Dayforce, Inc.·4

Feb 4, 12:43 PM ET

Jacobs Jeffrey Scott 4

Research Summary

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Dayforce (DAY) Head of Acct & Fin Reporting Jeffrey Jacobs Sells Shares

What Happened

  • Jeffrey Scott Jacobs, Head of Accounting & Financial Reporting at Dayforce (DAY), disposed of a total of 111,043 shares and share-equivalents on February 4, 2026. One line shows 18,917 shares of common stock sold at $70.00 for $1,324,190; the remaining items are derivative/award-related dispositions reported as N/A on the form. All dispositions were made to the issuer in connection with the merger that closed that day.

Key Details

  • Transaction date: 2026-02-04 (Effective Time of the merger).
  • Reported line items:
    • 18,917 common shares @ $70.00 = $1,324,190 (reported).
    • 29,984 shares (disposed, N/A)
    • 1,125 (derivative, disposed, N/A)
    • 5,000 (derivative, disposed, N/A)
    • 32,610 (derivative, disposed, N/A)
    • 712 (derivative, disposed, N/A)
    • 8,396 (derivative, disposed, N/A)
    • 14,299 (derivative, disposed, N/A)
  • Total shares/share-equivalents disposed: 111,043. If valued at the $70.00 merger consideration for all items, the implied proceeds would be about $7.77 million; however, the Form 4 only reports $1.324M for the common stock line and lists N/A for several derivative lines. Vested options converted under the merger receive cash equal to the excess of $70.00 over the exercise price (per footnote), so their cash value may differ.
  • Shares owned after transaction: Dayforce common shares were cancelled at the Effective Time and converted into cash per the merger; effectively no remaining common shares in the issuer after the merger.
  • Notable footnotes: filings state these dispositions were consummated under the Agreement and Plan of Merger (Aug 20, 2025). F2–F4 explain that common shares and unvested RSUs were cashed out at $70/share and vested options converted to cash equal to any excess over exercise price.
  • Filing timeliness: The Form 4 was filed with a report date of 2026-02-04 (same day as the transactions), so no late filing is indicated.
  • Administrative note: Filing made pursuant to a previously filed Power of Attorney.

Context

  • These were not open-market sales: the dispositions were part of a corporate merger that automatically converted shares and certain awards into cash. That means the transactions reflect deal consideration, not an insider choosing to sell on the market.
  • Derivative entries represent RSUs or vested options being cashed out under the merger terms. Vested options only produced cash if the $70 merger price exceeded the option strike (per footnote F4).