Filing Details

Accession Number:
0001209191-15-082121
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-11-24 21:10:31
Reporting Period:
2015-11-23
Filing Date:
2015-11-24
Accepted Time:
2015-11-24 21:10:31
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1327811 Workday Inc. WDAY Services-Computer Processing & Data Preparation (7374) 202480422
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1196579 Aneel Bhusri C/O Workday, Inc.
6230 Stoneridge Mall Road
Pleasanton CA 94588
Chief Executive Officer Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2015-11-23 50,000 $1.30 384,711 No 4 M Direct
Class A Common Stock Disposition 2015-11-23 28,456 $80.61 356,255 No 4 S Direct
Class A Common Stock Disposition 2015-11-23 21,544 $81.55 334,711 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Non-Plan Stock Option (Right to Buy) Disposition 2015-11-23 50,000 $1.30 50,000 $1.30
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
2,928,356 2020-11-03 No 4 M Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Class B Common Stock $0.00 8,126,443 8,126,443 Direct
Class A Common Stock Class B Common Stock $0.00 5,000 5,000 Indirect
Expiration Date Amount Remaning Holdings Nature of Ownership
8,126,443 8,126,443 Direct
5,000 5,000 Indirect
Footnotes
  1. Includes 326,607 restricted stock units (RSUs) that entitle the Reporting Person to receive one share of Class A Common Stock per unit upon settlement, which will take place within 30 days of vesting, of which i) 134,163 of the RSUs granted vested or will vest in quarterly installments beginning 11/15/2015, ii) 104,607 of the RSUs will vest in eight (8) quarterly installments beginning 07/15/2016, and iii) 104,607 RSUs will vest as follows: 25% of the total number of units will vest on 04/15/2016 when the Reporting Person completes 12 months of continuous service and 6.25% of the total number of units will vest as the Reporting Person completes each 3-month period of continuous service thereafter. All grants are subject to the Reporting Person's continued employment with Workday on the applicable vesting date.
  2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 15, 2015.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $80.2700 to $81.2699, inclusive. The Reporting Person undertakes 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.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $81.2700 to $82.2699, inclusive. The Reporting Person undertakes 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.
  5. The stock option grant was issued outside of the Issuer's 2005 Stock Plan, and vests or vested as follows: 20% of the total number of shares vested on January 1, 2013, and 5% of the total number of shares vested or will vest when the Reporting Person completed or completes each 3-month period of continuous service thereafter. The stock option grant is exercisable in full or in part at any time, but the unvested portion is subject to the Issuer's right to repurchase the shares at the original exercise price in the event of termination of the Reporting Person's service for any reason.
  6. 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.
  7. 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.