| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DAY | Common Stock | Tax liability | -$569K | -11K | -10.91% | $51.53* | 90.2K | Jun 9, 2024 | Direct | F1, F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | DAY | Performance Units | 1.21K | Jun 9, 2024 | Common Stock | 1.21K | Direct | F3 | ||||||
| holding | DAY | Performance Units | 22K | Jun 9, 2024 | Common Stock | 22K | Direct | F4 | ||||||
| holding | DAY | Performance Units | 14.7K | Jun 9, 2024 | Common Stock | 14.7K | Direct | F5 | ||||||
| holding | DAY | Performance Units | 7.33K | Jun 9, 2024 | Common Stock | 7.33K | Direct | F6 |
| Id | Content |
|---|---|
| F1 | In connection with the vesting of 26,271 shares of common stock ("Common Stock") of Dayforce, Inc. (the "Company") on June 9, 2024, subject to a restricted stock unit ("RSU") award granted on June 9, 2023, 11,047 shares of Common Stock were forfeited to pay withholding taxes as required pursuant to the terms of the RSU award agreement and 15,224 shares of Common Stock were issued to the reporting person. |
| F2 | Includes: (i) 15,713 shares of Common Stock, of which 247 were acquired under the Dayforce, Inc. Global Employee Stock Purchase Plan on March 31, 2024; (ii) 52,543 shares of Common Stock that are issuable pursuant to RSUs, granted on June 9, 2023, of which 26,271 shares vest on June 9, 2025 and 26,272 shares vest on June 9, 2026; and (iii) 21,978 shares of Common Stock issuable pursuant to RSUs, granted on March 1, 2024, of which 7,326 shares vest on each of March 1, 2025, March 1, 2026, and March 1, 2027. |
| F3 | Each PSU represents a contingent right to receive shares of Common Stock based upon the degree to which one or more of the performance metrics under the Company's 2024 Management Incentive Plan ("2024 MIP") are satisfied. The number of PSUs reported in Table II reflects achievement at the target level of performance under the 2024 MIP. Based on actual results during the fiscal year ended December 31, 2024, the aggregate number of shares of Common Stock issued may range from zero shares to 167% of the target number of shares reported in Table II. The PSUs will only vest upon the later of (i) the date the Compensation Committee or the Board of Directors of the Company certify that one or more of the performance metrics have been met under the 2024 MIP for the individual and (ii) the one-year anniversary of the date of grant. |
| F4 | Each PSU represents a contingent right to receive shares of Common Stock based upon the degree to which one or more of the performance metrics contained in the PSU award agreement ("PSU Agreement") are satisfied annually over a three-year period. The number of PSUs reported in Table II reflects achievement at the target level of performance under the PSU Agreement. Based on actual results during each of the preceding periods beginning on January 1 and ending December 31, the aggregate number of shares of Common Stock issued may range from zero shares to 167% of the target number of shares reported in Table II. The PSUs will only vest if the achievement of one or more of the annual performance metrics under the PSU Agreement is certified to have been met by the Compensation Committee or the Board of Directors of the Company for the prior period, and then any such certified amount will vest on the anniversary of the date of grant. |
| F5 | Each PSU represents a contingent right to receive shares of Common Stock based upon the degree to which the performance metric contained in the PSU Agreement is satisfied. The number of PSUs reported in Table II reflects achievement at the target level of performance under the PSU Agreement. Based on actual results during the fiscal year ended December 31, 2024, the aggregate number of shares of Common Stock issued may range from zero shares to 200% of the target number of shares reported in Table II. The PSUs will only vest if the achievement of the performance metric under the PSU Agreement is certified to have been met by the Compensation Committee or the Board of Directors of the Company, and then any such certified amount will vest one-third on each anniversary of the date of grant. |
| F6 | Each PSU represents a contingent right to receive shares of Common Stock based upon the degree to which the performance metric contained in the PSU Agreement is satisfied. The number of PSUs reported in Table II reflects achievement at the target level of performance under the PSU Agreement. Based on actual results during the fiscal year ended December 31, 2024, the aggregate number of shares of Common Stock issued may range from zero shares to 110% of the target number of shares reported in Table II. The PSUs will only vest upon the later of (i) the date the Compensation Committee or the Board of Directors of the Company certify that the performance metric has been met under the PSU Agreement and (ii) the one-year anniversary of the date of grant. |
For Samer Alkharrat, pursuant to the Power of Attorney previously filed.