participate in the Plan, you may make periodic supplemental cash payments to
purchase additional shares. Western
Digital Corporation shares that are held in the Plan may be sold directly
without having to issue physical certificates or becoming involved with a
broker. The shares represented by stock
certificates that you currently hold at home may be deposited directly into the
Plan for safekeeping or sale. You may
also withdraw or transfer all or a portion of your shares held in the Plan at
any time. There are small fees
associated with certain features of the Plan.
These fees are outlined within this booklet.
This
booklet provides you with a summary and the complete details of the Plan. If you have additional questions after
reading through this material, please contact the Plan Administrator:
American Stock Transfer
& Trust Company
Dividend Reinvestment
Department
Wall Street Station
Tel: 1-888-200-3165
To
enroll in the Plan, complete and return the Enrollment Application or simply
log on to www.investpower.com and make an initial purchase. The initial purchase process is detailed in
the section, "How to get started and enroll". Our purpose in providing the Plan is to
promote long-term investment in Western Digital Corporation stock.
Thank you for your continued interest in the company.
Investors Choice
Western Digital Corporation
Direct Stock Purchase
and
Western Digital Corporation Investors Choice offers
you the ability to:
• Buy shares conveniently and economically
either by check or direct debit to your bank account.
• Invest amounts as low as $25 per month
through automatic electronic deductions from your checking or savings account.
• Sell or transfer shares of Western Digital
Corporation common stock held in your Plan account.
• Deposit some or all of your shares of
common stock of Western Digital Corporation currently held by you in stock
certificate form into your Plan account for safekeeping.
• Withdraw some or all of your shares and
receive a certificate at any time should you request.
• Complete all your share transactions,
including purchases, sales and requests for stock certificates, on the
Internet.
Plan Purpose
The purpose of the Plan is to provide shareholders and other interested
investors with a convenient and economical way of purchasing shares of common
stock of Western Digital Corporation.
American Stock Transfer & Trust Company (the “Plan Administrator”)
will administer the Plan, purchase and hold shares acquired for you under the
Plan, keep records, send statements of account activity and perform other
duties related to the Plan. Any person
is eligible to participate in the Plan by taking the steps described under How to get started and enroll on page
5.
KEY PLAN FEATURES SUMMARY
Enrollment
To participate in the Plan,
anyone may apply for enrollment by:
• Direct Purchase Online -
Logging on to www.InvestPower.com, selecting the Western Digital Corporation logo
and choosing “Invest Now”. Then enter
your bank account number and the bank’s
• Direct Purchase by Mail - Completing, signing and
returning an Enrollment Application with your check or money order of not less
than $250 if you are a new investor or $25 if you already have an account with
AST. The maximum amount of each of your
investments should not exceed $10,000.
There is a transaction fee of $2.50 for your purchase of Western Digital
Corporation stock and a per share broker commission fee of $.10 broker
commission.
Plan Account
• When you enroll in the Plan, an account will be opened in your
name and shares purchased will be held by the Plan Administrator in book-entry
form. You will receive periodic
statements instead of receiving stock certificates. You may request stock certificates for shares
held by the Plan Administrator in your account at any time, upon request and
without charge. There is a $15.00 fee
for terminations.
Additional Purchases
• You may desire to purchase additional shares of Western Digital
Corporation common stock through the Plan.
You may buy from $25 up to $10,000 of stock per transaction and as often
as daily. Purchases may be made online
or by mailing a check or money order to the Plan Administrator. You are also allowed to make automatic
monthly purchases for a constant dollar value by instructing the Plan
Administrator to electronically debit and transfer funds from your bank. There is a $2.50 transaction fee for each
purchase. Brokerage commission is $.10
per share purchased broker commission.
Selling shares from your
account
• You may instruct the Plan Administrator to sell shares held in
your Plan account at any time. Shares
will be sold at the then current market price.
A transaction fee of $15 plus brokerage commission of $.10 per share
will be automatically deducted from your proceeds when your payment check is
mailed.
Safekeeping of certificates
• You may mail your Western Digital Corporation stock
certificates to the Plan Administrator at any time for deposit to your Plan
account. The shares will be maintained
in book-entry form and held in your Plan account. You may request stock certificates at any
time for some or all of the shares held in your account. There is a fee of $7.50 for depositing your
certificates, unless you instruct the Adminis-trator to sell the shares, in which case the sales fee
only will be applied.
Transferring shares
• You may transfer or provide a stock gift to another person at
any time and without charge.
Statements and forms
• Each time a purchase is made for you, you will receive a
confirmation advice reflecting your purchase price and the number of shares
purchased for you. Shortly after the end
of each calendar quarter, a statement will be sent to you by the Plan
Administrator reflecting all transactions for the current calendar year. Each form you receive will contain a
tear-off stub that can be used for any future Plan transactions you may desire.
In addition, the Plan Administrator’s automated telephone system and
internet site can also accept your transaction instructions more conveniently
and faster than instructions sent by mail.
Contacting the Plan Administrator
for information
• Our Transfer Agent and Plan Administrator is American Stock Transfer & Trust Company. You can contact them the following ways:
Telephone: 1-888-200-3165 (toll
free)
Internet: WWW.INVESTPOWER.COM
Mail: American Stock Transfer & Trust Company
Attn: Dividend
Reinvestment Department
Wall Street
Station
Summary of Fees:
• Investors are responsible for the small fees described in
this booklet. The fees shown below will
apply to each transaction in your account.
Except as described in this prospectus, Western
Digital Corporation pays for all other costs of administering the Plan.
Purchases $2.50 per
transaction
Sale of Stock/Termination $15.00 per transaction
Safekeeping $7.50 per transaction
if without sale
Brokerage Commission $.10 per share on purchases and
sales
Please read this booklet in full as this segment is a summary and does
not contain all information.
HOW THE
PLAN WORKS
1. How to get started and
enroll:
a. To make an investment online, log on to www.InvestPower.com and
choose the Western Digital Corporation logo on the sidebar. Then select “Invest Now” and follow the
wizard, which will guide you through the six-step process. You will receive an e-mail confirming receipt
of your transaction as soon as you complete the wizard as well as an e-mail
within two business days confirming the number of shares purchased and their
price.
b. To invest by mail, simply fill out an Enrollment
Application which can be obtained by calling 1-888-200-3165 (toll free).
c. If you own Western Digital Corporation common stock and it is
held at a broker, bank, or trust company in a name other than yours, request
that entity to transfer at least one share of stock into your name. If you do not wish to transfer shares into
your name, you can still enroll and buy shares as instructed in "b"
above but will be subject to the $250 minimum initial purchase.
2. How do I purchase additional shares?:
• You can easily purchase additional shares of Western Digital
Corporation common stock at any time by making optional cash payments. Your optional cash payments, less applicable
service charges and brokerage commissions, are used to purchase shares of Western
Digital Corporation common stock in the open market for your account. Purchases will be made daily. The Plan Administrator may, at its
discretion, invest funds less frequently if the total amount to be invested is
low. However, funds will be invested no
later than five trading days after receipt.
No interest will be paid to investors on cash payments held by the Plan
Administrator pending investment.
• You can make an optional cash
investment when joining the Plan by enclosing a check or money order with your
Enrollment Application. Thereafter,
optional cash payments should be mailed
with the tear-off portion of your account statement or your purchase
transaction advice mailed to you after a purchase is completed by the Plan
Administrator. Optional cash payments may also be transacted online by
logging on to www.InvestPower.com and choosing “InvestPower
Account Holders”. Enter your ten digit
account number (provided to you in your account statement) and the last four
digits of your social security number.
You may then complete your optional cash investment confirmation in two
simple steps.
• For first-time investors (non-registered holders) the minimum
initial investment is $250. For existing
investors who have shares already registered in their name, the minimum
investment is $25. The maximum
investment for existing or new investors is $10,000 per investment.
• New investors may call the Plan Administrator for an Enrollment
Application to accompany their initial investment. The Enrollment Application may also be
downloaded from the Plan Administrator’s internet site and mailed or
transmitted to the Plan Administrator directly on the internet.
• You may authorize the Plan Administrator, on the enrollment application,
to make monthly purchases of a specified dollar amount, paid for by automatic
withdrawal from your bank account by electronic funds transfer. You may also sign up for monthly electronic
funds transfer by accessing the Plan Administrator’s internet site
WWW.INVESTPOWER.COM and following the simple instructions for a faster way to
invest. Funds will be withdrawn from
your bank account on the 10th day of each month
(or the next following day if the
10th is not a business day). All
purchases will apply the total funds toward shares as both full shares and
fractional shares to three decimal places will be credited to your Plan
account. To terminate monthly purchases
by automatic withdrawal, you must send the Plan Administrator written, signed instructions.
• If a check submitted is returned to the Plan Administrator as
"unpaid", the Plan Administrator will resell the shares just
purchased and liquidate additional shares, if necessary, to reimburse itself
for any fees or loss incurred when reselling the shares from your account.
3. How are my shares
purchased?
• The
Plan Administrator will apply cash payments from all participants and commingle
them to purchase shares in the open market.
The price per share cannot be determined prior to the purchase. Purchases may be made as often as daily,
depending on investment volume, at the discretion of the Plan Administrator.
4. What is the price I will
pay for shares?
• Since the Plan Administrator buys your shares in the open
market, the share price will be the average of all shares purchased for that
investment. The share price has the same
treatment whether purchasing for initial investors or purchasing for current
investors who send optional cash payments.
5. How do I keep track of
transactions in my account?
• Shortly after the end of each calendar quarter, a statement
will be sent to you by the Plan Administrator reflecting all transactions for
the current calendar year. In addition,
whenever there is a purchase in your account, an advice will be mailed to serve
as confirmation of purchase.
• You may also view your transaction history online by logging
into your account. Details available
online include share price, commission paid and transaction type and date.
• You can also call the Plan Administrator by dialing
1-888-200-3165 (toll free) and following the instruction of the automated
telephone system. You can also speak to
a customer service representative by calling the same number during normal
business hours Eastern time. Be sure to keep your Plan account statements
for your permanent records and to utilize the tear-off stub to initiate
transactions by mail if you prefer.
6. What is safekeeping of
certificates?
• If you already own shares of Western Digital Corporation in
stock certificate form, you may elect to deposit the shares represented by
those stock certificates into your Plan account for safekeeping with the Plan
Administrator. The Plan Administrator
will credit these shares to your Plan account in book-entry form. You may later request issuance of a
certificate from the Plan Administrator at any time.
• To deposit shares with the Plan Administrator, send the stock
certificates via registered mail and insure for 2% of the total value of the
shares to protect against loss in transit.
You must include a check for $7.50 payable to American Stock Transfer
& Trust Company each time you send shares for deposit.
• The fee of $7.50 for this service will be waived if you have
elected to deposit your shares and sell them at the same time through the
Plan. If you are not already in the
Plan, complete and sign an Enrollment Application to accompany the certificates
for safekeeping in the Plan.
7. How do I withdraw my
stock that is in my Plan account?
• You may request that the Plan Administrator issue a certificate
for some or all of the full shares held in your Plan account in one of three
ways:
a. Go to www.InvestPower.com and log into your account. You may withdraw shares in two easy steps.
b. Call the toll-free telephone number
supplied in this booklet to access the Administrator’s automated telephone
system with your withdrawal order.
c. Complete and sign the tear-off portion of
your account statement or purchase confirmation and mail the instructions to
the Plan Administrator. The Plan Administrator will issue a certificate in
the exact registration shown on your Plan statement unless otherwise
instructed. Certificates will be sent by
first class mail, generally within a few days after receiving your
request. There is no charge for this
service.
8. How do I transfer shares
to another person?
• Transfers can be made in book-entry form or a certificate will
be issued and sent to the new owner by first class mail. You can transfer to a person who already has
a Plan account, or you can set up a new Plan account if the person does not
have one. Follow the steps below to
complete your transaction.
• Call the Plan Administrator to request a Plan brochure and
Enrollment Application. Complete the
form providing the full registration name, address and social security number
of the new participant.
• The completed Enrollment Application should be sent along with
a written request indicating the number of shares (full and fractional if any)
which should be transferred to the new participant. All individuals in the current Plan account
must sign the instructions and their signatures must be guaranteed by a bank,
broker or financial institution that is a member of a Medallion Signature
Guarantee Program.
9. Can I sell shares in my account?
• You may instruct the Plan Administrator to sell any or all
shares held in your Plan account in one of three ways:
a. Go to www.InvestPower.com
and log into your account. You may sell
shares in two easy steps.
b.
Call the toll-free telephone
number supplied in this booklet to access the Administrator’s automated
telephone system with your sales order.
c. Complete and sign the
tear-off portion of your account statement or purchase confirmation and mail
the instructions to the Plan Administrator. If there is more than one individual owner
on the Plan account, all participants must sign the tear-off portion of the
account statement or purchase confirmation.
• As with purchases, the Plan Administrator aggregates all requests to sell shares and then sells the total share amount on the open market through a broker. Sales will be made no less than once a week and may be made as often as daily at the discretion of the Plan Administrator. The selling price will not be known until the sale is completed. The proceeds of the sale, less an administrative fee of $15 and brokerage commission of $.10 per share will be sent to you by check within four days following the sale.
• Participants should be aware that the price may fluctuate
during the period between a request for sale, its receipt by the Plan
Administrator and the ultimate sale on the open market. Instructions sent to the Plan Administrator
may not be rescinded.
10. How do
I close my account?
• You may withdraw from the Plan at any time using the tear-off stub at
the bottom of your statement or purchase confirmation. Upon termination, a
certificate for the full shares held in your Plan account will be issued and
any fractional share held in the Plan account will be sold. You will receive a check for the net proceeds
less a service fee of $15 and $.10 per share brokerage commission from the sale
of any fractional share. If the stock
sold is insufficient to cover the processing fee of $15, a check will not be
issued nor will you be billed for any additional fees.
• Alternatively, you may
direct the Plan Administrator to sell any or all of the shares in your
account. Follow the sales procedure
outlined in #9 above and the Plan Administrator will mail you a check for the
net proceeds and form 1099B for income tax purposes.
TECHNICAL INFORMATION ABOUT THE PLAN
Stock
Distributions:
• Any stock dividends,
distributions or stock split shares distributed on stock held by the Plan
Administrator for the participant in the Plan, will be credited directly into
the participant's account. For shares
held by the participant in stock certificate form, the Plan Administrator will
issue a stock certificate for any full shares due and a check for the value of
any fractional share interest.
Voting:
• Plan participants will vote
all stock (full and fractional) held in their Plan account. Each participant will receive a Notice of
Annual Meeting, a Proxy Statement, a proxy voting card and the Company's Annual
Report. Shares of stock will not be
voted if a properly executed proxy voting card is not returned.
Other
Terms:
• Western Digital Corporation
will reimburse the Plan Administrator for the printing and mailing of the booklets
and Enrollment Applications as well as telephone expenses associated with Plan
inquiries. Fees and expenses normally
associated with transfer agent functions will also be paid by Western Digital
Corporation.
• The Plan Administrator will
not be liable for any act performed in good faith or for any good faith
omission to act, including, without limitations, any claim of liability arising
out of (i) failure to terminate a participant's
account, sell stock held in the Plan, or invest optional cash payments without
receipt of proper documentation and instructions; (ii) with respect to the
prices at which stock is purchased or sold for the participant's account and
the time such purchases or sales are made, including price fluctuations in
market value after purchases or sales.
• If the total number of
shares in the participant's account is less than (1) share,
any remaining fraction will be sold and the account closed. See above Section on the sale of shares for
applicable fees and commissions associated with selling of shares.
• The Plan Administrator
reserves the right to modify the Plan, including the right to terminate the
Plan upon notice to Plan participants.
In addition, the Plan Administrator reserves the right to interpret and
regulate the Plan as it deems necessary or desirable in connection with its
operation.
• The Plan is not for use by
institutional investors or financial intermediaries. The Plan shall be governed by and construed
in accordance with the laws of the State of
Changes in
the Plan:
• Western Digital Corporation
may change the terms of this Plan, including applicable fees, or terminate the
Plan at any time. We will mail you a
supplemental or revised booklet before any material changes in the Plan are
effective.
Additional Information about Western Digital
Corporation:
Corporate Offices
Western Digital Corporation
1-800-695-6399
www.wdc.com
The common stock of Western Digital
Corporation trades on the NYSE stock market under the symbol - WDC.
HOW TO CONTACT
THE PLAN ADMINISTRATOR:
Telephone: 1-888-200-3165
(toll free)
Internet: WWW.INVESTPOWER.COM
Mail: American
Stock Transfer & Trust Company
Wall Street
Station