[Form 4] Workday, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Workday, Inc. (WDAY) Form 4: Richard Harry Sauer, Chief Legal Officer and Secretary, reported a sale of 1,160 shares of Class A Common Stock on 09/11/2025. The shares were sold at a weighted average price of $226.63, with individual trade prices in the range $226.63 to $227.6299. The Form 4 states the sales were effected under a Rule 10b5-1 trading plan adopted June 12, 2025. After the reported sale Sauer beneficially owned 96,916 shares, which include 76,688 restricted stock units that convert to one share each upon settlement. The filing is signed by an attorney-in-fact on 09/15/2025.

Positive

• Sale executed under a Rule 10b5-1 trading plan, indicating pre-established trading instructions and procedural compliance
• Detailed pricing disclosure including weighted average price and the range of trade prices, with an undertaking to provide per-price execution details on request
• Post-transaction beneficial ownership disclosed, including explicit count of RSUs (76,688) that will convert to shares upon settlement

Negative

• Reduction in insider shareholdings via the sale of 1,160 shares, which slightly decreases the reporting person’s direct holdings
• Filing shows concentrated deferred equity (76,688 RSUs) that depend on continued service for vesting, indicating potential future share issuance upon settlement

Insights

Corporate Governance Expert

TL;DR: Insider sale disclosed and executed under a pre-established 10b5-1 plan; appears procedurally compliant and routine.

The Form 4 shows Richard Sauer, an officer of Workday, executed a sale of 1,160 Class A shares on 09/11/2025 under a Rule 10b5-1 plan dated June 12, 2025. The filing discloses a weighted average sale price and the range of executed trade prices, and reports post-transaction beneficial ownership including 76,688 RSUs. From a governance perspective this disclosure meets Section 16 reporting requirements and documents use of an established trading plan to manage potential insider trading concerns.

Securities Analyst

TL;DR: Small, disclosed insider sale with detailed pricing; limited direct market impact indicated by the filing.

The transaction is clearly itemized: 1,160 shares sold at a weighted average of $226.63 with prices ranging up to $227.6299. The report also quantifies 96,916 shares beneficially owned post-sale, including 76,688 RSUs. The explicit note that the sale was under a 10b5-1 plan reduces uncertainty about timing, and the weighted-average pricing disclosure includes an undertaking to provide granular execution details on request, which enhances transparency for investors and regulators.

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
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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).

1. Name and Address of Reporting Person^*

Sauer Richard Harry

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer & Secty

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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
Class A Common Stock	09/11/2025		S		1,160(1)	D	$226.63(2)	96,916(3)	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 in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person dated June 12, 2025.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $226.63 to $227.6299, 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 set forth in this footnote of this Form 4.

3. Includes 76,688 restricted stock units (RSUs), 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.

Remarks:

	/s/ Juliana Capata, attorney-in-fact	09/15/2025
	** 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.

FAQ

What did Richard Harry Sauer report on the Form 4 for WDAY?

The Form 4 reports Sauer sold 1,160 shares of Class A Common Stock on 09/11/2025 and beneficially owns 96,916 shares following the sale, including 76,688 RSUs.

At what price were the WDAY shares sold by the reporting person?

The shares were sold at a weighted average price of $226.63, with individual trades in the range $226.63 to $227.6299.

Was the insider sale executed under a trading plan?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2025.

How many restricted stock units does the reporting person hold?

The filing discloses 76,688 restricted stock units (RSUs), each entitling the holder to one share upon settlement and subject to continued service for vesting.

Who signed the Form 4 and when?

The Form 4 was signed by Juliana Capata, attorney-in-fact on 09/15/2025 on behalf of the reporting person.