Workday 10% Owner David Duffield Sells $18.9M Under 10b5-1 Plan
Workday, Inc.
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Filing Summary
Workday 10% Owner David Duffield Sells $18.9M Under 10b5-1 Plan
Company: Workday, Inc. (WDAY)
Form: 4 | Filed: 2026-09-03
Significance: Low
Insider: David A. Duffield Title: N/A | Relationship: 10% Owner
Transaction Details: • Type: Sale (Disposed pursuant to Rule 10b5-1 plan) • Shares: 94,961 Class A shares • Average Price: ~$199.29 • Total Value: $18,924,543 • Retained Ownership: 105,049 Class A shares + 36,358,873 Class B shares (~14.76% of company)
Key Insight: Co-founder and 10% owner David Duffield converted 94,961 Class B shares to Class A shares and sold them under a pre-established Rule 10b5-1 trading plan adopted in December 2025, trimming less than 0.3% of his total equity holdings.
Market Context: The $18.9M transaction represents ~0.048% of Workday's $39.05B market capitalization and routine wealth management diversification.
Comprehensive Analysis
SEC Filing Analysis: Workday, Inc. (WDAY)
Executive Summary
- Trading Significance: Low
- Key Takeaway: Co-founder and 10% owner David Duffield disposed of 94,961 shares (~$18.92M) through a pre-arranged Rule 10b5-1 plan, representing just 0.26% of his massive ~36.46M share position.
- Market Impact: Neutral; routine pre-scheduled liquidation with negligible impact on overall float and capital structure.
Company Information
| Field | Value |
|---|---|
| Company | Workday, Inc. |
| Ticker Symbol | WDAY |
| CIK | 0001327811 |
| Industry | Services - Computer Processing & Data Preparation |
Insider Information
| Field | Value |
|---|---|
| Name | David A. Duffield |
| CIK | 0000938071 |
| Title/Position | Co-Founder / Former Chairman |
| Relationship | 10% Owner |
Transaction Details
| Field | Value |
|---|---|
| Form Type | 4 |
| Transaction Date | 2026-09-01 |
| Transaction Code | C (Conversion) / S (Open Market Sale) |
| Security Type | Class A Common Stock |
| Shares Involved | 94,961 |
| Weighted Avg Price | $199.29 |
| Total Value | $18,924,543.39 |
| Shares Owned After | 105,049 Class A (plus 36,358,873 Class B) |
| Ownership Type | Indirect (David A. Duffield Trust) |
Financial Impact Assessment
Transaction Materiality
| Metric | Value |
|---|---|
| Transaction Value | $18,924,543.39 |
| % of Market Cap | 0.048% |
| Shares Transacted | 94,961 |
| % of Shares Outstanding | 0.038% |
| Post-Transaction Ownership | 36,463,922 total shares (14.76% of outstanding) |
| Materiality Assessment | Low |
Impact Evaluation
- Market Cap Context: Against Workday's $39.05 billion market capitalization, the $18.92M transaction represents under 0.05% of equity value, reflecting standard liquidity management for a mega-cap technology firm.
- Ownership Concentration: Duffield maintains significant control and ownership with over 36.35 million Class B super-voting shares, equating to a ~14.76% overall equity stake in the company.
- Dilution & Net Change: Class B shares were converted 1:1 into Class A shares before open-market sale, resulting in zero net change in total shares outstanding.
Market Impact Analysis
- Direction: Neutral
- Reasoning: The sales were executed pursuant to a Rule 10b5-1 trading plan established on December 2, 2025, and represent a minuscule fraction of the insider's multi-billion-dollar holding.
- Expected Volume Impact: Negligible; sales were spread across nine price tranches ranging from $196.65 to $205.92.
- Sentiment Indicator: Neutral
Additional Context
- Special Circumstances: The transactions occurred via the David A. Duffield Trust dated July 14, 1988 under a pre-established 10b5-1 plan, removing opportunistic timing factors.
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Important Disclaimer
This content is drawn from public SEC filings and may contain errors. It is for informational purposes only and is not investment, legal, or tax advice.
Nothing here is a recommendation to buy, sell, or hold any security. Do your own due diligence.
