[144] Dayforce, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for DAY (Dayforce, Inc.) reporting proposed sale of restricted common stock. The filer intends to sell 2,000 shares of common stock through Morgan Stanley Smith Barney on 08/15/2025 with an aggregate market value of $107,220. The filing shows the shares were acquired as restricted stock on 02/24/2023 and fully paid the same day. The filer, identified as Stephen H Holdridge in past sales rows, sold a total of 6,000 shares in the past three months across dates 06/03/2025, 06/13/2025 and 07/15/2025 for combined gross proceeds reported in the filing. The number of shares outstanding is listed as 159,692,530, indicating the proposed sale is a very small fraction of the outstanding base.

Positive

• Compliance disclosure provided: Form 144 supplies broker, acquisition, and sale details required under Rule 144.
• Restricted shares origin disclosed: Acquisition listed as restricted stock with acquisition and payment date (02/24/2023).

Negative

• No 10b5-1 plan date disclosed: The remarks do not show a trading-plan adoption date or instruction that would indicate a pre-authorized plan.
• Recent selling activity: The filer sold 6,000 shares in the past three months, showing ongoing disposals of holdings.

Insights

Securities Analyst

TL;DR: Routine insider filing disclosing planned sale of restricted shares; size is immaterial relative to outstanding shares.

The Form 144 documents a proposed public sale of 2,000 restricted common shares via a broker on 08/15/2025, acquired 02/24/2023. The filing also discloses multiple recent sales by the same person totaling 6,000 shares in the prior three months, with gross proceeds noted per trade. Relative to the 159.7 million shares outstanding, the filing implies negligible dilution or market impact. This is a compliance disclosure under Rule 144 rather than an operational or financial event for the issuer.

Corporate Governance Expert

TL;DR: Disclosure appears consistent with Rule 144 requirements; representation on absence of material nonpublic information is included.

The notice includes the required representation that the seller is not aware of undisclosed material adverse information and indicates the securities were restricted stock from the issuer. The filing lists broker details and the acquisition/payment dates, satisfying procedural elements. There is no indication of a trading plan date or 10b5-1 instruction in the remarks. From a governance perspective, this is standard insider reporting without evidence here of atypical timing or regulatory concern.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	2000	107220.00	159692530	08/15/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/24/2023	Restricted Stock	Issuer			2000	02/24/2023	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
STEPHEN H HOLDRIDGE 3311 East Old Shakopee Road Minneapolis MN 55425	Common	07/15/2025	1725	94892.25
STEPHEN H HOLDRIDGE 3311 East Old Shakopee Road Minneapolis MN 55425	Common	07/15/2025	275	15127.75
STEPHEN H HOLDRIDGE 3311 East Old Shakopee Road Minneapolis MN 55425	Common	06/13/2025	2000	116000.00
STEPHEN H HOLDRIDGE 3311 East Old Shakopee Road Minneapolis MN 55425	Common	06/03/2025	2000	116400.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the DAY Form 144 disclose about the proposed sale?

The filing discloses a proposed sale of 2,000 common shares via Morgan Stanley Smith Barney on 08/15/2025 with aggregate market value of $107,220.

When and how were the shares being sold acquired?

The shares were acquired as restricted stock from the issuer on 02/24/2023 and payment is recorded as 02/24/2023.

How many shares has the filer sold recently according to this filing?

The filing lists sales of 2,000 (06/03/2025), 2,000 (06/13/2025), and 1,725 plus 275 (both 07/15/2025), totaling 6,000 shares in the past three months.

What proportion of the company do these shares represent?

The filing shows 159,692,530 shares outstanding; the proposed 2,000-share sale represents an immaterial percentage of the outstanding shares.

Does the filing indicate the seller knows of any undisclosed material information?

By signing the notice the seller represents they do not know any material adverse information not publicly disclosed, per the form's statement.