[Form 4] Dayforce, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Dayforce, Inc. (DAY) Form 4: Samer Alkharrat, EVP and Chief Revenue Officer, reported the sale of 3,233 shares of Dayforce common stock on 08/25/2025 at a price of $68.95 per share. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted December 5, 2024. After the reported disposition, Alkharrat beneficially owns 124,399 shares, which include 90,723 unvested restricted stock units and 7,785 unvested performance stock units. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Sale executed under a Rule 10b5-1 trading plan, indicating pre-planned, compliant insider trading
• Full disclosure of remaining beneficial ownership, including counts of unvested restricted stock units and performance stock units

Negative

• Insider disposed of 3,233 shares at $68.95, reducing direct holdings
• Large portion of remaining holdings is unvested (90,723 RSUs and 7,785 PSUs), which affects immediate economic alignment

Insights

Financial Analyst

TL;DR: Insider sold a small block under a pre-established 10b5-1 plan; remaining holdings remain sizeable and include many unvested units.

The reported sale of 3,233 shares at $68.95 via a Rule 10b5-1 plan indicates a prearranged disposition rather than opportunistic trading. The post-transaction beneficial position of 124,399 shares retains substantial economic exposure, but a large portion is unvested, which limits immediate liquidity. This disclosure is routine and provides transparency into executive liquidity actions without signaling a change in corporate strategy.

Corporate Governance Expert

TL;DR: Use of a documented 10b5-1 plan and attorney-in-fact signature reflect standard governance and compliance practices.

The filing explicitly notes the sale was executed under a 10b5-1 trading plan adopted December 5, 2024, and the Form 4 was executed by an attorney-in-fact, demonstrating adherence to insider trading protocols and disclosure rules. The disclosure that a substantial portion of the remaining position consists of unvested RSUs and PSUs is material for assessing actual control and economic interest. Overall, this is a compliance-focused disclosure with limited governance concern.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Alkharrat Samer

(Last) (First) (Middle)

C/O DAYFORCE, INC.

3311 EAST OLD SHAKOPEE ROAD

(Street)

MINNEAPOLIS MN 55425

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dayforce, Inc. [ DAY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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
Common Stock	08/25/2025		S		3,233(1)	D	$68.95	124,399(2)	D

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. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted by the Reporting Person on December 5, 2024.

2. Includes (i) 90,723 unvested restricted stock units and (ii) 7,785 unvested performance stock units.

Remarks:

For Samer Alkharrat, pursuant to the Power of Attorney previously filed.

	/s/ William E. McDonald, attorney-in-fact	08/27/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What shares did Samer Alkharrat sell in the Dayforce (DAY) Form 4?

The filing reports a sale of 3,233 shares of Dayforce common stock on 08/25/2025 at $68.95 per share.

Was the sale by the Dayforce insider part of a 10b5-1 plan?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on December 5, 2024.

How many Dayforce shares does Samer Alkharrat beneficially own after the transaction?

After the reported transaction, Alkharrat beneficially owns 124,399 shares, which include unvested equity awards.

How much of Alkharrat's remaining Dayforce position is unvested?

The filing discloses 90,723 unvested restricted stock units and 7,785 unvested performance stock units included in the beneficial ownership total.

Who signed the Form 4 for Samer Alkharrat?

The Form 4 was signed by William E. McDonald, attorney-in-fact, on behalf of Samer Alkharrat on 08/27/2025.