[144] Workday, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for Workday, Inc. (WDAY) indicates a proposed sale of 72,696 common shares through Morgan Stanley Smith Barney on NASDAQ with an aggregate market value of $17,500,108.08 and approximately 217,000,000 shares outstanding. The shares were acquired in a private placement on 12/27/2007 and paid in cash. The filing lists multiple recent 10b5-1 sales by THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 and The Dave & Cheryl Duffield Foundation between 07/08/2025 and 09/23/2025, totaling several transactions each with gross proceeds in the multi-million dollar range. The filer certifies no undisclosed material adverse information and references reliance on Rule 10b5-1 where applicable.

Positive

• None.

Negative

• Proposed sale of 72,696 shares representing an aggregate market value of $17,500,108.08 scheduled for 10/01/2025.
• Multiple recent 10b5-1 sales by THE DAVID A DUFFIELD TRUST and The Dave & Cheryl Duffield Foundation between 07/08/2025 and 09/23/2025 with multi-million dollar gross proceeds, indicating significant insider-affiliated selling activity.

Insights

Securities Analyst

TL;DR: Routine Form 144 filing disclosing a scheduled sale of founder-related shares; recent 10b5-1 transactions are disclosed.

The filing reports a proposed sale of 72,696 Workday common shares valued at $17.5 million, acquired in a private placement on 12/27/2007 and to be sold via Morgan Stanley Smith Barney on NASDAQ on 10/01/2025. The document also lists multiple 10b5-1 plan sales by THE DAVID A DUFFIELD TRUST and The Dave & Cheryl Duffield Foundation during July–September 2025 with gross proceeds shown for each trade. From a market-impact perspective, these are direct disclosures of insider-related sales and provide transparency on timing, counterparties, and proceeds; they do not state any change in company operations or financial results.

Corporate Governance Expert

TL;DR: Significant insider-affiliated sales disclosed; raises governance monitoring points though no undisclosed information is claimed.

The filing identifies repeated 10b5-1 sales by entities linked to David A. Duffield and a new Form 144 notice for 72,696 shares. Large, disclosed insider sales over a short period can be material to investor perception of insider liquidity and governance, but the filing contains the required representations that no material nonpublic information is known to the seller and notes reliance on Rule 10b5-1 where applicable. The document does not provide any commentary on company performance or reasons for the sales.

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	72696	17500108.08	217000000	10/01/2025	NASDAQ

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	12/27/2007	Private Placement	Issuer			72696	12/27/2007	Cash

* 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
10b5-1 Sales for THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 6110 Stoneridge Mall Road Pleasanton CA 94588	Common	09/23/2025	72118	17421401.02
10b5-1 Sales for THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 6110 Stoneridge Mall Road Pleasanton CA 94588	Common	09/16/2025	78564	17293601.96
10b5-1 Sales for The Dave & Cheryl Duffield Foundation 6110 Stoneridge Mall Road Pleasanton CA 94588	Common	09/15/2025	15000	3333516.00
10b5-1 Sales for THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 6110 Stoneridge Mall Road Pleasanton CA 94588	Common	09/02/2025	75817	17298270.25
10b5-1 Sales for THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 6110 Stoneridge Mall Road Pleasanton CA 94588	Common	07/08/2025	72551	17384111.98

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 Form 144 for WDAY disclose?

The filing discloses a proposed sale of 72,696 common shares valued at $17,500,108.08, to be sold on 10/01/2025 on NASDAQ via Morgan Stanley Smith Barney.

Who are the sellers listed in the filing?

The filing lists THE DAVID A DUFFIELD TRUST U/T/A 7/14/88 and The Dave & Cheryl Duffield Foundation as parties with recent 10b5-1 sales.

When were the shares to be sold originally acquired?

The shares were acquired in a private placement on 12/27/2007 and payment was made in cash on that date.

What recent sales by the seller are disclosed?

Recent 10b5-1 sales include transactions on 07/08/2025, 09/02/2025, 09/15/2025, 09/16/2025, and 09/23/2025, each reporting tens of thousands of shares and multi-million dollar gross proceeds.

Does the filer state possession of undisclosed material information?

The filer represents by signature that they do not know any material adverse information about the issuer that has not been publicly disclosed.