DUFFIELD DAVID A 4
4 · Workday, Inc. · Filed Jul 1, 2026
Research Summary
AI-generated summary of this filing
Workday (WDAY) 10% Owner David Duffield Sells 107,500 Shares
What Happened
David A. Duffield, a reported 10% owner of Workday (WDAY) and trustee/sole beneficiary of the David A. Duffield Trust, converted 107,500 derivative securities into 107,500 shares (no cash paid for conversion) and then sold those 107,500 shares in multiple open‑market transactions on June 30, 2026. The sales generated approximately $13.12 million in proceeds (aggregate of reported tranches). These were disposals (sales), not purchases — sales can be routine, especially when done under pre‑arranged plans.
Key Details
- Transaction date: June 30, 2026; Form 4 filed July 1, 2026 (timely).
- Conversion: 107,500 derivative securities converted to 107,500 shares (code C) at $0.00 reported price.
- Open‑market sales: total 107,500 shares sold in four weighted‑average tranches:
- 6,100 shares @ weighted avg $120.00 (range $119.47–$120.4699) — proceeds $731,999 (F3)
- 16,870 shares @ weighted avg $121.06 (range $120.49–$121.4899) — proceeds $2,042,329 (F4)
- 53,176 shares @ weighted avg $122.17 (range $121.49–$122.4899) — proceeds $6,496,767 (F5)
- 31,354 shares @ weighted avg $122.73 (range $122.49–$123.4899) — proceeds $3,848,070 (F6)
- Aggregate proceeds ≈ $13,119,165.
- Plan/authorization: Sales were effected pursuant to a Rule 10b5‑1 trading plan adopted by the David A. Duffield Trust on December 2, 2025 (F2).
- Ownership after transaction: Not specified in the filed excerpt. Reported shares are held by the David A. Duffield Trust dated July 14, 1988; Duffield is trustee and sole beneficiary (F1).
- Class/derivative notes: Footnotes describe conversion mechanics between Class A and Class B common stock and conversion rights (F7, F8). The filing shows a conversion of derivative securities rather than a cash purchase.
Context
- For retail investors: purchases typically signal stronger insider conviction; sales—especially those under a 10b5‑1 plan or resulting from conversion/exercise—can be routine (tax planning, diversification, or preplanned liquidity) and do not by themselves indicate negative company prospects.
- If you want the per‑share breakdown for each trade price inside the ranges, the reporting person has committed to provide full details to Workday, shareholders, or the SEC upon request (per footnotes).
Insider Transaction Report
Form 4
Workday, Inc.WDAY
DUFFIELD DAVID A
10% Owner
Transactions
- Conversion
Class A Common Stock
[F1]2026-06-30+107,500→ 212,549 total - Sale
Class A Common Stock
[F2][F3][F1]2026-06-30$120.00/sh−6,100$731,999→ 206,449 total - Sale
Class A Common Stock
[F2][F4][F1]2026-06-30$121.06/sh−16,870$2,042,329→ 189,579 total - Sale
Class A Common Stock
[F2][F5][F1]2026-06-30$122.17/sh−53,176$6,496,767→ 136,403 total - Sale
Class A Common Stock
[F2][F6][F1]2026-06-30$122.73/sh−31,354$3,848,070→ 105,049 total - Conversion
Class B Common Stock
[F7][F8][F1]2026-06-30−107,500→ 36,668,834 total→ Class A Common Stock (107,500 underlying)
Footnotes (8)
- [F1]The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary.
- [F2]This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust dated December 2, 2025.
- [F3]The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $119.47 to $120.4699, 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.
- [F4]The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $120.49 to $121.4899, 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.
- [F5]The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $121.49 to $122.4899, 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.
- [F6]The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $122.49 to $123.4899, 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.
- [F7]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 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.
- [F8]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.
Signature
/s/ Juliana Capata, attorney-in-fact|2026-07-01