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Unregistered Sales of Equity Securities
−Removed: During the three months ended July 31, 2020, we issued 1,654,302 shares of our unregistered Class A common stock to holders of our 2020 Notes upon settlement of conversion of an aggregate principal amount of $250 million of such notes.
−Removed: This share amount represents the conversion value of the 2020 Notes in excess of the principal amount of notes converted.
+Added: During the three months ended October 31, 2020, we issued 0.2 million shares of our unregistered Class A common stock to warrant holders who net exercised their warrants related to the 2020 Notes.
+Added: This share amount represents the number of warrants exercised multiplied by the difference between the exercise price of the warrants and their daily volume weighted-average stock price.
For further information regarding the above transactions, see Note 10, Debt, of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
−Removed: These shares of our Class A common stock were issued in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended.
−Removed: Issuer Purchases of Equity Securities
−Removed: The table below sets forth information regarding our purchases of our Class A common stock during the three months ended July 31, 2020:
−Removed: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
−Removed: July 1, 2020 - July 31, 2020 (1)
−Removed: 1,654,757 $ 183.23 — —
−Removed: (1) The shares purchased represent the exercise of the convertible note hedges relating to the 2020 Notes.
−Removed: For further information, see Note 10, Debt, of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
+Added: These shares of our Class A common stock were issued in an exchange pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended.
+Added: We did not receive any proceeds from the warrant exercises, nor were they subject to underwriting discounts or commissions.
The Exhibits listed below are filed as part of this Form 10-Q.
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Exhibit Number Form File Number Filing Date Exhibit Number Filed Herewith
−Removed: 3.1 Amended and Restated Bylaws of the Registrant
−Removed: 8-K 001-35680 August 27, 2020 3.1
−Removed: 10.1 Offer Letter between Luciano G.
−Removed: Fernandez and the Registrant dated August 26, 2020
+Added: 10.1† Workday, Inc.
+Added: Change in Control Policy
31.1 Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended
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104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) X
+Added: † Indicates a management contract or compensatory plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: August 28, 2020
+Added: November 20, 2020
Workday, Inc.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.