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Filing Details

Accession Number:
0001193125-18-038239
Form Type:
13G Filing
Publication Date:
2018-02-09 17:24:04
Filed By:
Oberndorf William E
Company:
Workiva Inc (NYSE:WK)
Filing Date:
2018-02-09
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
William E. Oberndorf 562,900 2,356,484 562,900 2,356,484 2,919,384 9.3%
Oberndorf Investments 2,323,384 0 2,323,384 0 2,323,384 7.4%
Peter C. Oberndorf 0 20,300 0 20,300 20,300 0.1%
Caroline G. Oberndorf 0 250 0 250 250 0.1%
William E. Oberndorf Irrevocable Trust, dated 12,900 0 12,900 0 12,900 0.1%
Betty Jane Weimer 0 12,550 0 12,550 12,550 0.1%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

Workiva Inc.

(Name of Issuer)

 

 

Class A Common Stock

(Title of Class of Securities)

98139A105

(CUSIP Number)

December 31, 2017

(Date of Event which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

William E. Oberndorf

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

562,900(1)

   6.   

Shared Voting Power

 

2,356,484(2)

   7.   

Sole Dispositive Power

 

562,900(1)

   8.   

Shared Dispositive Power

 

2,356,484(2)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,919,384

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

9.3%(3)

12.  

Type of Reporting Person (See Instructions)

 

(IN)

 

(1) Of these shares, 550,000 shares are held in William E. Oberndorfs Individual Retirement Account, which is self directed and 12,900 shares may be deemed to be beneficially owned by William E. Oberndorf solely in his capacity as trustee for the William E. Oberndorf Irrevocable Trust, dated 6/30/89.
(2) Of these shares, 2,323,384 shares may be deemed to be beneficially owned by William E. Oberndorf solely in his capacity as the sole controlling person of Oberndorf Investments LLC, 20,300 shares may be deemed to be beneficially owned by William E. Oberndorf solely in his capacity as an authorized signatory for the account of Peter C. Oberndorf, 250 shares may be deemed to be beneficially owned by William E. Oberndorf solely in his capacity as an authorized signatory for the account of Caroline G. Oberndorf and 12,550 shares may be deemed to be beneficially owned by William E. Oberndorf solely in his capacity as an authorized signatory for the account of Betty Jane Weimer.
(3) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.

 

2


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Oberndorf Investments LLC

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

2,323,384(1)

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

2,323,384(1)

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,323,384

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

7.4%(2)

12.  

Type of Reporting Person (See Instructions)

 

(OO) limited liability company

 

(1) Power is exercised through William E. Oberndorf as the sole member of the manager of Oberndorf Investments LLC.
(2) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.

 

3


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Peter C. Oberndorf

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

20,300(1)

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

20,300(1)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

20,300

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

**0.1%(2)

12.  

Type of Reporting Person (See Instructions)

 

(IN)

 

(1) William E. Oberndorf is an authorized signatory for the account of Peter C. Oberndorf. Of these shares, 455 shares are held in Peter C. Oberndorfs Individual Retirement Account and 19,845 shares are held in a brokerage account for Peter C. Oberndorfs benefit.
(2) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.
** Denotes less than.

 

4


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Caroline G. Oberndorf

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

250(1)

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

250(1)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

250

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

**0.1%(2)

12.  

Type of Reporting Person (See Instructions)

 

(IN)

 

(1) William E. Oberndorf is an authorized signatory for the account of Caroline G. Oberndorf.
(2) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.
** Denotes less than.

 

5


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

William E. Oberndorf Irrevocable Trust, dated 6/30/89

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

12,900(1)

   6.   

Shared Voting Power

 

0

   7.   

Sole Dispositive Power

 

12,900(1)

   8.   

Shared Dispositive Power

 

0

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

12,900

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

**0.1%(2)

12.  

Type of Reporting Person (See Instructions)

 

(OO)

 

(1) Power is executed through its trustee, William E. Oberndorf.
(2) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.
** Denotes less than.

 

6


CUSIP No. 98139A105

 

  1.   

Names of Reporting Persons.

I.R.S. Identification Nos. of above persons (entities only).

 

Betty Jane Weimer

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Citizenship or Place of Organization

 

USA

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

   5.    

Sole Voting Power

 

0

   6.   

Shared Voting Power

 

12,550(1)

   7.   

Sole Dispositive Power

 

0

   8.   

Shared Dispositive Power

 

12,550(1)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

12,550

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  ☐

 

    

11.  

Percent of Class Represented by Amount in Row (9)

 

**0.1%(2)

12.  

Type of Reporting Person (See Instructions)

 

(IN)

 

(1) William E. Oberndorf is an authorized signatory for the account of Betty Jane Weimer.
(2) Based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017.
** Denotes less than.

 

7


Item 1.    (a)    Name of Issuer
      Workiva Inc.
   (b)    Address of Issuers Principal Executive Offices
     

2900 University Blvd.

Ames, IA 50010

Item 2.    (a)    Name of Person Filing
     

William E. Oberndorf (WEO), Oberndorf Investments LLC, a Delaware limited liability company (OBI), Peter C. Oberndorf (PCO), Caroline G. Oberndorf (CGO), the William E. Oberndorf Irrevocable Trust, dated 6/30/89 (Oberndorf Irrevocable Trust) and Betty Jane Weimer (BJW). WEO, OBI, PCO, CGO, Oberndorf Irrevocable Trust and BJW are sometimes hereinafter referred to as the Reporting Persons.

 

The Reporting Persons are making this single, joint filing because they may be deemed to constitute a group within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the Act), although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists.

   (b), (c)    Address of Principal Business Office or, if None, Residence; Citizenship of Reporting Persons
     

The principal business address of WEO is 615 Front Street, San Francisco, CA 94111. WEO is a citizen of the United States of America.

 

The principal business address of OBI is 615 Front Street, San Francisco, CA 94111. OBI is a Delaware limited liability company.

 

The principal business address of PCO is 615 Front Street, San Francisco, CA 94111. PCO is a citizen of the United States of America.

 

CGOs address is 615 Front Street, San Francisco, CA 94111. CGO is a citizen of the United States of America.

 

The principal business address of Oberndorf Irrevocable Trust is 615 Front Street, San Francisco, CA 94111. Oberndorf Irrevocable Trust is a trust, established for the benefit of WEOs son, William E. Oberndorf. WEO is the trustee of Oberndorf Irrevocable Trust. Certain information with respect to WEO is set forth above.

 

BJWs address is 615 Front Street, San Francisco, CA 94111. BJW is a citizen of the United States of America.

   (d)    Title of Class of Securities
      Class A common stock
   (e)    CUSIP Number:
      98139A105

 

Item 3. Statement filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c):

Not Applicable.

 

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

     (b)     (a)      (c)(i)      (c)(ii)      (c)(iii)      (c)(iv)  
                  Class A Common Stock  
                  Voting Power      Disposition Power  

Reporting Persons

   Percent of Class     Amount
Beneficially Owned
     Sole      Shared      Sole      Shared  

William E. Oberndorf

     9.3     2,919,384        562,900        2,356,484        562,900        2,356,484  

Oberndorf Investments LLC

     7.4     2,323,384        2,323,384        0        2,323,384        0  

Peter C. Oberndorf

     **0.1     20,300        0        20,300        0        20,300  

Caroline G. Oberndorf

     **0.1     250        0        250        0        250  

William E. Oberndorf Irrevocable Trust, dated 6/30/89

     **0.1     12,900        12,900        0        12,900        0  

Betty Jane Weimer

     **0.1     12,550        0        12,550        0        12,550  

 

** Denotes less than

 

8


The foregoing percentages are based on 31,382,170 shares of Class A common stock outstanding as of November 3, 2017 as set forth in Workiva Inc.s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 filed with the Securities and Exchange Commission on November 7, 2017.

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

 

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  ☐.

Instruction. Dissolution of a group requires a response to this item.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

No other persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from, or other proceeds from the sale of, the Class A common stock held by the Reporting Persons.

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable.

 

Item 8. Identification and Classification of Members of the Group.

Not Applicable.

 

Item 9. Notice of Dissolution of Group.

Not Applicable.

 

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

9


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

February 9, 2018

/s/ Gary Scheier

Signature

Gary Scheier

Attorney-in-fact for:
William E. Oberndorf (1)
Oberndorf Investments LLC (1)
Peter C. Oberndorf (1)
Caroline G. Oberndorf (1)
William E. Oberndorf Irrevocable Trust, dated 6/30/89 (1)
Betty Jane Weimer (1)

(1)   A Power of Attorney authorizing Gary Scheier to act on behalf of this person or entity was previously filed.

 

10


EXHIBIT INDEX

 

Exhibit    Document Description
A    Agreement Pursuant to Rule 13d-1(k)

 

11