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3355 Michelson Drive, Suite 100
Irvine, California 92612
PROXY STATEMENT
ANNUAL MEETING OF STOCKHOLDERS
November 8, 2012
Our Board of Directors is soliciting your proxy for the 2012 Annual Meeting of Stockholders to be held at
8:00 a.m., local time, on November 8, 2012 at 3333 Michelson Drive, Irvine, California 92612, and at any and all
adjournments or postponements of the Annual Meeting, for the purposes set forth in the "Notice of Annual
Meeting of Stockholders."
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON NOVEMBER 8, 2012
This Proxy Statement and our 2012 Annual Report for the fiscal year ended June 29, 2012 are available on
the Internet at www.proxyvote.com. These materials are also available on our corporate website at
investor.wdc.com. The other information on our corporate website does not constitute part of this Proxy
Statement.
QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND THE ANNUAL MEETING
Q: Why did I receive a Notice of Internet Availability of Proxy Materials in the mail instead of a full set of
proxy materials?
Again this year, we are pleased to be using the Securities and Exchange Commission rule that allows
companies to furnish their proxy materials over the Internet. As a result, we are mailing to most of our
stockholders a "Notice of Internet Availability of Proxy Materials," or Notice, instead of a printed copy of
this Proxy Statement and our Annual Report for the fiscal year ended June 29, 2012. The Notice contains
instructions on how stockholders can access those documents over the Internet and vote their shares. The
Notice also contains instructions on how each of those stockholders can receive a printed copy of our proxy
materials, including this Proxy Statement, our 2012 Annual Report and a proxy card or voting instruction
form. All stockholders who do not receive a Notice will receive a printed copy of the proxy materials by
mail. We believe this process will expedite stockholders' receipt of proxy materials, lower the costs of our
Annual Meeting and conserve natural resources.
We are first mailing the Notice to our stockholders on or about September 27, 2012. For stockholders who
have affirmatively requested printed copies of proxy materials, we intend to first mail printed copies of this
Proxy Statement, the accompanying proxy card or voting instruction form and our 2012 Annual Report on or
about September 27, 2012.
Q: What information is contained in these materials?
The information included in this Proxy Statement relates to the proposals to be voted on at the Annual
Meeting, the voting process, the compensation of directors and our most highly compensated executive
officers, corporate governance and information on our Board of Directors, and certain other required
information. Our 2012 Annual Report, which includes our audited consolidated financial statements, has also
been made available to you.