Form 4 for WDAY Workday, Inc.
Accepted 2022-04-05 00:00:00 ET · period of report 2022-04-01 · accession 0001104659-22-042966 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2022-04-05 | 2022-04-01 | WDAY | DUFFIELD DAVID A | 10% | C - Cnv Deriv | $0.00 | +209.7K | 314.1K | +201% | $0 |
| DM | 2022-04-05 | 2022-04-01 | WDAY | DUFFIELD DAVID A | 10% | S - Sale | $238.52 | -209.7K | 104.4K | -67% | -$50.01M |
| D | 2022-04-05 | 2022-04-01 | WDAY | DUFFIELD DAVID A | 10% | C - Cnv Deriv | $0.00 | -209.7K | 45.72M | -0.5% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2022-04-01 | C | A | 209,657 | $0.00 | 314,052 | D | — | — | (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 2 | Common | Class A Common Stock | 2022-04-01 | S | D | 25,221 | $236.19 | 288,831 | D | — | — | (F4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $235.62 to $236.6199, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 3 | Common | Class A Common Stock | 2022-04-01 | S | D | 60,897 | $237.20 | 227,934 | D | — | — | (F5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $236.70 to $237.6999, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 4 | Common | Class A Common Stock | 2022-04-01 | S | D | 35,141 | $238.20 | 192,793 | D | — | — | (F6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $237.70 to $238.6999, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 5 | Common | Class A Common Stock | 2022-04-01 | S | D | 25,977 | $239.12 | 166,816 | D | — | — | (F7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $238.70 to $239.6999, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 6 | Common | Class A Common Stock | 2022-04-01 | S | D | 37,360 | $240.25 | 129,456 | D | — | — | (F8) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $239.72 to $240.7199, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 7 | Common | Class A Common Stock | 2022-04-01 | S | D | 21,330 | $241.20 | 108,126 | D | — | — | (F9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $240.72 to $241.7199, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 8 | Common | Class A Common Stock | 2022-04-01 | S | D | 3,731 | $241.86 | 104,395 | D | — | — | (F10) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $241.73 to $242.7299, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4. (F1) Includes 1,398 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates. (F2) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary, other than the shares underlying the RSUs described in Footnote 1. |
| 9 | Derivative | Class B Common Stock | 2022-04-01 | C | D | 209,657 | $0.00 | 45,719,856 | D | — · — to — | 209,657 Class A Common Stock | (F13) The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary. (F12) All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of Class B Common Stock, (b) the date when the number of outstanding shares of Class B Common Stock represents less than 9% of all outstanding shares of Class A and Class B Common Stock, (c) October 11, 2032 or (d) nine months after the death of the later to die of David A. Duffield and Aneel Bhusri. The shares of Class A and Class B Common Stock have no expiration date. (F11) Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation in effect as of the date hereof. The shares of Class B Common Stock have no expiration date. |