Jacobs Jeffrey Scott 4
Research Summary
AI-generated summary
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).