Seagate Technology Holdings PLC Ordinary Shares (Ireland)STX

Digital transformation and innovation · Technology obsolescence and evolution

The markets for our data storage products are characterized by technological change, which is driven in part by the adoption of new industry standards. These standards provide mechanisms to ensure technology component interoperability but they also hinder our ability to innovate or differentiate our products.

Capital structure and performance · Dividend policy and capital allocation

Any decision to reduce or discontinue the payment of cash dividends to our shareholders or the repurchase of our ordinary shares pursuant to our previously announced share repurchase program could cause the market price of our ordinary shares to decline significantly.

Credit and liquidity · Banking relationships and credit facilities

Our customers could have reduced access to working capital due to global economic conditions, high interest rates, reduced bank lending resulting from contractions in the money supply or the deterioration in the customer's, or their bank's financial condition or the inability to access other financing.

Market and investment · Market volatility and economic cycles

We experience seasonal declines in the sales of our consumer products during the second half of our fiscal year which may adversely affect our results of operations. Sales of our consumer products tend to be seasonal, and therefore, we expect to continue to experience seasonality in our business.

Core operations · Operational disruption and business continuity

Our business operations are also subject to interruption by natural disasters such as floods and earthquakes, fires, power or water shortages, terrorist attacks, other hostile acts, labor disputes, political unrest, public health issues and related mitigation actions, and other events beyond our control.

Natural and catastrophic events · Climate change and environmental impact

The impact of climate change may increase these risks due to changes in weather patterns, such as increases in storm intensity, sea-level rise and temperature extremes in areas where we or our suppliers and customers conduct business. We have a number of our employees located in regions known for seismic activity, wildfires and drought conditions.

Economic and market conditions · Consumer spending and confidence

Macroeconomic developments including new and increased tariffs, trade disputes, sanctions, adverse economic conditions worldwide, government efforts to stimulate or stabilize economies, geopolitical instability and international conflicts have and may continue to adversely impact our business and contribute to global or regional economic slowdowns, reduced enterprise and consumer spending.

Geopolitical and trade · Political instability and government changes

The effect of geopolitical uncertainties, political unrest, war, terrorism, natural disasters, public health issues and other circumstances, on national and/or international commerce and on the global economy, could materially and adversely affect our results of operations and financial condition.

Natural and catastrophic events · Force majeure and business interruption

Our business operations are also subject to interruption by natural disasters such as floods and earthquakes, fires, power or water shortages, terrorist attacks, other hostile acts, labor disputes, political unrest, public health issues and related mitigation actions, and other events beyond our control.

Geopolitical and trade · Regulatory and policy uncertainty

Although we have controls and procedures designed to ensure compliance with all applicable regulations and orders, we cannot predict whether changes in laws or regulations by the United States, China or another jurisdiction will affect our ability to sell our products and services to existing or new customers.

Legal and litigation · Product liability and warranty claims

Defects in our products could also result in legal actions by our customers for breach of warranty, property damage, injury or death. Such legal actions including, but not limited to, product liability claims could exceed the level of insurance coverage that we have obtained.

Market position and competition · Industry consolidation and market concentration

Our industry has experienced consolidation and may continue to consolidate. Consolidation may result in new or stronger competitors, and favorable market conditions, technological developments or sustained increases in pricing or profitability may also encourage new market entrants.

Innovation and product development · Time to market and commercialization risks

Historically, our results of operations have substantially depended upon our ability to be among the first-to-market with new data storage product offerings. We have faced and may continue to face technological, operational and financial challenges in developing new products or improvements to existing products.

Strategic execution · Strategic transformation and turnaround risks

If we do not adequately control our costs or if any cost reduction activities that we undertake do not deliver the results we expect, we will not be able to compete effectively and our financial condition may be adversely impacted. In the past, we have engaged in restructuring activities with a view toward reducing costs.

Innovation and product development · Product development and randd investment risks

Our ability to increase our revenue and maintain our market share depends on our ability to successfully introduce and achieve market acceptance of new products on a timely basis. If our products do not keep pace with customer requirements, our results of operations will be adversely affected.

Customer and revenue · Customer concentration and key customer dependence

A limited number of our key customers account for a significant portion of our revenue, and we have been, and may in the future be, adversely affected by reduced, delayed, loss of or canceled purchases by one or more of them, including large hyperscale data center companies and CSPs. In fiscal year 2026, one customer accounted for approximately 14% of our consolidated revenue.

Market position and competition · Pricing pressure and margin compression

Furthermore, to the extent that there is consolidation among our customer base, or when supply exceeds demand in our industry, our customers may be able to command increased leverage in negotiating prices and other terms of sale, causing price erosion that could adversely affect our profitability.

Customer and revenue · Revenue concentration in specific products or segments

Our results of operations are highly dependent on cloud, enterprise and consumer spending and the resulting demand for our products. Reduced demand, particularly from our key cloud and enterprise customers as a result of a significant change in macroeconomic conditions or other factors, may result in a significant reduction or cancellation of their purchases from us.

Market position and competition · Market cyclicality and demand volatility

Demand for our products may fluctuate significantly and can be difficult to predict due to changes in customer inventory levels, technology transitions, cloud capital spending, the timing of hyperscale deployments, our customers' capital expenditure budgets and the pace of their AI-related infrastructure investments.

Customer and revenue · Changing customer preferences and behavior

Changes in demand for computer systems, data storage subsystems and consumer electronic devices have previously caused, and may in the future cause, a decline in demand for our products. Our sales to consumer and client-centric markets remain an important part of our business, and these markets have been adversely affected by announcements or introductions of major new operating systems or semiconductor improvements or shifts in customer preferences.