Alkharrat Samer 4

What Happened
Samer Alkharrat, EVP and Chief Revenue Officer of Dayforce, disposed of a total of 184,395 shares/award equivalents on February 4, 2026 in connection with the company’s merger. One line shows 16,194 common shares sold at $70.00 each ($1,133,580). The remaining dispositions (90,723; 7,785; 14,652; 49,799; 5,242) were RSU/PSU-related conversions paid in cash per the merger terms. All shares and award equivalents were converted into cash at the merger consideration of $70.00 per share, for an aggregate cash value of approximately $12,907,650.

Key Details

• Transaction date: February 4, 2026 (effective time of the merger). Price: $70.00 per share (merger consideration).
• Total disposed: 184,395 shares/award equivalents; approximate proceeds: $12,907,650.
• Shares owned after transaction: not specified in this Form 4.
• Footnotes: Dispositions were consummated pursuant to the Agreement and Plan of Merger (Aug 20, 2025). Common stock was canceled and converted into $70.00 per share cash; unvested RSUs/PSUs were replaced with cash replacement amounts subject to the original vesting terms (see F1–F5).
• Filing note: Form filed on Feb 4, 2026 covering the Feb 4, 2026 transactions. Power of Attorney noted for Samer Alkharrat.

Context
These were not open-market sales but cash-outs required by the merger—common stock and outstanding equity awards were converted into cash at the agreed merger price. For retail investors, such merger-driven dispositions reflect deal terms rather than a routine insider decision to sell shares on the market.