Aneel Bhusri - Apr 25, 2023 Form 4 Insider Report for Workday, Inc. (WDAY)

Role: Co-CEO, Director
Signature: /s/ Juliana Capata, attorney-in-fact
Stock symbol: WDAY
Transactions as of: Apr 25, 2023
Transactions value $: $0
Form type: 4
Date filed: 4/27/2023, 05:10 PM
Previous filing: Apr 7, 2023
Next filing: Jul 7, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WDAY	Class A Common Stock	Award	$0	+154K	+38.06%	$0.00	558K	Apr 25, 2023	Direct	F1

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						5K	Apr 25, 2023	Class A Common Stock	5K		By Minor Child	F2, F3
holding	WDAY	Class B Common Stock						8.13M	Apr 25, 2023	Class A Common Stock	8.13M		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 231,288 restricted stock units (RSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement, including 153,774 RSUs with a grant date of April 25, 2023, which will vest as to 25% of the underlying shares on April 5, 2024 and then quarterly thereafter. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates.
F2	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 (9) 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.
F3	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.