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Filing Details

Accession Number:: 0001209191-16-141860
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-09-16 17:55:02
Reporting Period:: 2016-09-14

Filing Date:: 2016-09-16
Accepted Time:: 2016-09-16 17:55:02
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1327811	Workday Inc.	WDAY	Services-Computer Processing & Data Preparation (7374)	202480422

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1598140	James Bozzini	C/O Workday, Inc. 6230 Stoneridge Mall Road Pleasanton CA 94588	Senior Vice President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2016-09-14	6,250	$2.30	181,110	No	4	M	Direct
Class A Common Stock	Disposition	2016-09-14	5,250	$86.71	175,860	No	4	S	Direct
Class A Common Stock	Disposition	2016-09-14	1,000	$87.14	174,860	No	4	S	Direct
Class A Common Stock	Acquisiton	2016-09-15	6,250	$2.30	181,110	No	4	M	Direct
Class A Common Stock	Disposition	2016-09-15	1,200	$87.02	179,910	No	4	S	Direct
Class A Common Stock	Disposition	2016-09-15	4,150	$88.06	175,760	No	4	S	Direct
Class A Common Stock	Disposition	2016-09-15	900	$88.70	174,860	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Stock Option (right to buy)	Disposition	2016-09-14	6,250	$2.30	6,250	$2.30
Class A Common Stock	Stock Option (right to Buy)	Disposition	2016-09-15	6,250	$2.30	6,250	$2.30

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
113,250		2021-02-18	No	4	M	Direct
107,000		2021-02-18	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	108,595	Indirect	By Bozzini Revocable Trust dtd 5/10/2004
Class A Common Stock	11,077	Indirect	By The Bozzini Irrevocable Trust dtd 4/12/2012
Class A Common Stock	11,077	Indirect	By The Bozzini Irrevocable Trust dtd 4/12/2012
Class A Common Stock	11,077	Indirect	By The Bozzini Irrevocable Trust dtd 4/12/2012

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Performance Rights	$0.00		9,846	9,846	Direct
Class A Common Stock	Stock Option (right to buy)	$0.50	2019-03-15	15,000	15,000	Direct
Class A Common Stock	Stock Option (right to buy)	$0.65	2019-12-17	200	200	Direct
Class A Common Stock	Stock Option (right to buy)	$7.05	2022-05-04	50,000	50,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	9,846	9,846	Direct
2019-03-15	15,000	15,000	Direct
2019-12-17	200	200	Direct
2022-05-04	50,000	50,000	Direct

Footnotes

Includes 148,951 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) 59,628 RSUs with a grant date of 08/30/2013 which vested or will vest in eight (8) quarterly installments beginning 11/15/2015, ii) 46,492 RSUs with a grant date of 04/15/2014 which vested or will vest in eight (8) quarterly installments beginning 07/15/2016, and iii) 46,492 RSUs with a grant date of 04/15/2015 and 46,492 RSUs with a grant date of 04/15/2016 each of which vested or will vest as to 25% of the underlying shares on the one-year anniversary of grant then quarterly thereafer. All grants are subject to the Reporting Person's continued employment with the Issuer on the applicable vesting dates.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 11, 2016.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $86.0700 to $87.0699, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $87.0700 to $88.0699, 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
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $86.5900 to $87.5899, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $87.5900 to $88.5899, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $88.5900 to $89.5899, 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.
The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on 1/1/2013 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.
Represents performance RSUs ("PRSUs") that entitle the Reporting Person to receive one share of Class A common stock in the event that certain performance objectives are achieved, in which case 25% of the PRSUs will vest on 4/15/2017 and the remainder of such PRSUs will vest quarterly over the following three years.
The PRSUs will expire prior to vesting if the performance goals set as of 1/31/2017 are not met.
The stock option grant became fully vested on 1/1/2014.
The stock option grant became fully vested on 12/18/2009.
The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on 1/1/2014 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.