SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BHUSRI ANEEL

(Last) (First) (Middle)
C/O WORKDAY, INC.
6230 STONERIDGE MALL ROAD

(Street)
PLEASANTON CA 94588

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Workday, Inc. [ WDAY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Co-CEO and Chairman
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 05/28/2013 J(1) 168,571(2) A $0 168,571 D
Class A Common Stock 05/28/2013 J(3) 4,697(4) A $0 173,268 D
Class A Common Stock 05/28/2013 J(5) 13,659(6) A $0 186,927 D
Class A Common Stock 05/28/2013 J(1) 3,325,242 D $0 0 I See footnote(1)(7)
Class A Common Stock 05/28/2013 J(3) 92,639 D $0 0 I See footnote(3)(8)
Class A Common Stock 05/28/2013 J(5) 13,659 D $0 0 I See footnote(5)(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On May 28,2013, Greylock XI Limited Partnership ("Greylock XI LP"), a venture capital partnership, distributed in-kind, without consideration, an aggregate of 3,325,242 shares of Class A Common Stock of the Issuer to its general and limited partners.
2. Pro rata distribution from Greylock XI LP.
3. On May 28, 2013, Greylock XI-A Limited Partnership ("Greylock XI-A LP"), a venture capital partnership, distributed in-kind, without consideration, an aggregate of 92,639 shares of Class A Common Stock of the Issuer to its general and limited partners.
4. Pro rata distribution from Greylock XI-A LP.
5. On May 28, 2013, Greylock XI Principals LLC ("Greylock XI Principals") distributed in-kind, without consideration, shares of Class A Common Stock of the Issuer to its members, which shares it was holding as nominee for the benefit of those members.
6. Distribution from Greylock XI Principals, which shares were being held as nominee for the benefit of Mr. Bhusri.
7. Greylock XI GP Limited Partnership ("Greylock XI GP") is the sole general partner of Greylock XI LP. Aneel Bhusri, the Issuer's Co-Chief Executive Officer and Chairman, is a Managing Partner of Greylock XI GP. As a result, Greylock XI GP and Mr. Bhusri may be deemed to share voting and dispositive power with respect to the shares held directly by Greylock XI LP. Greylock XI GP, as well as Greylock XI-A LP and Mr. Bhusri, disclaim beneficial ownership of the securities held by Greylock XI LP except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission by Greylock XI GP, Greylock XI-A LP or Mr. Bhusri of beneficial ownership of these securities for purposes of Section 16 or for any other purposes.
8. Greylock XI GP is the sole general partner of Greylock XI-A LP. Aneel Bhusri, the Issuer's Co-Chief Executive Officer and Chairman, is a Managing Partner of Greylock XI GP. As a result, Greylock XI GP and Mr. Bhusri may be deemed to share voting and dispositive power with respect to the shares held directly by Greylock XI-A LP. Greylock XI GP, as well as Greylock XI LP and Mr. Bhusri, disclaim beneficial ownership of the securities held by Greylock XI-A LP except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission by Greylock XI GP, Greylock XI LP or Mr. Bhusri of beneficial ownership of these securities for purposes of Section 16 or for any other purposes.
Remarks:
/s/ James Shaughnessy, as attorney-in-fact 05/30/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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