Western Digital stock rises as Sandisk prices $545 share sale that wipes $3.1B of WDC debt

February 19, 2026
Western Digital stock rises as Sandisk prices $545 share sale that wipes $3.1B of WDC debt

New York, Feb 18, 2026, 17:58 EST — After-hours

  • Western Digital shares held higher in late trading after Sandisk priced a secondary offering linked to a debt swap
  • The deal would retire about $3.1 billion of Western Digital loans without bringing cash to either company
  • Investors are watching the offering’s expected Feb. 19 close and Western Digital’s next moves on its remaining Sandisk stake

Western Digital Corporation (WDC.O) shares rose in after-hours trading on Wednesday after Sandisk priced a secondary share offering tied to a debt-for-equity swap that would cut Western Digital’s borrowings by more than $3 billion.

It matters now because the debt being retired includes a $1.5 billion term loan that matures in March, a near-term marker for lenders and equity holders alike.

A secondary offering means existing shares are sold — no new stock is issued. A debt-for-equity exchange is simpler: creditors take stock instead of cash, which cuts debt but can keep a selling overhang in the market.

Sandisk said 5,821,135 shares will be sold at $545 apiece, implying a deal size of about $3.17 billion and a roughly 7.7% discount to Sandisk’s Feb. 17 close. Western Digital expects to exchange those shares for $1.586 billion of term A‑3 loans and $1.5 billion of term loans held by affiliates of J.P. Morgan Securities and BofA Securities, the filing showed; Sandisk and Western Digital will not receive any proceeds from the offering. (SEC)

Western Digital was last up about 4.4% at $296.56 in late trading, after earlier touching an intraday high of $309.85. Sandisk was up about 1.6%, while Seagate Technology gained about 1.9% and Micron Technology rose about 5.3%.

Separately, a filing showed Western Digital on Feb. 17 forced the conversion of its Series A convertible preferred stock into common shares after its stock met a price trigger set in the securities’ terms. The move streamlines the capital structure, though conversions can lift the common share count. (SEC)

Western Digital has been trying to keep the story on its core hard-disk drive business since it spun off its flash unit last year. At its last results in late January, CEO Irving Tan said the company was seeing “disciplined execution to meet demand in the AI-driven data economy,” while CFO Kris Sennesael pointed to “strong revenue growth” driven by data-center demand and higher-capacity drives. (Western Digital)

But the Sandisk sale is priced at a discount, and it shifts a large block of stock to financial firms that may not want to sit on it. If more Sandisk shares come to market quickly — including Western Digital’s remaining stake — it could weigh on both names, especially if storage demand cools.

Traders will watch Thursday’s expected close of the offering and whether the debt-for-equity exchange settles on schedule. After that, focus moves to Western Digital’s handling of the March term-loan maturity and any follow-on disposals of its remaining Sandisk shares.