David A. Duffield - Dec 15, 2022 Form 4 Insider Report for Workday, Inc. (WDAY)

Role
10%+ Owner
Signature
/s/ Juliana Capata, attorney-in-fact
Stock symbol
WDAY
Transactions as of
Dec 15, 2022
Transactions value $
-$17,972,720
Form type
4
Date filed
12/19/2022, 03:22 PM
Previous filing
Dec 5, 2022
Next filing
Jun 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WDAY Class A Common Stock Sale -$8.62M -49.3K -11.53% $174.80 378K Dec 15, 2022 Dave and Cheryl Duffield Foundation F1, F2
transaction WDAY Class A Common Stock Sale -$7.15M -40.7K -10.77% $175.60 337K Dec 15, 2022 Dave and Cheryl Duffield Foundation F1, F3
transaction WDAY Class A Common Stock Sale -$1.95M -11.1K -3.28% $176.54 326K Dec 15, 2022 Dave and Cheryl Duffield Foundation F1, F4
transaction WDAY Class A Common Stock Sale -$249K -1.4K -0.43% $177.63 325K Dec 15, 2022 Dave and Cheryl Duffield Foundation F1, F5
holding WDAY Class A Common Stock 103K Dec 15, 2022 Direct F6

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
holding WDAY Class B Common Stock 45.4M Dec 15, 2022 Class A Common Stock 45.4M Direct F7, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-l trading plan previously adopted by the Dave & Cheryl Duffield Foundation.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $174.23 to $175.2299, 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.
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 $175.23 to $176.2299, 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 $176.23 to $177.2299, 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 $177.29 to $178.2899, 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 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.
F7 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.
F8 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.
F9 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.