Workday, Inc.·4

Mar 2, 8:22 PM ET

Sauer Richard Harry 4

4 · Workday, Inc. · Filed Mar 2, 2026

Research Summary

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Workday (WDAY) CLO Richard Sauer Receives 4,132-Share PSU Award

What Happened
Richard (Rick) Sauer, Chief Legal Officer & Secretary of Workday, was awarded 4,132 performance stock units (PSUs) on February 26, 2026. The filing shows an acquisition of 4,132 shares at $0.00 (award value reported as $0 on Form 4). These PSUs were certified by the Compensation Committee based on performance for the Feb 1, 2025–Jan 31, 2026 period and were originally part of a PSU grant dated April 21, 2025. The PSUs will vest in full on April 5, 2028, subject to his continued service with the company.

Key Details

  • Transaction date and price: 2026-02-26; 4,132 shares acquired at $0.00 (award/grant).
  • Holdings reported: filing references 62,742 restricted stock units (RSUs) plus 4,132 PSUs that each convert to one share on settlement (66,874 total units reflected in the footnote).
  • Grant/vesting terms: PSUs certified for the Feb 1, 2025–Jan 31, 2026 performance period; PSUs vest April 5, 2028, contingent on continuous service.
  • Source and plan: Award under Workday’s 2022 Equity Incentive Plan and related PSU award agreement.
  • Filing timeliness: No indication in the filing that this report was late.

Context
This is an equity award (not an open-market purchase or sale). PSUs are performance-contingent and do not represent immediately tradable shares — they convert to shares only upon settlement/vesting and subject to continued employment. Awards like this are routine for executive compensation and are recorded at $0 on Form 4 because they are grants rather than cash purchases.

Insider Transaction Report

Form 4
Period: 2026-02-26
Sauer Richard Harry
Chief Legal Officer & Secty
Transactions
  • Award

    Class A Common Stock

    [F1][F2]
    2026-02-26+4,13289,530 total
Footnotes (2)
  • [F1]These shares were acquired upon the certification by the Compensation Committee of the Board of Directors on February 26, 2026 of the satisfaction of performance criteria for the February 1, 2025 through January 31, 2026 performance period underlying an award of performance stock units (PSUs) granted to the Reporting Person on April 21, 2025 under the terms of Workday's 2022 Equity Incentive Plan and applicable PSU award agreement. The PSUs will vest in full on April 5, 2028, subject to the Reporting Person's continuous service with the Issuer on the vesting date.
  • [F2]Includes 62,742 restricted stock units (RSUs) and 4,132 PSUs, each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates.
Signature
/s/ Juliana Capata, attorney-in-fact|2026-03-02

Documents

1 file
  • 4
    wk-form4_1772500943.xmlPrimary

    FORM 4