SEC Form 4 · accession 0001327811-18-000062
Workday, Inc. · WDAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael M McNamara
Director
Period of report
Dec 3, 2018
Accepted (ET)
Dec 6, 2018 · 4:06 pm EST
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,F4 | Dec 3, 2018 | S | 400 | $162.8425 | D | 6,489 | D | |
| Class A Common StockF5,F3,F4 | Dec 3, 2018 | S | 600 | $164.12 | D | 5,889 | D | |
| Class A Common StockF6,F3,F4 | Dec 3, 2018 | S | 1,246 | $165.1953 | D | 4,643 | D | |
| Class A Common StockF7,F3,F4 | Dec 3, 2018 | S | 900 | $166.0744 | D | 3,743 | D | |
| Class A Common StockF8,F3 | Dec 3, 2018 | S | 723 | $167.2911 | D | 3,020 | D |
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)F9 | $4.25 | holding | — | — | — | — | Dec 15, 2021 | Class A Common Stock | 150,000 | 150,000 | D |
| Stock Option (right to buy)F10 | $9.20 | holding | — | — | — | — | Aug 27, 2022 | Class A Common Stock | 30,000 | 30,000 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by The McNamara Family Trust U/A DTD 10/11/2001.
- F10The stock option grant was issued under the Issuer's 2005 Stock Plan and was vested in full as of January 1, 2014. This option grant is exercisable in full or in part at any time.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $162.4300 to $163.4299, 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 3,020 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, 2019, subject to the Report Person's continued service with the Issuer on such date.
- F4The reported shares are held by the The McNamara Family Trust U/A DTD 10/11/2001, an irrevocable family trust, other than the shares underlying the RSUs described in FN 3.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $163.7200 to $164.7199, 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.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $164.7200 to $165.7199, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $165.75 to $166.7499, 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.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $166.9400 to $167.9399, 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.
- F9The stock option grant was issued under the Issuer's 2005 Stock Plan and was vested in full as of December 16, 2016. This option grant is exercisable in full or in part at any time.