0001181431-13-021971.txt : 20130411
0001181431-13-021971.hdr.sgml : 20130411
20130411164700
ACCESSION NUMBER: 0001181431-13-021971
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130409
FILED AS OF DATE: 20130411
DATE AS OF CHANGE: 20130411
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BARRETT M JAMES
CENTRAL INDEX KEY: 0001219855
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35680
FILM NUMBER: 13756657
MAIL ADDRESS:
STREET 1: 1119 ST PAUL STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Workday, Inc.
CENTRAL INDEX KEY: 0001327811
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 202480422
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 6230 STONERIDGE MALL ROAD
STREET 2: SUITE 200
CITY: PLEASANTON
STATE: CA
ZIP: 94588
BUSINESS PHONE: 877-967-5329
MAIL ADDRESS:
STREET 1: 6230 STONERIDGE MALL ROAD
STREET 2: SUITE 200
CITY: PLEASANTON
STATE: CA
ZIP: 94588
FORMER COMPANY:
FORMER CONFORMED NAME: Workday Inc
DATE OF NAME CHANGE: 20050519
4
1
rrd376668.xml
X0306
4
2013-04-09
1
0001327811
Workday, Inc.
WDAY
0001219855
BARRETT M JAMES
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
0
0
1
0
Class A Common Stock
2013-04-09
4
C
0
2321312
A
2321212
I
See Note 2
Class A Common Stock
2013-04-09
4
J
0
2321212
0
D
0
I
See Note 2
Class A Common Stock
2013-04-09
4
J
0
23212
0
A
23212
I
See Note 5
Class A Common Stock
2013-04-09
4
J
0
23212
0
D
0
I
See Note 5
Class A Common Stock
2013-04-10
4
C
0
2321212
A
2321212
I
See Note 8
Class A Common Stock
2013-04-10
4
J
0
2321212
0
D
0
I
See Note 8
Class A Common Stock
2013-04-10
4
J
0
23212
0
A
23212
I
See Note 11
Class A Common Stock
2013-04-10
4
J
0
23212
0
D
0
I
See Note 11
Class A Common Stock
2013-04-09
4
J
0
586
0
A
586
D
Class A Common Stock
2013-04-10
4
J
0
687
0
A
1273
D
Class A Common Stock
2013-04-09
4
J
0
586
0
A
586
I
See Note 16
Class A Common Stock
2013-04-10
4
J
0
687
0
A
1273
I
See Note 16
Class A Common Stock
2013-04-09
4
J
0
5052
0
A
5052
I
See Note 19
Class A Common Stock
2013-04-10
4
J
0
5344
0
A
10396
I
See Note 19
Class B Common Stock
2013-04-09
4
C
0
2321212
0
D
Class A Common Stock
2321212
4642425
I
See Note 2
Class B Common Stock
2013-04-10
4
C
0
2321212
0
D
Class A Common Stock
2321212
4642425
I
See Note 8
New Enterprise Associates 13, L.P. ("NEA 13") converted 2,321,212 shares of Class B Common Stock at its option, pursuant to the Issuer's Restated Certificate of Incorporation, resulting in its acquisition of 2,321,212 shares of Class A Common Stock.
The securities are directly held by NEA 13 and are indirectly held by NEA Partners 13, L.P. ("NEA Partners 13"), the sole general partner of NEA 13, NEA 13 GP, LTD ("NEA 13 LTD"), the sole general partner of NEA Partners 13 and each of the individual directors of NEA 13 LTD (NEA Partners 13, NEA 13 LTD and the individual directors of NEA 13 LTD (collectively, the "Directors") together, the "Indirect Reporting Persons"). The Directors of NEA 13 LTD are M. James Barrett, Peter J. Barris, Forest Baskett, Ryan D. Drant, Patrick J. Kerins, Krishna "Kittu" Kolluri, David M. Mott, Scott D. Sandell, Ravi Viswanathan and Harry R. Weller. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by NEA 13 in which the Indirect Reporting Persons have no pecuniary interest.
NEA 13 made a pro rata distribution for no consideration of an aggregate of 2,321,212 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on April 9, 2013.
NEA Partners 13 received 23,212 shares of Class A Common Stock of the Issuer in the distribution by NEA 13 on April 9, 2013.
The Reporting Person is a director of NEA 13 LTD, the sole general partner of NEA Partners 13. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by NEA Partners 13 in which the Reporting Person has no pecuniary interest.
NEA Partners 13 made a pro rata distribution for no consideration of an aggregate of 23,212 shares of Class A Common Stock of the Issuer to its limited partners on April 9, 2013.
New Enterprise Associates 12, L.P. ("NEA 12") converted 2,321,212 shares of Class B Common Stock at its option, pursuant to the Issuer's Restated Certificate of Incorporation, resulting in its acquisition of 2,321,212 shares of Class A Common Stock.
The securities are directly held by NEA 12 and indirectly held by NEA Partners 12, Limited Partnership ("NEA Partners 12"), the sole general partner of NEA 12, NEA 12 GP, LLC ("NEA 12 GP"), the sole general partner of NEA Partners 12, and the individual managers of NEA 12 GP (NEA Partners 12, NEA 12 GP and the individual managers of NEA 12 GP together, the "Indirect Reporting Persons"). The individual managers of NEA 12 GP are M. James Barrett, Peter J. Barris, Forest Baskett, Ryan D. Drant, Patrick J. Kerins, Krishna "Kittu" Kolluri and Scott D. Sandell. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the issuer held by NEA 12 in which the Indirect Reporting Persons have no pecuniary interest.
NEA 12 made a pro rata distribution for no consideration of an aggregate of 2,321,212 shares of Class A Common Stock of the Issuer to its general partner and its limited partners on April 10, 2013.
NEA Partners 12 received 23,212 shares of Class A Common Stock of the Issuer in the distribution by NEA 12 on April 10, 2013.
The Reporting Person is a manager of NEA 12 GP, the sole general partner of NEA Partners 12. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by NEA Partners 12 in which the Reporting Person has no pecuniary interest.
NEA Partners 12 made a pro rata distribution for no consideration of an aggregate of 23,212 shares of Class A Common Stock of the Issuer to its limited partners on April 10, 2013.
M. James Barrett and April Barrett received 586 of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on April 9, 2013.
M. James Barrett and April Barrett received 687 of Class A Common Stock of the Issuer in the distribution by NEA Partners 12 on April 10, 2013.
Barrett 2006 Family Trust received 586 of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on April 9, 2013.
The securities are directly held by the Barrett 2006 Family Trust . The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities of the Issuer held by the Barrett 2006 Family Trust in which the Reporting Person has no pecuniary interest.
Barrett 2006 Family Trust received 687 of Class A Common Stock of the Issuer in the distribution by NEA Partners 12 on April 10, 2013.
New Enterprise Associates, LLC ("NEA LLC") received 5,052 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 13 on April 9, 2013.
The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the securities held by NEA LLC, except to the extent of his pecuniary interest therein.
NEA LLC received 5,344 shares of Class A Common Stock of the Issuer in the distribution by NEA Partners 12 on April 10, 2013.
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.
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.
/s/ Louis Citron, attorney-in-fact
2013-04-11