Sandisk launches $3.1 billion secondary stock offering by Western Digital

February 17, 2026 4:45 PM EST

Sandisk Corporation (NASDAQ: SNDK) announced the launch of a secondary public offering of $3.09 billion worth of common stock currently owned by Western Digital Corporation, its former parent company.



Sandisk will not sell any shares in the offering and will not receive proceeds from the transaction. Western Digital is expected to exchange the Sandisk shares for certain debt held by affiliates of J.P. Morgan Securities LLC and BofA Securities before the offering closes.



Following the debt-for-equity exchange, the affiliates will deliver the shares to J.P. Morgan Securities LLC and BofA Securities, which will serve as selling stockholders in the offering. The selling stockholders intend to sell the shares to underwriters.



J.P. Morgan Securities LLC and BofA Securities are acting as joint lead book-runners and representatives of the underwriters for the offering.



The offering is being conducted under Sandisk's effective shelf registration statement on Form S-3 filed with the Securities and Exchange Commission, along with a prospectus supplement.



Sandisk develops, manufactures and provides data storage devices and solutions based on NAND flash technology. The company's portfolio includes solid-state drives, embedded products, removable cards, USB drives and semiconductor components for applications ranging from consumer devices to enterprise datacenters.


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