SEC Form 4 · accession 0001327811-18-000047
Workday, Inc. · WDAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gomez Luciano Fernandez
Officer — Co-President
Period of report
Oct 15, 2018
Accepted (ET)
Oct 17, 2018 · 7:30 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 StockF2,F3 | Oct 15, 2018 | S | 742 | $127.0094 | D | 174,695 | D | |
| Class A Common StockF4,F3 | Oct 15, 2018 | S | 291 | $127.7982 | D | 174,404 | D | |
| Class A Common StockF6,F3 | Oct 15, 2018 | S | 547 | $127.688 | D | 173,857 | D | |
| Class A Common StockF8,F3 | Oct 15, 2018 | S | 1,242 | $127.1329 | D | 172,615 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The sales reported on this Form 4 were 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 a tax withholding obligation to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $126.6600 to $127.6599, 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.
- F3Includes 169,756 RSUs that entitle the Reporting Person to receive one share of Class A Common Stock upon settlement from original grants consisting of i) 36,401 RSUs with a grant date of 04/15/2016, 70,300 RSUs with a grant date of 3/16/2017, 47,205 RSUs with a grant date of 9/15/2017, and 74,347 RSUs with a grant date of 4/15/2018 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, and ii) 12,884 RSUs with a grant date of 04/15/2015 which vested or will vest as to 25% of the underlying shares on the two-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 dates.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $127.7579 to $128.7578, 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.
- F5The sale reported in this Form 4 represents shares required to be sold by the Reporting Person to over tax withholding obligations in connection with vesting of Restricted Stock Units (RSUs). This sale is 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 does not represent a discretionary trade by the Reporting Person.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $127.6800 to $128.6799, 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.
- F7The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $126.9400 to $127.9399, 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.