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[SCHEDULE 13G/A] WORKIVA INC Amended Passive Investment Disclosure

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SCHEDULE 13G/A

Rhea-AI Filing Summary

Workiva Inc. insider Matthew M. Rizai reports beneficial ownership of 2,658,114 shares tied to Workiva Class A common stock, representing 4.8% of the class as of December 31, 2025. This reflects that he now reports ownership of 5 percent or less of the class.

The stake includes both Class A and Class B common stock, plus 140,204 shares of Class A common stock issuable upon option exercise within 60 days. Class B shares are convertible one-for-one into Class A and carry ten votes per share, giving Rizai substantial voting influence through various trusts and family entities.

Positive

  • None.

Negative

  • None.





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: The shares reported in rows 5, 6, 7, 8, 9, and 11 include Class B common stock, as described below. Each share of Class B common stock is convertible at the option of the holder into one share of Class A common stock. Assumes conversion of all shares of Class B common stock beneficially owned by Mr. Rizai into shares of Class A common stock. The shares reported in row 9 consist of (i) 850,000 shares of Class B common stock and 427,409 shares of Class A common stock owned by Matthew Rizai TR UA DTD 03/04/1996 Matthew Rizai Revocable Trust; (ii) 32,783 shares of Class A common stock owned directly by Mr. Rizai and Svetlana Skopcenko Rizai as joint tenants with right of survivorship, of which Mr. Rizai and Ms. Skopcenko Rizai share voting and dispositive power; (iii) 885,109 shares of Class B common stock owned by Mr. Rizai and Ms. Skopcenko Rizai as trustees u/a dated August 7, 2013 creating Marital Trust, of which Mr. Rizai has sole voting power and Mr. Rizai and Ms. Skopcenko Rizai have shared dispositive power; (iv) 140,204 shares of Class A common stock that may be acquired within 60 days of this Statement upon the exercise of outstanding options; (v) 225,000 shares of Class B common stock and 60,551 shares of Class A common stock owned by family trusts of which Barbara Schlaff is the trustee and has entered into an irrevocable proxy under which she has granted sole voting power to Mr. Rizai for so long as the family trusts hold such shares. Ms. Schlaff has sole dispositive power as to such shares; and (vi) 25,000 shares of Class B common stock and 12,058 shares of Class A common stock owned by a family trust of which Ms. Skopcenko Rizai is the trustee. The percentage set forth in row 11 is calculated based upon on 52,711,521 shares of Class A common stock outstanding as of December 31, 2025, plus the number of shares of Class B common stock beneficially owned by Mr. Rizai and shares of Class A common stock that may be acquired by Mr. Rizai within 60 days upon the exercise of outstanding options, which are treated as converted into Class A common stock or exercised, as applicable, only for the purpose of computing the percentage ownership of Mr. Rizai. Each share of Class A common stock is entitled to one vote, and each share of Class B common stock is entitled to ten votes. There were 3,607,583 shares of Class B common stock outstanding as of December 31, 2025, as reported by the issuer to the reporting person, including the 1,985,109 shares of Class B common stock beneficially owned by Mr. Rizai. The percentage reported does not reflect the ten for one voting power of the Class B common stock.


SCHEDULE 13G



Matthew M Rizai
Signature:/s/ Matthew M. Rizai
Name/Title:Matthew M. Rizai
Date:02/13/2026

FAQ

What ownership stake in Workiva (WK) does Matthew M. Rizai report?

Matthew M. Rizai reports beneficial ownership of 2,658,114 shares tied to Workiva Class A common stock, representing 4.8% of the class as of December 31, 2025. This reflects reported ownership of five percent or less of that class.

How is Matthew M. Rizai’s Workiva (WK) ownership structured between Class A and Class B shares?

Rizai’s reported 2,658,114-share position includes both Class A and Class B common stock. Each Class B share converts into one Class A share and carries ten votes, and holdings are spread across revocable trusts, marital trusts, and family trusts with different voting and dispositive powers.

What voting power does Matthew M. Rizai have from his Workiva (WK) Class B shares?

Each Workiva Class B share carries ten votes, compared with one vote for each Class A share. As of December 31, 2025, there were 3,607,583 Class B shares outstanding, including 1,985,109 Class B shares beneficially owned by Rizai, giving him significant voting influence.

Does Matthew M. Rizai’s Workiva (WK) ownership include stock options?

Yes. The filing states that Rizai’s beneficial ownership includes 140,204 shares of Class A common stock that may be acquired within 60 days upon exercise of outstanding options. These option shares are counted solely for calculating his individual ownership percentage in the filing.

Through what entities does Matthew M. Rizai hold his Workiva (WK) shares?

Rizai’s holdings include shares in the Matthew Rizai Revocable Trust, a marital trust dated August 7, 2013, joint tenancy with Svetlana Skopcenko Rizai, and several family trusts where trustees such as Barbara Schlaff and Ms. Skopcenko Rizai hold dispositive power, sometimes under irrevocable voting proxies.

What does it mean that Workiva (WK) ownership is reported as 5 percent or less?

The filing’s Item 5 notes ownership of 5 percent or less of a class, and Rizai’s reported stake is 4.8% of Workiva’s Class A common stock. This indicates his beneficial ownership has dropped below the 5% reporting threshold for that class as of the stated date.
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