Workday 10% Owner David Duffield Sells $19.1M via 10b5-1 Plan
Workday, Inc.
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Filing Summary
Workday 10% Owner David Duffield Sells $19.1M via 10b5-1 Plan
Company: Workday, Inc. (WDAY)
Form: 4 | Filed: 2026-09-24
Significance: Medium
Insider: David A. Duffield Relationship: 10% Owner (Co-Founder)
Transaction Summary: • Type: Sale (following conversion of Class B to Class A) • Shares Disposed: 99,613 shares • Average Price: ~$192.05 • Total Value: $19,130,551 • Remaining Holdings: 105,049 Class A shares & 35,877,231 Class B shares
Key Insight: Duffield executed a planned conversion and sale of 99,613 shares under a pre-established Rule 10b5-1 trading plan. Despite the $19.1M headline figure, the disposition represents less than 0.3% of his vast 35.9M+ share equity stake.
Market Context: The transaction accounts for approximately 0.049% of Workday's $39.05B market cap and 0.04% of total shares outstanding, presenting minimal market absorption risk.
Comprehensive Analysis
SEC Filing Analysis: Workday, Inc. (WDAY)
Executive Summary
- Trading Significance: Medium
- Key Takeaway: Co-founder and 10% owner David Duffield disposed of 99,613 shares of Class A Common Stock for approximately $19.13M pursuant to a pre-arranged Rule 10b5-1 trading plan.
- Market Impact: Neutral; transactions executed under programmatic 10b5-1 trading plans representing a negligible portion of total voting control and float generate minimal structural pressure.
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 |
| Relationship | 10% Owner |
Transaction Details
| Field | Value |
|---|---|
| Form Type | 4 |
| Transaction Date | 2026-09-23 |
| Transaction Code | S (Sale) / C (Conversion) |
| Security Type | Class A Common Stock |
| Shares Involved | 99,613 |
| Weighted Average Price | $192.05 |
| Total Value | $19,130,551 |
| Shares Owned After | 105,049 Class A (Direct) + 35,877,231 Class B (Direct) |
| Ownership Type | Direct (David A. Duffield Trust) |
Financial Impact Assessment
Transaction Materiality
| Metric | Value |
|---|---|
| Transaction Value | $19,130,551 |
| % of Market Cap | 0.049% |
| Shares Transacted | 99,613 |
| % of Shares Outstanding | 0.040% |
| Post-Transaction Ownership | 35,982,280 shares total (~14.57% of outstanding) |
| Materiality Assessment | Low to Moderate based on market cap tier; Medium due to dollar volume |
Impact Evaluation
- Market Cap Context: Against Workday's $39.05 billion market capitalization, a $19.13 million transaction represents 0.049% of enterprise equity value, falling well below the 0.1% threshold for material market disruption.
- Ownership Concentration: Duffield maintains significant control, retaining over 35.87 million Class B super-voting shares (14.5% of total outstanding common equity), demonstrating that this sale represents a tiny fraction (~0.28%) of his aggregate holding.
- Dilution Impact: None; the transaction reflects a 1:1 conversion of existing Class B Common Stock to Class A Common Stock followed by open market sales, resulting in zero net change to total shares outstanding.
- Transaction Significance: While substantial in nominal dollar terms, the trade is routine portfolio rebalancing under a pre-scheduled trading plan.
Market Impact Analysis
Stock Impact Prediction
- Direction: Neutral
- Reasoning: The sales were distributed across multiple price tranches ranging from $188.42 to $194.49 and were executed according to a Rule 10b5-1 plan adopted in December 2025, removing discretionary predictive signal.
Volume & Sentiment
- Expected Volume Impact: Negligible; 99,613 shares are easily absorbed by standard daily liquidity for WDAY.
- Sentiment Indicator: Neutral; executive and founder diversification via structured plans is standard practice.
Additional Context
Transaction Notes
- Timing: Executed on September 23, 2026, across six distinct pricing brackets.
- Special Circumstances: Conducted under a Rule 10b5-1 plan adopted by the David A. Duffield Trust on December 2, 2025. Shares were converted from Class B to Class A immediately prior to sale pursuant to standard dual-class conversion provisions.
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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.
