Duffield trust in Workday (WDAY) converts, then sells 107,500 shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Workday, Inc. major shareholder David A. Duffield, through his revocable living trust, converted and sold shares of the company. The trust converted 107,500 shares of Class B Common Stock into 107,500 shares of Class A Common Stock, then sold 107,500 Class A shares in open-market transactions at weighted average prices around $129–$132 per share. These sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted by the trust on December 2, 2025. Following the transactions, Duffield holds 105,049 shares of Class A Common Stock directly and 37,636,334 shares of Class B Common Stock, which are convertible into Class A on a one-for-one basis under specified conditions.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 107,500 shares ($13,932,089)
Net Sell
6 txns
Insider
DUFFIELD DAVID A
Role
10% Owner
Sold
107,500 shs ($13.93M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 107,500 | $0.00 | -- |
| Conversion | Class A Common Stock | 107,500 | $0.00 | -- |
| Sale | Class A Common Stock | 18,924 | $128.9736 | $2.44M |
| Sale | Class A Common Stock | 74,430 | $129.6105 | $9.65M |
| Sale | Class A Common Stock | 13,346 | $130.292 | $1.74M |
| Sale | Class A Common Stock | 800 | $132.0075 | $106K |
Holdings After Transaction:
Class B Common Stock — 37,636,334 shares (Direct);
Class A Common Stock — 212,549 shares (Direct)
Footnotes (1)
- 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. This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust dated December 2, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $128.16 to $129.1599, 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 $129.16 to $130.1599, 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 $130.16 to $131.1599, 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 $131.97 to $132.9699, 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. 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. 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
Shares converted: 107,500 shares
Shares sold: 107,500 shares
Sale price tranche 1: $128.9736 per share
+5 more
8 metrics
Shares converted
107,500 shares
Class B to Class A conversion on 2026-04-06
Shares sold
107,500 shares
Open-market sales of Class A Common Stock on 2026-04-06
Sale price tranche 1
$128.9736 per share
Weighted average for 18,924 Class A shares sold
Sale price tranche 2
$129.6105 per share
Weighted average for 74,430 Class A shares sold
Sale price tranche 3
$130.2920 per share
Weighted average for 13,346 Class A shares sold
Sale price tranche 4
$132.0075 per share
Weighted average for 800 Class A shares sold
Class A holdings after
105,049 shares
Direct Class A Common Stock held following transactions
Class B holdings after
37,636,334 shares
Class B Common Stock held following conversion
Key Terms
Rule 10b5-1 trading plan, revocable living trust, weighted average price, Class B Common Stock, +1 more
5 terms
Rule 10b5-1 trading plan financial
"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"
weighted average price financial
"The price reported is a weighted average price. These shares were sold in multiple transactions..."
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.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible, at any time at the option of the holder..."
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.
permitted transferee financial
"transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation..."
FAQ
What insider transactions did David A. Duffield report for Workday (WDAY)?
David A. Duffield’s trust converted 107,500 Class B shares into 107,500 Class A shares, then sold 107,500 Class A shares in open-market trades. The sales occurred at weighted average prices between about $128 and $133 per share.