Planned sale: Workday (WDAY) trust sells 107,500 shares, converts stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Workday, Inc. insider David A. Duffield, through the David A. Duffield Trust, reported a pre-planned set of trades in Workday Class A and Class B Common Stock. On June 12, 2026, the trust sold 107,500 shares of Class A Common Stock in open-market transactions at weighted average prices across ranges from $125.46 to $131.4699, under a Rule 10b5-1 trading plan previously adopted by the trust.
On the same date, the trust converted 107,500 shares of Class B Common Stock into 107,500 shares of Class A Common Stock. After these transactions, the trust held 212,549 shares of Class A Common Stock and 37,098,834 shares of Class B Common Stock, with Class B shares remaining convertible into Class A on a one-for-one basis subject to the issuer’s charter terms.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 107,500 shares ($13,815,418)
Net Sell
8 txns
Insider
DUFFIELD DAVID A
Role
null
Sold
107,500 shs ($13.82M)
| 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 | 9,200 | $126.0058 | $1.16M |
| Sale | Class A Common Stock | 10,724 | $126.8789 | $1.36M |
| Sale | Class A Common Stock | 15,860 | $127.9901 | $2.03M |
| Sale | Class A Common Stock | 54,009 | $128.8795 | $6.96M |
| Sale | Class A Common Stock | 9,470 | $129.6333 | $1.23M |
| Sale | Class A Common Stock | 8,237 | $130.7894 | $1.08M |
Holdings After Transaction:
Class B Common Stock — 37,098,834 shares (Direct, null);
Class A Common Stock — 212,549 shares (Direct, null)
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 $125.46 to $126.4599, 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 $126.47 to $127.4699, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $127.47 to $128.4699, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $128.47 to $129.4699, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $129.47 to $130.4699, 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. The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range of $130.47 to $131.4699, 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. 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
Class A shares sold: 107,500 shares
Sale price range: $125.46–$131.4699 per share
Class B converted: 107,500 shares
+3 more
6 metrics
Class A shares sold
107,500 shares
Open-market sales on June 12, 2026
Sale price range
$125.46–$131.4699 per share
Weighted average price ranges for June 12, 2026 sales
Class B converted
107,500 shares
Class B Common Stock converted into Class A on June 12, 2026
Class A holdings after
212,549 shares
Class A Common Stock held by the trust after transactions
Class B holdings after
37,098,834 shares
Class B Common Stock held by the trust after conversion
Net buy/sell direction
Net-sell of 107,500 shares
Aggregate of reported sales versus conversions
Key Terms
Rule 10b5-1 trading plan, revocable living trust, Class B Common Stock, weighted average price, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"This sale was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the David A. Duffield Trust..."
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
"The reported shares are held by the David A. Duffield Trust dated July 14, 1988, a revocable living trust..."
Class B Common Stock financial
"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."
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.
weighted average price financial
"The price reported is a weighted average price. These shares were sold in multiple transactions at prices within the range..."
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.
permitted transferee regulatory
"except for certain permitted transfers described in, and transfers to any "permitted transferee" as defined in, the Issuer's restated certificate of incorporation..."
FAQ
What insider transaction did Workday (WDAY) report for David A. Duffield?
Workday reported that the David A. Duffield Trust sold 107,500 shares of Class A Common Stock and converted 107,500 Class B shares into Class A on June 12, 2026. All transactions relate to Workday stock held through the revocable trust.
Was the Workday (WDAY) insider sale by the Duffield trust pre-planned?
Yes. The Form 4 states the sale was effected under a Rule 10b5-1 trading plan adopted by the David A. Duffield Trust on December 2, 2025. Such plans schedule trades in advance, making timing less reflective of short-term views.