Stephen H. Holdridge - 04 Feb 2026 Form 4 Insider Report for Dayforce, Inc. (DAY)

Reporting relationship: President, COO
Issuer ticker: DAY
Reported as of: 04 Feb 2026
Net transaction value: -$4,139,170
SEC form: 4
Accepted by SEC: 04 Feb 2026, 12:40:19 UTC
Prior SEC filing: 02 Dec 2025
Source filing: View source filing
Reporting owner signature: /s/ William E. McDonald, attorney-in-fact

Key filing fact

Stephen H. Holdridge filed Form 4 for Dayforce, Inc. (DAY) on 04 Feb 2026.

Key facts

This page summarizes Stephen H. Holdridge's Form 4 filing for Dayforce, Inc. (DAY).
9 reported transactions and 7 derivative rows are listed below.
Accepted by SEC: 04 Feb 2026, 12:40.

Change

Previous filing in this sequence was filed on 02 Dec 2025.
Current net transaction value: -$4,139,170.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001722522 Primary reporting owner

Holdridge Stephen H.

Relationship: President, COO
Address: C/O DAYFORCE, INC., 3311 EAST OLD SHAKOPEE ROAD, MINNEAPOLIS
Signature: /s/ William E. McDonald, attorney-in-fact
Signature date: 04 Feb 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

DAY transaction

Common Stock

Disposed to Issuer

Transaction value: $4,139,170
Shares: -59,131
Change %: -100%
Price: $70.00
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Footnotes: F1, F2

DAY transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -117,683
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Footnotes: F1, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

DAY transaction Derivative

Options (Right to Purchase)

Disposed to Issuer

Transaction value
Shares: -65,547
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 65,547
Exercise price: $70.73
Footnotes: F1, F4

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -9,141
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,141
Exercise price
Footnotes: F1, F5

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -8,227
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 8,227
Exercise price
Footnotes: F1, F5

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -24,420
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 24,420
Exercise price
Footnotes: F1, F5

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -3,663
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,663
Exercise price
Footnotes: F1, F5

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -66,398
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 66,398
Exercise price
Footnotes: F1, F5

DAY transaction Derivative

Performance Units

Disposed to Issuer

Transaction value
Shares: -6,989
Change %: -100%
Price
Shares after: 0
Date: 04 Feb 2026
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,989
Exercise price
Footnotes: F1, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Stephen H. Holdridge is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

The securities were disposed of in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger dated as of August 20, 2025 (the "Merger Agreement"), by and among Dayforce, Inc. ("Issuer"), Dayforce Bidco, LLC (formerly known as Dawn Bidco, LLC) ("Parent"), and Dawn Acquisition Merger Sub, Inc., a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into Issuer on February 4, 2026, with Issuer continuing after the merger as a wholly owned subsidiary of Parent (the effective time of such merger, the "Effective Time").

Footnote F2

Pursuant to the Merger Agreement, at the Effective Time, each issued and outstanding share of common stock of the Issuer ("Common Stock") was canceled and converted automatically into the right to receive an amount in cash equal to $70.00 per share of Common Stock (the "Merger Consideration").

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit ("RSU") that was unvested immediately prior to the Effective Time was canceled and replaced with the right to receive an amount in cash equal to the number of shares subject to the unvested RSUs multiplied by the Merger Consideration (the "Cash Replacement RSU Amounts"). Each Cash Replacement RSU Amount will be subject, with certain exceptions, to the same vesting terms and conditions as applied to the replaced unvested RSU.

Footnote F4

Pursuant to the Merger Agreement, each vested stock option with a per share price that was equal to or greater than the Merger Consideration, as of the Effective Time, was canceled for no consideration.

Footnote F5

Pursuant to the Merger Agreement, at the Effective Time, each outstanding performance stock unit ("PSU") award that was unvested immediately prior to the Effective Time was canceled and replaced with the right to receive an amount in cash equal to the number of shares subject to the unvested PSUs (with such number of shares determined assuming achievement of applicable performance metrics at 100% of target performance levels) multiplied by the Merger Consideration (the "Cash Replacement PSU Amounts"). Each Cash Replacement PSU Amount will be subject, with certain exceptions, to the same vesting terms and conditions as applied to the replaced unvested PSU.

SEC remarks

For Stephen Holdridge, pursuant to the Power of Attorney previously filed.