0001209191-13-033810.txt : 20130626 0001209191-13-033810.hdr.sgml : 20130626 20130626185519 ACCESSION NUMBER: 0001209191-13-033810 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130624 FILED AS OF DATE: 20130626 DATE AS OF CHANGE: 20130626 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stankey Michael A. CENTRAL INDEX KEY: 0001557713 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35680 FILM NUMBER: 13935608 MAIL ADDRESS: STREET 1: 6230 STONERIDGE MALL ROAD CITY: PLEASANTON STATE: CA ZIP: 94588 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2013-06-24 0 0001327811 Workday, Inc. WDAY 0001557713 Stankey Michael A. C/O WORKDAY, INC. 6230 STONERIDGE MALL ROAD PLEASANTON CA 94550 0 1 0 0 President and COO Class A Common Stock 2013-06-24 4 C 0 2211 0.00 A 2211 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-24 4 S 0 300 61.7967 D 1911 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-24 4 S 0 1411 62.927 D 500 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-24 4 S 0 500 63.915 D 0 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-25 4 C 0 2211 0.00 A 2211 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-25 4 S 0 2111 62.5954 D 100 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-25 4 S 0 100 63.27 D 0 I By the Michael Alan Stankey Grantor Retained Annuity Trust Class A Common Stock 2013-06-24 4 M 0 4461 0.65 A 4997 D Class A Common Stock 2013-06-24 4 S 0 700 61.8143 D 4297 D Class A Common Stock 2013-06-24 4 S 0 2761 62.897 D 1536 D Class A Common Stock 2013-06-24 4 S 0 1000 63.95 D 536 D Class A Common Stock 2013-06-25 4 M 0 4461 0.65 A 4997 D Class A Common Stock 2013-06-25 4 S 0 3800 62.5322 D 1197 D Class A Common Stock 2013-06-25 4 S 0 661 63.1848 D 536 D Class B Common Stock 2013-06-24 4 C 0 2211 0.00 D Class A Common Stock 2211 409272 I By the Michael A. Stankey Grantor Retained Annuity Trust Class B Common Stock 2013-06-25 4 C 0 2211 0.00 D Class A Common Stock 2211 407061 I By the Michael A. Stankey Grantor Retained Annuity Trust Stock Option (right to buy) 0.65 2013-06-24 4 M 0 4461 0.00 D 2019-10-26 Class A Common Stock 4461 1777041 D Stock Option (right to buy) 0.65 2013-06-25 4 M 0 4461 0.00 D 2019-10-26 Class A Common Stock 4461 1772580 D Represents the number of shares that were acquired by the holder upon conversion of the shares of Class B Common Stock into Class A Common Stock at their election, pursuant to the Issuer's Restated Certificate of Incorporation (the "Charter"). The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 15, 2013. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.58 to $62.5799, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.58 to $63.5799, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.58 to $64.5799, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.15 to $63.1499, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.15 to $64.1499, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.51 to $62.5099, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.51 to $63.5099, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.51 to $64.5099, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.05 to $63.0499, inclusive. The reporting person undertakes 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.05 to $64.0499, inclusive. The reporting person undertakes 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. 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, which occurs after the closing of the Issuer's initial public offering (the "IPO"), 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 (9) 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. The stock option grant is under the Issuer's 2005 Stock Plan and vests as follows: 20% of the total number of shares vested on October 1, 2010 when Mr. Stankey completed 12 months of continuous service, and 5% of the total number of shares vests as Mr. Stankey completes each 3-month period of continuous service thereafter. This option grant will be exercisable in full or in part at any time, but the unvested portion is subject to the Issuer's right to repurchase the shares at the original exercise price in the event of Mr. Stankey's termination for any reason. /s/ Stacy Taylor, attorney-in-fact 2013-06-26