SanDisk 2013 Annual Report Download - page 68

The following table sets forth certain information about entities of which the Company is aware, based
solely on filings made with the SEC, to be beneficial owners of 5% or more of the Common Stock based on
226,409,059 shares of Common Stock outstanding as of March 3, 2014:
Beneficial Ownership
Number of Percentage
Name or Group of Beneficial Owners Shares Owned
BlackRock, Inc.(1) ................................................. 12,512,520 5.5%
40 East 52nd Street
New York, New York 10022
The Vanguard Group, Inc.(2) .......................................... 15,463,205 6.8%
100 Vanguard Blvd.
Malvern, Pennsylvania 19355
Clearbridge Investments, LLC(3) ....................................... 12,415,581 5.5%
620 8th Avenue
New York, New York 10018
(1) Number of shares beneficially owned is reported as of December 31, 2013 and based on the Schedule 13G/A filed
by BlackRock, Inc. on February 10, 2014 with the SEC. BlackRock’s Schedule 13G/A disclosed that it has the sole
dispositive power with respect to 12,512,520 shares of Common Stock and sole voting power with respect to
10,434,602 shares of Common Stock.
(2) Number of shares beneficially owned is reported as of December 31, 2013 and based on the Schedule 13G/A filed
by The Vanguard Group, Inc. on February 12, 2014 with the SEC. The Vanguard Group’s Schedule 13G/A
disclosed that it has the sole voting power with respect to 379,933 shares of Common Stock, sole dispositive
power with respect to 15,116,772 shares of Common Stock and shared dispositive power with respect to 346,433
shares of Common Stock.
(3) Number of shares beneficially owned is reported as of December 31, 2013 and based on the Schedule 13G filed
by Clearbridge Investments, LLC on February 14, 2014 with the SEC. Clearbridge Investments, LLC’s
Schedule 13G disclosed that it has sole dispositive power with respect to 12,415,581 shares of Common Stock and
sole voting power with respect to 12,139,450 shares of Common Stock.
COMPLIANCE WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934
Section 16(a) of the Exchange Act, requires the Company’s Directors, executive officers and persons
who own more than 10% of a registered class of the Company’s equity securities, to file initial reports of
ownership and reports of changes in ownership of Common Stock and other equity securities of the
Company with the SEC. Officers, Directors and stockholders holding more than 10% of the outstanding
capital stock of the Company are required by SEC regulations to furnish the Company with copies of all
Section 16(a) reports they file.
The Company reviewed copies of reports filed pursuant to Section 16(a) of the Exchange Act and
written representations from reporting persons that all reportable transactions were reported. Based solely
on that review, the Company believes that during the fiscal year ended December 29, 2013 all required
filings were timely made in accordance with the Exchange Act’s requirements.
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