Workday (NASDAQ: WDAY) CEO receives 9,182 performance stock units

Rhea-AI Filing Summary

Workday, Inc. CEO Aneel Bhusri reported an equity award of 9,182 shares of Class A Common Stock on February 26, 2026, recorded at a price of $0.00 per share as a grant or other acquisition. A footnote explains these shares were earned when the compensation committee certified performance results for the February 1, 2025 through January 31, 2026 period under a prior performance stock unit (PSU) grant made on April 21, 2025. The 9,182 PSUs, together with 148,011 restricted stock units, entitle him to receive the same number of Class A shares upon settlement and are subject to continued service, with the PSUs scheduled to vest in full on April 5, 2028.

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

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

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^*

BHUSRI ANEEL

(Last) (First) (Middle)

C/O WORKDAY, INC.

6110 STONERIDGE MALL ROAD

(Street)

PLEASANTON CA 94588

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Workday, Inc. [ WDAY ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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
Class A Common Stock	02/26/2026		A		9,182(1)	A	$0	587,921(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
Class B Common Stock	(3)(4)							(3)(4)	(3)(4)	Class A Common Stock	8,126,443		8,126,443	D
Class B Common Stock	(3)(4)							(3)(4)	(3)(4)	Class A Common Stock	5,000		5,000	I	By Minor Child

Explanation of Responses:

1. These shares were acquired upon the certification by the Compensation Committee of the Board of Directors on February 26, 2026 of the satisfaction of performance criteria for the February 1, 2025 through January 31, 2026 performance period underlying an award of performance stock units (PSUs) granted to the Reporting Person on April 21, 2025 under the terms of Workday's 2022 Equity Incentive Plan and applicable PSU award agreement. The PSUs will vest in full on April 5, 2028, subject to the Reporting Person's continuous service with the Issuer on the vesting date.

2. Includes 148,011 restricted stock units (RSUs) and 9,182 PSUs, each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. All grants are subject to the Reporting Person's continued service with the Issuer on the applicable vesting dates.

3. 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.

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, 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.

Remarks:

	/s/ Juliana Capata, attorney-in-fact	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Workday (WDAY) report for Aneel Bhusri?

Workday CEO Aneel Bhusri reported an equity award of 9,182 shares of Class A Common Stock. The Form 4 shows this as a grant or other acquisition at $0.00 per share, reflecting stock-based compensation rather than an open-market purchase.

How were the 9,182 performance stock units for Workday (WDAY) earned?

The 9,182 PSUs were acquired after Workday’s compensation committee certified performance results for the February 1, 2025–January 31, 2026 period. These units stem from an award granted on April 21, 2025 under Workday’s 2022 Equity Incentive Plan.

When do Aneel Bhusri’s newly reported PSUs in Workday (WDAY) vest?

The 9,182 PSUs are scheduled to vest in full on April 5, 2028, subject to Aneel Bhusri’s continuous service with Workday. Upon vesting and settlement, each PSU entitles him to receive one share of Class A Common Stock.

What does the Form 4 say about Aneel Bhusri’s total Class A holdings in Workday (WDAY)?

After the reported grant, Aneel Bhusri beneficially owns 587,921 shares of Workday Class A Common Stock. This total includes 148,011 restricted stock units and 9,182 performance stock units, each convertible into one share upon settlement, subject to vesting conditions.

How are Workday (WDAY) Class B shares treated relative to Class A shares?

Each share of Class B Common Stock is convertible into one share of Class A at the holder’s option. Footnotes add that Class A and Class B will automatically convert into a single class of common stock upon certain events described in Workday’s restated certificate of incorporation.

Does the Workday (WDAY) Form 4 involve any reported stock sales by Aneel Bhusri?

The Form 4 describes an equity grant of 9,182 Class A shares to Aneel Bhusri and updates Class B holdings, but it does not report any stock sales. The primary coded transaction is a grant, award, or other acquisition of shares.