Workday (WDAY) 10% owner’s trust sells 107,500 shares, converts Class B
Rhea-AI Filing Summary
Workday, Inc. insider activity centers on a pre-planned sale and share conversion by a trust associated with 10% owner David A. Duffield. On June 30, 2026, the David A. Duffield Trust sold an aggregate 107,500 shares of Class A Common Stock in open-market transactions at weighted average prices between $119.47 and $123.4899 per share, under a previously adopted Rule 10b5-1 trading plan.
On the same date, 107,500 shares of Class B Common Stock were converted into an equal number of Class A shares, reflecting a routine derivative conversion. Following these transactions, the filing shows 105,049 shares of Class A Common Stock held directly and 36,668,834 shares of Class B Common Stock outstanding for the reporting person’s Class B position.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Exercise and Sale: 107,500 shares ($13.12M approx. pre-tax spread)
Exercise and Sale
6 txns
Insider
DUFFIELD DAVID A
Role
10% Owner
Sold
107,500 shs ($13.12M)
Approx. gross sale proceeds
$13.12M
Approx. exercise cost
$0.00
Approx. pre-tax spread
$13.12M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 107,500 | $0.00 | $0.00 |
| Conversion | Class A Common Stock | 107,500 | $0.00 | $0.00 |
| Sale | Class A Common Stock | 6,100 | $119.9999 | $732K |
| Sale | Class A Common Stock | 16,870 | $121.0628 | $2.04M |
| Sale | Class A Common Stock | 53,176 | $122.1748 | $6.50M |
| Sale | Class A Common Stock | 31,354 | $122.7298 | $3.85M |
Holdings After Transaction:
Class B Common Stock — 36,668,834 shares (Direct);
Class A Common Stock — 105,049 shares (Direct)
Footnotes (8)
- F1. The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust, of which the Reporting Person is trustee and sole beneficiary.
- F2. This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust dated December 2, 2025.
- F3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $119.47 to $120.4699, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.
- F4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $120.49 to $121.4899, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.
- F5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $121.49 to $122.4899, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.
- F6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $122.49 to $123.4899, inclusive. The Reporting Person undertakes to provide to Workday, Inc., any security holder of Workday, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range(s) set forth in this footnote of this Form 4.
- F7. 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 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.
- F8. 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.
Key Figures
Class A shares sold: 107,500 shares
Sale price range: $119.47–$123.4899 per share
Class B converted: 107,500 shares
+3 more
6 metrics
Class A shares sold
107,500 shares
Aggregate open-market sales on June 30, 2026
Sale price range
$119.47–$123.4899 per share
Weighted average price ranges across multiple trades
Class B converted
107,500 shares
Class B to Class A conversion on June 30, 2026
Class A holdings after trades
105,049 shares
Direct Class A Common Stock position after reported transactions
Class B holdings after conversion
36,668,834 shares
Direct Class B Common Stock position after conversion
Rule 10b5-1 plan
Pre-adopted trading plan
Plan governing June 30, 2026 share sales
Key Terms
Rule 10b5-1 trading plan, revocable living trust, Class B Common Stock, derivative security, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
revocable living trust financial
"a revocable living trust, of which the Reporting Person is trustee and sole beneficiary"
Class B Common Stock financial
"All shares of Class A and Class B Common Stock will convert automatically..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
derivative security financial
"Conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
permitted transferee regulatory
"transfers to any "permitted transferee" as defined in, the Issuer's restated certificate..."
FAQ
What insider transactions did WDAY’s David A. Duffield report on June 30, 2026?
The filing shows the David A. Duffield Trust sold 107,500 Class A shares of Workday in open-market trades and converted 107,500 Class B shares into Class A Common Stock on June 30, 2026.
Was the June 30, 2026 WDAY insider sale under a Rule 10b5-1 plan?
Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust, indicating the transactions were pre-planned rather than discretionary timing decisions.
What happened to Workday Class B Common Stock in this Form 4?
The filing reports a conversion of 107,500 shares of Class B Common Stock into the same number of Class A shares, leaving 36,668,834 Class B shares reported as held directly after the conversion transaction.
AI-generated analysis. How Rhea-AI works. Not financial advice.
