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Filing Details

Accession Number:
0001209191-18-018360
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-03-08 20:31:29
Reporting Period:
2018-03-06
Accepted Time:
2018-03-08 20:31:29
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
1209711 Jr J George Still C/o Workday, Inc.
6230 Stoneridge Mall Road
Pleasanton CA 94588
Yes No 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 2018-03-06 8,000 $0.00 21,000 No 4 C Indirect By Still Family Partners
Class A Common Stock Disposition 2018-03-06 900 $133.46 20,100 No 4 S Indirect By Still Family Partners
Class A Common Stock Disposition 2018-03-06 2,532 $134.30 17,568 No 4 S Indirect By Still Family Partners
Class A Common Stock Disposition 2018-03-06 4,568 $135.58 13,000 No 4 S Indirect By Still Family Partners
Class A Common Stock Acquisiton 2018-03-06 8,000 $0.65 29,943 No 4 M Direct
Class A Common Stock Disposition 2018-03-06 900 $133.46 29,043 No 4 S Direct
Class A Common Stock Disposition 2018-03-06 2,530 $134.30 26,513 No 4 S Direct
Class A Common Stock Disposition 2018-03-06 4,570 $135.58 21,943 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect By Still Family Partners
No 4 S Indirect By Still Family Partners
No 4 S Indirect By Still Family Partners
No 4 S Indirect By Still Family Partners
No 4 M Direct
No 4 S 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 A Common Stock Class B Common Stock Disposition 2018-03-06 8,000 $0.00 8,000 $0.00
Class A Common Stock Stock Option (Right to Buy) Disposition 2018-03-06 8,000 $0.65 8,000 $0.65
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
112,784 No 4 C Indirect
92,000 2019-10-26 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 15,000 Indirect By Still Family Trust
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Stock Option (Right to Buy) $4.25 2021-11-01 90,000 90,000 Direct
Class A Common Stock Stock Option (Right to Buy) $9.20 2022-08-27 30,000 30,000 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2021-11-01 90,000 90,000 Direct
2022-08-27 30,000 30,000 Direct
Footnotes
  1. Shares held by Still Family Partners, a California limited partnership formed 3/26/1996 (the "Still Family Partners"). Mr. Still is general partner of Still Family Partners, and may be deemed to have voting and dispositive power with regard to the shares held directly by Still Family Partners. Mr. Still disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report will not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
  2. This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Still Family Partners.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.9500 to $133.9499, 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.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.9500 to $134.9499, 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.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.0100 to $136.0099, 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. Includes 4,492 Restricted Stock Units (RSUs) granted under the Issuer's 2012 Equity Incentive Plan. The grant will entitle the Reporting Person to receive one share of Class A Common Stock for each vested RSU upon settlement, which will take place within 30 days of vesting. The RSUs will vest one-hundred percent (100%) on May 15, 2018, subject to the Report Person's continued service with the Issuer on such date.
  7. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Still Family Trust, DTD 3/12/1996 (the "Still Family Trust") on January 17, 2018, and subsequently transferred to the reporting person pursuant to the Assignment and Assumption Agreement dated March 1, 2018.
  8. Shares held by the Still Family Trust. Mr. Still is a trustee of the Still Family Trust, and may be deemed to have voting and dispositive power with regard to the shares held directly by the Still Family Trust. Mr. Still disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report will not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
  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. The stock option grant is under the Issuer's 2005 Stock Plan and is exercisable in full or in part at any time. This stock option grant became fully vested on October 27, 2014.
  12. The stock option grant is under the Issuer's 2005 Stock Plan and is exercisable in full or in part at any time. This stock option grant became fully vested on November 2, 2016.
  13. The stock option grant is under the Issuer's 2005 Stock Plan and is exercisable in full or in part at any time. This stock option grant became fully vested on January 1, 2014.