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Workday, Inc. Director's Dealing 2025

Sep 17, 2025

29968_dirs_2025-09-17_a36f3df1-3310-459c-a24b-9fd9794e46a5.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Workday, Inc. (WDAY)
CIK: 0001327811
Period of Report: 2025-09-15

Reporting Person: DUFFIELD DAVID A (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-09-15 Class A Common Stock S 4502 $221.0037 Disposed 25498 Indirect
2025-09-15 Class A Common Stock S 4206 $222.0968 Disposed 21292 Indirect
2025-09-15 Class A Common Stock S 4323 $222.9013 Disposed 16969 Indirect
2025-09-15 Class A Common Stock S 1969 $223.8779 Disposed 15000 Indirect
2025-09-16 Class A Common Stock C 78564 Acquired 181561 Direct
2025-09-16 Class A Common Stock S 30941 $218.9947 Disposed 150620 Direct
2025-09-16 Class A Common Stock S 19758 $220.1027 Disposed 130862 Direct
2025-09-16 Class A Common Stock S 19560 $220.781 Disposed 111302 Direct
2025-09-16 Class A Common Stock S 3803 $221.9637 Disposed 107499 Direct
2025-09-16 Class A Common Stock S 2002 $223.2008 Disposed 105497 Direct
2025-09-16 Class A Common Stock S 2500 $223.7788 Disposed 102997 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-09-16 Class B Common Stock $ C 78564 Disposed Class A Common Stock (78564) Direct

Footnotes

F1: This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust, the Cheryl D. Duffield Trust, and the Dave & Cheryl Duffield Foundation dated December 3, 2024.

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $220.51 to $221.5099, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F3: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $221.51 to $222.5099, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F4: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $222.53 to $223.5299, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F5: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $223.54 to $224.5399, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F6: The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary.

F7: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $218.47 to $219.4699, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F8: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $219.47 to $220.4699, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F9: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $220.47 to $221.4699, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F10: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $221.47 to $222.4699, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F11: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $222.49 to $223.4899, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F12: The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $223.49 to $224.4899, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.

F13: All shares of Class A and Class B Common Stock will convert automatically into shares of a single class of Common Stock upon the earliest to occur of the following: (a) upon the election by the holders of a majority of the then outstanding shares of Class B Common Stock, (b) the date when the number of outstanding shares of Class B Common Stock represents less than 9% of all outstanding shares of Class A and Class B Common Stock, (c) October 11, 2032 or (d) nine months after the death of the later to die of David A. Duffield and Aneel Bhusri. The shares of Class A and Class B Common Stock have no expiration date.

F14: Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation in effect as of the date hereof. The shares of Class B Common Stock have no expiration date.