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

Workday (WDAY) CFO Zane Rowe sells 6,000 shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Workday, Inc. Chief Financial Officer Zane Rowe reported selling 6,000 shares of Class A Common Stock in open-market transactions. The sales took place on July 7, 2026 at weighted average prices around $143 per share, and were executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 7, 2025.

The filing also shows 7,953 shares were withheld at $135.40 per share on July 5, 2026 to cover tax obligations tied to vesting restricted stock units, which is not an open-market sale. After these transactions, Rowe directly holds 288,460 shares of Workday Class A Common Stock, and his reported position includes 213,177 restricted stock units and 5,968 performance stock units, each convertible into one share upon settlement, subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Rowe Zane
Role Chief Financial Officer
Sold 6,000 shs ($862K)
Type Security Shares Price Value
Sale Class A Common Stock 2,569 $143.0572 $368K
Sale Class A Common Stock 2,731 $143.9893 $393K
Sale Class A Common Stock 700 $144.9343 $101K
Tax Withholding Class A Common Stock 7,953 $135.40 $1.08M
Holdings After Transaction: Class A Common Stock — 291,891 shares (Direct, null)
Footnotes (1)
  1. Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of restricted stock units (RSUs). Includes 213,177 RSUs and 5,968 performance stock units, 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. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Zane Rowe on March 7, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $142.55 to $143.5499, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $143.61 to $144.6099, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $144.66 to $145.6599, 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.
Open-market shares sold 6,000 shares Class A Common Stock sold on July 7, 2026
Sale price 1 $144.9343 per share Weighted average for 700-share sale
Sale price 2 $143.9893 per share Weighted average for 2,731-share sale
Sale price 3 $143.0572 per share Weighted average for 2,569-share sale
Tax withholding shares 7,953 shares Withheld at $135.40 for RSU tax obligations
Direct holdings after transactions 288,460 shares Class A Common Stock directly held post-transaction
Restricted stock units 213,177 RSUs Each RSU settles into one share upon vesting
Performance stock units 5,968 PSUs Each performance unit entitles one share upon settlement
Rule 10b5-1 trading plan regulatory
"The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Zane Rowe on March 7, 2025."
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.
restricted stock units (RSUs) financial
"Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of restricted stock units (RSUs)."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
performance stock units financial
"Includes 213,177 RSUs and 5,968 performance stock units, each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
weighted average price financial
"The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $142.55 to $143.5499, inclusive."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did Workday (WDAY) CFO Zane Rowe report?
Zane Rowe reported selling 6,000 shares of Workday Class A stock in open-market transactions. The trades occurred on July 7, 2026 at weighted average prices around $143 per share, alongside a separate tax-related share withholding tied to restricted stock unit vesting.

At what prices did Workday (WDAY) CFO Zane Rowe sell shares?
The reported Workday share sales occurred at weighted average prices of $143.0572, $143.9893, and $144.9343 per share. Each figure reflects multiple trades within stated price ranges, with detailed per-trade pricing available on request from the company, shareholders, or SEC staff.

How many Workday (WDAY) shares does CFO Zane Rowe hold after these transactions?
Following the reported transactions, Zane Rowe directly holds 288,460 shares of Workday Class A Common Stock. His reported equity position also includes 213,177 restricted stock units and 5,968 performance stock units, each potentially settling into one share if vesting and continued service conditions are met.

Were Workday (WDAY) CFO Zane Rowe’s stock sales pre-planned?
Yes. The Form 4 states that the reported stock sales were executed under a Rule 10b5-1 trading plan adopted by Zane Rowe on March 7, 2025. Such plans allow insiders to pre-schedule trades, helping separate routine portfolio management from discretionary market-timing decisions.

What was the purpose of the 7,953 Workday (WDAY) shares disposed of at $135.40?
The 7,953 shares at $135.40 were withheld by Workday to satisfy tax withholding obligations on vesting restricted stock units. This tax-withholding disposition is a non-market mechanism; it covers income taxes due when equity awards vest rather than reflecting a discretionary share sale.

What RSU and performance stock unit awards does Workday (WDAY) CFO Zane Rowe report?
Zane Rowe’s reported equity awards include 213,177 restricted stock units and 5,968 performance stock units. Each unit entitles him to receive one share of Workday Class A Common Stock upon settlement, provided he continues serving the company through the applicable vesting dates.
SEC Form 4
FORM 4UNITED 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*
Rowe Zane
(Last)(First)(Middle)
C/O WORKDAY, INC.
6110 STONERIDGE MALL ROAD
(Street)
PLEASANTON CALIFORNIA 94588
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Workday, Inc. [ WDAY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock07/05/2026F7,953(1)D$135.4294,460(2)D
Class A Common Stock07/07/2026S(3)2,569D$143.0572(4)291,891(2)D
Class A Common Stock07/07/2026S(3)2,731D$143.9893(5)289,160(2)D
Class A Common Stock07/07/2026S(3)700D$144.9343(6)288,460(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of restricted stock units (RSUs).
2. Includes 213,177 RSUs and 5,968 performance stock units, 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. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Zane Rowe on March 7, 2025.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $142.55 to $143.5499, 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.
5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $143.61 to $144.6099, 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.
6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $144.66 to $145.6599, 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.
Remarks:
/s/ Juliana Capata, attorney-in-fact07/07/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR