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Workday (NASDAQ: WDAY) CLO has 6,782 shares withheld for RSU taxes

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

Rhea-AI Filing Summary

Workday, Inc. Chief Legal Officer & Secretary Richard Harry Sauer had 6,782 shares of Class A Common Stock withheld at $135.40 per share to cover tax obligations tied to vesting restricted stock units. After this tax-withholding disposition, he holds 174,743 shares, including 133,781 RSUs, 4,132 PSUs, and 117 shares bought through the employee stock purchase program.

Positive

  • None.

Negative

  • None.
Insider Sauer Richard Harry
Role Chief Legal Officer & Secty
Type Security Shares Price Value
Tax Withholding Class A Common Stock 6,782 $135.40 $918K
Holdings After Transaction: Class A Common Stock — 174,743 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 133,781 RSUs and 4,132 performance stock units (PSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement. Includes 117 shares of Class A Common Stock that were purchased through the Issuer's Employee Stock Purchase Program.
Shares withheld for taxes 6,782 shares Tax withholding disposition for RSU vesting on Class A Common Stock
Withholding price per share $135.40 per share Value applied to 6,782 withheld shares
Shares held after transaction 174,743 shares Total Class A Common Stock following tax-withholding disposition
Restricted stock units 133,781 RSUs Each RSU entitles holder to one Class A share upon settlement
Performance stock units 4,132 PSUs Each PSU entitles holder to one Class A share upon settlement
ESPP shares 117 shares Class A shares purchased through Employee Stock Purchase Program
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 (PSUs) financial
"Includes 133,781 RSUs and 4,132 performance stock units (PSUs), each of which entitle the Reporting Person to receive one share."
Performance stock units (PSUs) are a form of executive or employee pay that promise company shares only if pre-set performance goals are met over a defined period; think of them as a bonus paid in stock that arrives only when the company hits agreed targets. Investors watch PSUs because they affect the number of shares outstanding (dilution) and reveal how management’s pay is tied to financial or operational results, aligning incentives with shareholder outcomes.
Employee Stock Purchase Program financial
"Includes 117 shares of Class A Common Stock that were purchased through the Issuer's Employee Stock Purchase Program."
tax withholding obligation financial
"Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of restricted stock units."
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Workday (WDAY) report for Richard Harry Sauer?
Workday reported that Chief Legal Officer Richard Harry Sauer had 6,782 Class A shares withheld to cover tax obligations from RSU vesting, a non-market tax-withholding disposition rather than an open-market stock sale.

At what price were the 6,782 Workday (WDAY) shares used for tax withholding?
The 6,782 Class A shares were valued at $135.40 per share for tax withholding. This value reflects the price applied to satisfy the tax liability from restricted stock unit vesting, not a discretionary buy or sell order on the market.

How many Workday (WDAY) shares does Richard Harry Sauer hold after this Form 4 transaction?
After the tax-withholding disposition, Richard Harry Sauer holds 174,743 Class A shares. This total includes vested and unvested equity awards and shares acquired through employee programs, reflecting his ongoing equity stake in Workday following the RSU-related tax withholding.

What restricted and performance-based awards does Richard Harry Sauer have at Workday (WDAY)?
His holdings include 133,781 restricted stock units and 4,132 performance stock units. Each RSU or PSU entitles him to receive one share of Workday Class A Common Stock upon settlement, aligning a significant portion of his compensation with company performance.

Does the Workday (WDAY) Form 4 indicate an open-market sale by Richard Harry Sauer?
The Form 4 does not show an open-market sale. It reports an F-code tax-withholding disposition, where 6,782 shares were withheld by Workday to satisfy tax obligations from RSU vesting, a routine administrative transaction rather than a discretionary stock sale.

How many Workday (WDAY) shares did Richard Harry Sauer buy through the Employee Stock Purchase Program?
His position includes 117 Class A shares purchased through Workday’s Employee Stock Purchase Program. This small portion of his overall holdings reflects shares acquired via the company’s broad-based employee ownership plan rather than through this Form 4 transaction.
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).
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*
Sauer Richard Harry
(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 Legal Officer & Secty
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 Stock07/05/2026F6,782(1)D$135.4174,743(2)(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)
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 133,781 RSUs and 4,132 performance stock units (PSUs), each of which entitle the Reporting Person to receive one share of Class A Common Stock upon settlement.
3. Includes 117 shares of Class A Common Stock that were purchased through the Issuer's Employee Stock Purchase Program.
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