New York, Feb 18, 2026, 17:58 EST — After the bell
- Western Digital shares stayed up late, following Sandisk’s pricing of a secondary offering tied to a debt swap.
- The move would wipe out roughly $3.1 billion in Western Digital loans, but neither side gets fresh cash from the deal.
- Investors have their eyes on the Feb. 19 closing date for the offering, while also tracking what Western Digital plans to do with the rest of its Sandisk stake.
Western Digital Corporation (WDC.O) climbed in after-hours trade Wednesday. Sandisk’s secondary share offering—part of a debt-for-equity swap—will trim over $3 billion from Western Digital’s borrowings.
This comes into play now as the company is retiring a $1.5 billion term loan due in March—a deadline that’s front and center for both lenders and equity holders.
In a secondary offering, only current shares change hands—there’s no new stock coming to market. Then there’s a debt-for-equity swap: lenders accept shares, not cash, reducing debt. But that move can still leave lingering stock overhang for sellers.
Sandisk is offloading 5,821,135 shares at $545 each, valuing the deal around $3.17 billion—a 7.7% markdown from where Sandisk closed on Feb. 17. Western Digital, according to the filing, will swap those shares in exchange for $1.586 billion in term A‑3 loans and $1.5 billion in term loans from J.P. Morgan Securities and BofA Securities affiliates. There’s no cash heading to Sandisk or Western Digital from this offering. 1
Western Digital climbed roughly 4.4% to $296.56 late, pulling back from an earlier peak at $309.85. Sandisk picked up 1.6%. Seagate Technology added about 1.9%, and Micron Technology advanced 5.3%.
Western Digital triggered a forced conversion of its Series A convertible preferred stock into common shares on Feb. 17, according to a filing, after the stock price hit the required threshold in the terms. The action simplifies the company’s capital structure, but it does swell the number of common shares outstanding. 2
Western Digital has worked to keep attention on its mainstay hard-disk drive business since spinning off its flash division last year. Back in late January, CEO Irving Tan talked about “disciplined execution to meet demand in the AI-driven data economy,” and CFO Kris Sennesael flagged “strong revenue growth” coming from higher-capacity drives and robust data-center demand. 3
The Sandisk sale is going off at a discount, moving a hefty chunk of shares into the hands of financial firms that might not be keen to hold them. Should more Sandisk stock hit the market soon—including whatever Western Digital still owns—both stocks could take a hit, particularly if storage demand falters.
Thursday’s offering is set to close, and traders are eyeing whether the debt-for-equity swap wraps up on time. Next up: how Western Digital manages the March term-loan deadline, along with any further sales of its leftover Sandisk stake.
