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Dayforce, Inc. Director's Dealing 2026

Feb 4, 2026

30566_dirs_2026-02-04_29ab1b55-eb3f-4724-afae-d44cf4c2cf4b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Dayforce, Inc. (DAY)
CIK: 0001725057
Period of Report: 2026-02-03

Reporting Person: Ossip David D (Director, Chairman and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2026-02-03 Common Stock M 8328 Acquired 1106002 Direct
2026-02-03 Common Stock M 1860902 Acquired 1860902 Indirect
2026-02-04 Common Stock D 891761 $70 Disposed 0 Direct
2026-02-04 Common Stock D 214241 Disposed 0 Direct
2026-02-04 Common Stock D 1860902 $70 Disposed 0 Indirect
2026-02-04 Common Stock D 229085 $70 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2026-02-03 Exchangeable Shares $ M 8328 Disposed Common Stock (8328) Direct
2026-02-03 Exchangeable Shares $ M 1860902 Disposed Common Stock (1860902) Indirect
2026-02-04 Options (Right to Purchase) $80.95 D 226931 Disposed 2031-03-08 Common Stock (226931) Direct
2026-02-04 Options (Right to Purchase) $65.26 D 321734 Disposed 2030-05-08 Common Stock (321734) Direct
2026-02-04 Options (Right to Purchase) $65.26 D 750000 Disposed 2030-05-08 Common Stock (750000) Direct
2026-02-04 Options (Right to Purchase) $49.93 D 1750000 Disposed 2029-03-20 Common Stock (1750000) Direct
2026-02-04 Options (Right to Purchase) $44.91 D 10390 Disposed 2029-02-08 Common Stock (10390) Direct
2026-02-04 Performance Units $ D 22853 Disposed Common Stock (22853) Direct
2026-02-04 Performance Units $ D 27423 Disposed Common Stock (27423) Direct
2026-02-04 Performance Units $ D 68376 Disposed Common Stock (68376) Direct
2026-02-04 Performance Units $ D 29304 Disposed Common Stock (29304) Direct
2026-02-04 Performance Units $ D 123012 Disposed Common Stock (123012) Direct
2026-02-04 Performance Units $ D 33548 Disposed Common Stock (33548) Direct

Footnotes

F1: Each exchangeable share of Ceridian AcquisitionCo ULC, a wholly owned subsidiary of Issuer, was exchanged for one share of common stock of the Issuer ("Common Stock").

F2: Indirectly owned through 2769139 Alberta Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.

F3: The securities were disposed of in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger dated as of August 20, 2025 (the "Merger Agreement"), by and among Dayforce, Inc. ("Issuer"), Dayforce Bidco, LLC (formerly known as Dawn Bidco, LLC) ("Parent"), and Dawn Acquisition Merger Sub, Inc. , a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into Issuer on February 4, 2026, with Issuer continuing after the merger as a wholly owned subsidiary of Parent (the effective time of such merge, the "Effective Time").

F4: Pursuant to the Merger Agreement, at the Effective Time, (i) each issued and outstanding share of Common Stock was canceled and converted automatically into the right to receive an amount in cash equal to $70.00 per share of Common Stock (the "Merger Consideration"), (ii) each vested but unsettled restricted stock unit ("RSU") was canceled and converted automatically into the right to receive an amount in cash equal to the Merger Consideration multiplied by the number of shares of Common Stock subject to the vested but unsettled RSU as of immediately prior to the Effective Time, and (iii) each previously certified and vested but unsettled performance stock unit ("PSU") was canceled and converted automatically into the right to receive an amount in cash equal to the Merger Consideration multiplied by the number of shares of Common Stock subject to the vested but unsettled PSU at the level of performance previously certified as of immediate prior to the Effective Time.

F5: Pursuant to the Merger Agreement, at the Effective Time, each outstanding RSU that was unvested immediately prior to the Effective Time was canceled and replaced with the right to receive the number of shares of non-voting preferred stock, equal to the number of shares of Common Stock subject to the unvested RSUs, in a direct or indirect sole equityholder of Parent with a fixed value per share equal to the Merger Consideration (the "Preferred Stock" and the right, the "RSU Replacement Right"). Each RSU Replacement Right will be subject, with certain exceptions, to the same vesting terms and conditions as applied to the replaced unvested RSU.

F6: Indirectly owned through OsFund Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.

F7: Pursuant to the Merger Agreement, each vested stock option with a per share price that was equal to or greater than the Merger Consideration, as of the Effective Time, was canceled for no consideration.

F8: Pursuant to the Merger Agreement, each vested stock option was converted into the right to receive an amount in cash equal to the number of shares of Common Stock subject to vested stock options
multiplied by the excess, if any, of the Merger Consideration over the share exercise price of such vested stock option.

F9: Pursuant to the Merger Agreement, at the Effective Time, each outstanding performance stock unit ("PSU") that was unvested immediately prior to the Effective Time was canceled and
replaced with the right to receive the number of shares of Preferred Stock that is equal to the number of shares of Common Stock subject to the unvested PSUs as of immediately prior to the Effective Time (with such number of shares determined assuming achievement of all applicable performance metrics at 100% of target performance levels) (the "PSU Replacement Right"). Each PSU Replacement Right will be subject, with certain exceptions, to the same vesting terms and conditions as applied to the replaced unvested PSU.