David A. Duffield - Jun 1, 2021 Form 4/A - Amendment Insider Report for Workday, Inc. (WDAY)

Signature
/s/ Juliana Capata, attorney-in-fact
Stock symbol
WDAY
Transactions as of
Jun 1, 2021
Transactions value $
-$75,010,453
Form type
4/A - Amendment
Date filed
6/10/2021, 07:41 PM
Date Of Original Report
Jun 3, 2021
Next filing
Jun 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WDAY Class A Common Stock Conversion of derivative security $0 +331K +321.53% $0.00 434K Jun 1, 2021 Direct F1
transaction WDAY Class A Common Stock Sale -$5.22M -23.2K -5.34% $225.19 411K Jun 1, 2021 Direct F1, F2, F3
transaction WDAY Class A Common Stock Sale -$44.5M -197K -47.82% $226.29 214K Jun 1, 2021 Direct F1, F2, F4
transaction WDAY Class A Common Stock Sale -$23M -102K -47.33% $227.01 113K Jun 1, 2021 Direct F1, F2, F5
transaction WDAY Class A Common Stock Sale -$1.45M -6.37K -5.64% $228.05 107K Jun 1, 2021 Direct F1, F2, F6
transaction WDAY Class A Common Stock Sale -$825K -3.6K -3.38% $229.08 103K Jun 1, 2021 Direct F1, F2, F7
holding WDAY Class A Common Stock 327K Jun 1, 2021 Dave and Cheryl Duffield Foundation

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction WDAY Class B Common Stock Conversion of derivative security $0 -331K -0.68% $0.00 48.2M Jun 1, 2021 Class A Common Stock 331K Direct F1, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $224.6700 to $225.6699, 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.
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 $225.6800 to $226.6799, 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.
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 $226.6800 to $227.6799, 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.
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 $227.7100 to $228.7099, 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.
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 $228.8600 to $229.8599, 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.
F8 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.
F9 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.

Remarks:

This Form 4 is amended to reflect the conversion of 331,170 shares of Class B Common Stock in Table II that was inadvertently omitted from the original Form 4 filed on June 3, 2021 and to correct the total securities owned following the reported transaction in Table II from 48,217,729 to 48,197,729.