8-KLeadership Changes

Workday, Inc. 8-K Report, Executive Changes (Feb 15, 2018)

Filed February 15, 2018For Securities:WDAY

Summary

Workday, Inc. (WDAY) announced on February 15, 2018, a significant addition to its Board of Directors with the appointment of Carl M. Eschenbach, effective February 14, 2018. Mr. Eschenbach brings extensive experience in the technology sector, having previously served as President and Chief Operating Officer at VMware, Inc. and currently as a general partner at Sequoia Capital. His background in operational and sales leadership within high-growth technology companies is expected to be a valuable asset to Workday's strategic direction. The filing also outlines the compensatory arrangements for Mr. Eschenbach's board service. He will receive immediate restricted stock units (RSUs) valued at $100,000, prorated for his initial term. Additionally, subject to stockholder approval, he is slated to receive a substantial one-time RSU grant of $1,000,000, with a vesting schedule designed to align his interests with long-term company performance. Mr. Eschenbach has also been appointed to the Board's Investment Committee.

Key Highlights

  • 1Carl M. Eschenbach appointed as a Class I director, effective February 14, 2018.
  • 2Mr. Eschenbach's extensive technology industry experience includes significant leadership roles at VMware and venture capital experience with Sequoia Capital.
  • 3His appointment is expected to provide valuable insights due to his deep knowledge of high-growth companies and operational expertise.
  • 4Mr. Eschenbach will receive an initial RSU grant of $100,000, vesting on May 15, 2018.
  • 5A potential additional RSU grant of $1,000,000 is planned, contingent on stockholder approval, with a multi-year vesting schedule.
  • 6Mr. Eschenbach has been appointed to serve on Workday's Investment Committee.
  • 7No related-party transactions requiring disclosure under Item 404(a) were identified for Mr. Eschenbach.

Frequently Asked Questions

Carl M. Eschenbach is a seasoned technology executive with extensive experience as President and COO of VMware, Inc. and currently as a general partner at Sequoia Capital. He was appointed to Workday's Board of Directors to leverage his over 30 years of operational and sales experience in the technology industry, particularly his deep knowledge of high-growth companies.

Mr. Eschenbach will receive $100,000 in restricted stock units (RSUs) that vest on May 15, 2018. Furthermore, subject to shareholder approval at the 2018 annual meeting, he will receive a one-time grant of $1,000,000 in RSUs, which will vest over approximately three years.

Yes, Mr. Eschenbach has been appointed to serve on the Investment Committee of Workday's Board of Directors.

The filing states that there are no arrangements or understandings between Mr. Eschenbach and any other persons for his election as director, nor are there any transactions requiring disclosure under Item 404(a) of Regulation S-K.