Filing Details

Accession Number:
0001209191-18-004418
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-01-18 20:20:51
Reporting Period:
2018-01-16
Accepted Time:
2018-01-18 20:20:51
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1327811 Workday Inc. WDAY () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1184754 S Mark Peek C/O Workday, Inc.
6230 Stoneridge Mall Road
Pleasanton CA 94588
Co-President No 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 Disposition 2018-01-16 1,511 $109.48 186,122 No 4 S Direct
Class A Common Stock Disposition 2018-01-16 2,660 $110.35 183,462 No 4 S Direct
Class A Common Stock Disposition 2018-01-16 2,272 $111.61 181,190 No 4 S Direct
Class A Common Stock Disposition 2018-01-16 1,817 $112.39 179,373 No 4 S Direct
Class A Common Stock Disposition 2018-01-17 9,656 $112.90 169,717 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S 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 $0.00 309,543 309,543 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
309,543 309,543 Direct
Footnotes
  1. The sale of these shares was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person and represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.9900 to $109.9899, 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.
  3. Includes 155,791 RSUs that entitle the Reporting Person to receive one share of Class A Common Stock upon settlement, which will take place within 30 days of vesting, from original grants consisting of i) 69,738 RSUs with a grant date of 4/15/2014 which vested or will vest in eight (8) quarterly installments beginning 7/15/2016, and ii) 69,738 RSUs with a grant date of 4/15/2015, 25,000 RSUs with a grant date of 6/15/2015, 77,465 RSUs with a grant date of 4/15/2016, and 72,329 RSUs with a grant date of 4/14/2017, each of which vested or will vest as to 25% of the underlying shares on the one-year anniversary of grant and then quarterly thereafter. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting date.
  4. The reported shares, other than the shares underlying the RSUs described in Footnote 3, are held by the OMEGA Living Trust, UTA 8/6/15, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $109.9900 to $110.9899, 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.
  6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $111.1100 to $112.1099, 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.
  7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $112.1100 to $113.1099, 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.
  8. The sale of these shares was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the OMEGA Living Trust, UTA 8/6/15.
  9. 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.
  10. 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.
  11. Held by the OMEGA Living Trust, UTA 8/6/15, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary.