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  4. [Form 4] Dayforce, Inc. Insider Trading Activity

Dayforce (DAY) EVP sold 3,232 shares under 10b5-1 plan

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Samer Alkharrat, EVP and Chief Revenue Officer of Dayforce, Inc. (DAY), reported a sale of 3,232 shares of common stock on 09/25/2025 at $68.78 per share under a Rule 10b5-1 trading plan adopted on 12/05/2024. After the transaction he beneficially owns 121,167 shares. The filing notes that his holdings include 90,723 unvested restricted stock units and 7,785 unvested performance stock units.

The Form 4 was filed individually and executed by an attorney-in-fact on behalf of Mr. Alkharrat. No derivative transactions or other types of securities were reported in this filing.

Positive

  • Transaction executed under a Rule 10b5-1 plan, indicating pre-established compliance and reduced risk of opportunistic timing
  • Filing discloses unvested equity totals (90,723 RSUs and 7,785 PSUs), improving transparency about compensation structure

Negative

  • Reported sale of 3,232 shares reduced beneficial ownership to 121,167 shares
  • Portion of holdings remains unvested, indicating limited immediate liquidity from equity grants

Insights

TL;DR: Insider sale executed under a pre-established 10b5-1 plan, indicating routine liquidity rather than opportunistic trading.

The sale of 3,232 shares via a Rule 10b5-1 plan signals adherence to an established compliance framework that can reduce concerns about opportunistic insider timing. The disclosure of unvested restricted and performance-based awards provides useful context on the composition of total beneficial ownership. The filing is straightforward and does not disclose any additional executive changes or derivative transactions.

TL;DR: Transaction is a small disclosed insider sale with limited apparent impact on shareholder value.

The reported sale of 3,232 shares at $68.78 reduces reported beneficial ownership to 121,167 shares and is explicitly tied to a 10b5-1 plan adopted 12/05/2024. The presence of significant unvested equity (90,723 RSUs and 7,785 PSUs) suggests most of reported economic exposure remains time- and performance-contingent. No debt, option exercises, or additional dispositions are reported, keeping immediate market impact limited based on this filing alone.

Insider Alkharrat Samer
Role EVP, Chief Revenue Officer
Sold 3,232 shs ($222K)
Type Security Shares Price Value
Sale Common Stock 3,232 $68.78 $222K
Holdings After Transaction: Common Stock — 121,167 shares (Direct)
Footnotes (1)
  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. Includes (i) 90,723 unvested restricted stock units and (ii) 7,785 unvested performance stock units.
Form 4 Insider Transactions: What Each Field Means →
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).
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)
09/25/2025
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 09/25/2025 S 3,232(1) D $68.78 121,167(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 09/29/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did DAY executive Samer Alkharrat report?

He reported a sale of 3,232 shares of Dayforce common stock on 09/25/2025 at $68.78 per share.

Was the sale by the DAY executive part of a pre-planned program?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 12/05/2024.

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

Following the reported transaction he beneficially owns 121,167 shares.

Does the filing disclose unvested equity for the reporting person?

Yes. The filing states there are 90,723 unvested restricted stock units and 7,785 unvested performance stock units included in his holdings.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by William E. McDonald, attorney-in-fact on 09/29/2025.