WORKIVA INC — Director's Dealing 2021

Aug 20, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WORKIVA INC (WK)
CIK: 0001445305
Period of Report: 2021-08-18

Reporting Person: VANDERPLOEG MARTIN J. (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-18	Class A Common Stock	S	3775	$134.47	Disposed	234776	Indirect
2021-08-18	Class A Common Stock	S	12000	$135.34	Disposed	222776	Indirect
2021-08-18	Class A Common Stock	S	1725	$136.04	Disposed	221051	Indirect
2021-08-19	Class A Common Stock	S	4467	$132.59	Disposed	216584	Indirect
2021-08-19	Class A Common Stock	S	6939	$133.55	Disposed	209645	Indirect
2021-08-19	Class A Common Stock	S	3586	$134.86	Disposed	206059	Indirect
2021-08-19	Class A Common Stock	S	2508	$135.41	Disposed	203551	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	357701	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (1177011.0)	1177011	Indirect
Class B Common Stock	$		Class A Common Stock (889020.0)	889020	Indirect
Employee Stock Option to Purchase Class A Common Stock	$12.4	2027-01-31	Class A Common Stock (200204.0)	200204	Direct
Employee Stock Option to Purchase Class A Common Stock	$14.74	2026-01-31	Class A Common Stock (168421.0)	168421	Direct
Employee Stock Option to Purchase Class A Common Stock	$15.83	2024-08-11	Class A Common Stock (133650.0)	133650	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 16, 2021 in accordance with Rule 10b5-1 of Securities Exchange Act of 1934, as amended. This Rule 10b5-1 plan provides for fixed sales of a total of up to 315,000 shares of Class A Common Stock through January 2022.

F2: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $133.87 to $134.86. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F3: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $134.88 to $135.86. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F4: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $135.88 to $136.28. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F5: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $132.09 to $133.07. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F6: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $133.09 to $134.08. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F7: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $134.22 to $135.19. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F8: The price reported in Column 4 is a weighted-average price. The price actually received ranges from $135.22 to $135.58. For all transactions reported in this Form 4 utilizing a weighted-average price, the reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range.

F9: Each share of Class B Common Stock is convertible, at any time at the election of the holder, into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (i) the date specified by the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, (ii) any transfer, except for certain "qualified transfers" (as defined in the Issuer's Certificate of Incorporation) or (iii) upon the death of a natural person holding shares of Class B Common Stock (subject to certain exceptions as defined in the Issuer's Certificate of Incorporation).

F10: Grant of stock option pursuant to the 2014 Equity Incentive Plan.

F11: Vests in three equal annual installments commencing on the first anniversary of the grant date.

F12: Granted pursuant to 2009 Unit Incentive Plan.

F13: Vests as to 25% of the shares on the first anniversary of the grant date and as to 6.25% of the shares at the end of each three-month period thereafter.