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WDAY Workday Inc

255.78
0.00 (0.00%)
Pre Market
Last Updated: 11:38:04
Delayed by 15 minutes
Share Name Share Symbol Market Type
Workday Inc NASDAQ:WDAY NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 255.78 250.01 254.00 501 11:38:04

Statement of Changes in Beneficial Ownership (4)

11/09/2020 12:24am

Edgar (US Regulatory)


FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BHUSRI ANEEL
2. Issuer Name and Ticker or Trading Symbol

Workday, Inc. [ WDAY ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Co-CEO
(Last)          (First)          (Middle)

C/O WORKDAY, INC., 6110 STONERIDGE MALL ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

9/8/2020
(Street)

PLEASANTON, CA 94588
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 9/8/2020  M  88339 A$1.30 436190 (1)D  
Class A Common Stock 9/8/2020  S(2)  14106 D$208.1363 (3)422084 (1)D  
Class A Common Stock 9/8/2020  S(2)  21366 D$208.7004 (4)400718 (1)D  
Class A Common Stock 9/8/2020  S(2)  20893 D$209.88 (5)379825 (1)D  
Class A Common Stock 9/8/2020  S(2)  17921 D$211.066 (6)361904 (1)D  
Class A Common Stock 9/8/2020  S(2)  9261 D$212.1353 (7)352643 (1)D  
Class A Common Stock 9/8/2020  S(2)  1397 D$212.7631 (8)351246 (1)D  
Class A Common Stock 9/8/2020  S(2)  3395 D$214.0132 (9)347851 (1)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Plan Stock Option (Right to Buy) $1.3 9/8/2020  M   88339     (10)11/3/2020 Class A Common Stock (11)(12)88339.0 $1.30 88339 D  
Class B Common Stock  (11)(12)           (11)(12) (11)(12)Class A Common Stock 8126443.0  8126443 D  
Class B Common Stock  (11)(12)           (11)(12) (11)(12)Class A Common Stock 5000.0  5000 I By Minor Child 

Explanation of Responses:
(1) Includes 90,473 restricted stock units (RSUs) that entitle the Reporting Person to receive one share of Class A Common Stock upon settlement, from original grants consisting of i) 52,204 RSUs with a grant date of 4/22/2019, which vested or will vest as to 25% of the underlying shares on 4/15/2020 and then quarterly thereafter; and ii) 108,494 RSUs with a grant date of 4/14/2017 and 78,260 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. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting date.
(2) The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $207.3700 to $208.3699, 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 within the range of $208.3700 to $209.3699, 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 within the range of $209.3800 to $210.3799, 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 $210.5300 to $211.5299, 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 $211.6129 to $212.6128, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $212.6374 to $213.6373, 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.
(9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $213.6765 to $214.6764, 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.
(10) The stock option grant was issued outside of the Issuer's 2005 Stock plan and became fully vested on January 1, 2018.
(11) 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.
(12) 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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
BHUSRI ANEEL
C/O WORKDAY, INC.
6110 STONERIDGE MALL ROAD
PLEASANTON, CA 94588
X
Co-CEO

Signatures
/s/ Juliana Capata, attorney-in-fact9/10/2020
**Signature of Reporting PersonDate

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