SEC Form 4 · accession 0001209191-15-025300
Workday, Inc. · WDAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Bozzini
Officer — Senior Vice President
Period of report
Dec 29, 2014
Accepted (ET)
Mar 11, 2015 · 5:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001327811
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Dec 29, 2014 | G | 1,175 | $0.00 | D | 83,595 | I | By Bozzini Revocable Trust dtd 5/10/2004 |
| Class A Common StockF1 | Mar 9, 2015 | M | 10,500 | $0.65 | A | 117,122 | D | |
| Class A Common StockF3,F1 | Mar 9, 2015 | S | 7,600 | $82.1045 | D | 109,522 | D | |
| Class A Common StockF4,F1 | Mar 9, 2015 | S | 2,900 | $82.5305 | D | 106,622 | D | |
| Class A Common StockF1 | Mar 10, 2015 | M | 10,500 | $0.65 | A | 117,122 | D | |
| Class A Common StockF5,F1 | Mar 10, 2015 | S | 10,500 | $81.3462 | D | 106,622 | D | |
| Class A Common StockF6 | Mar 9, 2015 | S | 2,323 | $82.1909 | D | 11,420 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
| Class A Common StockF7 | Mar 9, 2015 | S | 343 | $82.5888 | D | 11,077 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
| Class A Common StockF6 | Mar 9, 2015 | S | 2,371 | $82.2098 | D | 11,373 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
| Class A Common StockF7 | Mar 9, 2015 | S | 296 | $82.5683 | D | 11,077 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
| Class A Common StockF8 | Mar 9, 2015 | S | 2,500 | $82.2312 | D | 11,244 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
| Class A Common StockF9 | Mar 9, 2015 | S | 167 | $82.73 | D | 11,077 | I | By The Bozzini Irrevocable Trust dtd 4/12/2012 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F10 | $0.65 | Mar 9, 2015 | M | 10,500 | D | — | Oct 26, 2019 | Class A Common Stock | 10,500 | 23,500 | D |
| Stock Option (right to buy)F10 | $0.65 | Mar 10, 2015 | M | 10,500 | D | — | Oct 26, 2019 | Class A Common Stock | 10,500 | 13,000 | D |
| Stock Option (right to buy)F11 | $0.50 | holding | — | — | — | — | Mar 15, 2019 | Class A Common Stock | 40,000 | 40,000 | D |
| Stock Option (right to buy)F12 | $0.65 | holding | — | — | — | — | Dec 17, 2019 | Class A Common Stock | 200 | 200 | D |
| Stock Option (right to buy)F13 | $1.00 | holding | — | — | — | — | Jul 28, 2020 | Class A Common Stock | 52,500 | 52,500 | D |
| Stock Option (right to buy)F14 | $2.30 | holding | — | — | — | — | Feb 18, 2021 | Class A Common Stock | 200,000 | 200,000 | D |
| Stock Option (right to buy)F15 | $7.05 | holding | — | — | — | — | May 4, 2022 | Class A Common Stock | 50,000 | 50,000 | D |
Explanation of responses
- F1Includes 106,120 restricted stock units 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. 59,628 restricted stock units will vest in eight (8) quarterly installments beginning November 15, 2015, and 46,492 restricted stock units will vest in eight (8) quarterly installments beginning July 15, 2016, subject to the Reporting Person's continued employment with the Issuer on the applicable vesting date.
- F10The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on October 1, 2010 when the Reporting Person completed 12 months of continuous service, and 5% of the total number of shares vested or vests as the Reporting Person completes each 3-month period of continuous service thereafter. This 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 the Reporting Person's termination for any reason.
- F11This stock option grant became fully vested on January 1, 2014.
- F12The stock option grant became fully vested on December 18, 2009.
- F13The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on January 1, 2012 when the Reporting Person completed 12 months of continuous service, and 5% of the total number of shares vested or vests as the Reporting Person completes each 3-month period of continuous service thereafter. This 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 the Reporting Person's termination for any reason.
- F14The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on January 1, 2013 when the Reporting Person completed 12 months of continuous service, and 5% of the total number of shares vested or vests as the Reporting Person completes each 3-month period of continuous service thereafter. This 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 the Reporting Person's termination for any reason.
- F15The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on January 1, 2014 when the Reporting Person completed 12 months of continuous service, and 5% of the total number of shares vested or vests as the Reporting Person completes each 3-month period of continuous service thereafter. This 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 the Reporting Person's termination for any reason.
- F2The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on January 15, 2014.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $81.4000 to $82.3999, 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.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $82.4000 to $83.3999, 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.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $80.8800 to $81.8799, 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.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $81.5200 to $82.5199, 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
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $82.5200 to $83.5199, 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.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $81.5600 to $82.5599, 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.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $82.5600 to $83.5599, 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.