FARRINGTON DEBORAH A 4

What Happened
Deborah Farrington, a director of Dayforce, disposed of company stock and equity awards in connection with Dayforce’s merger closing on Feb 4, 2026. The filing shows 25,434 shares sold at $70.00 per share for proceeds of $1,780,380. In addition, 2,204 shares and a total of 6,883 derivative units (953 and 5,930) were converted/disposed with no per-share price listed in the filing; these represent RSUs and/or options cashed out under the merger agreement.

Key Details

• Transaction date: February 4, 2026 (Effective Time of the merger).
• Reported sale: 25,434 shares at $70.00 each = $1,780,380.
• Additional dispositions: 2,204 shares @ N/A and derivative dispositions of 953 and 5,930 units (values not separately listed in the filing).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes (merger terms):
  • All outstanding common shares were canceled and converted into the right to receive $70.00 per share (F2).
  • Vested but unsettled RSUs were canceled and converted into cash equal to $70.00 times the shares underlying them (F2).
  • Unvested RSUs fully vested at the Effective Time and converted to cash at $70.00 per share (F3).
  • Vested stock options converted to a cash payment equal to the number of option shares times the excess, if any, of $70.00 over the exercise price (F4).
• Filing timeliness: Reported on the same date as the transaction (timely).
• Power of Attorney: Transaction reported pursuant to a previously filed POA for Ms. Farrington.

Context
This activity is a merger-related cash-out, not an open-market sale by the insider. Under the merger agreement, common shares, RSUs (vested and unvested), and certain vested options were automatically converted into cash consideration at $70.00 per share (or a formula for options), so these dispositions reflect contractually required payouts rather than discretionary insider selling. For retail investors, note that such merger-driven conversions are routine and do not necessarily signal the insider’s view of ongoing company prospects.