8-KLeadership Changes

Workday, Inc. 8-K Report, Executive Changes (Apr 2, 2019)

Filed April 2, 2019For Securities:WDAY

Summary

Workday, Inc. (WDAY) filed an 8-K on April 2, 2019, announcing a change in its Board of Directors. George "Skip" Battle, a current director, has decided not to stand for re-election at the upcoming 2019 annual meeting, with his term expiring on June 18, 2019. The company stated that Mr. Battle's decision is not due to any disagreements. In a related development, the Board has elected Ann-Marie Campbell as a new Class III director, effective April 2, 2019. Ms. Campbell brings significant operational and strategic expertise from her executive role at The Home Depot, Inc., where she currently serves as Executive Vice President – U.S. Stores. Her appointment is intended to enhance the Board's capabilities, and she will receive a restricted stock unit grant valued at $1,000,000, with a staggered vesting schedule.

Key Highlights

  • 1Director George "Skip" Battle will not seek re-election at the 2019 Annual Meeting.
  • 2Mr. Battle's departure is not related to any disagreements with the company or its management.
  • 3Ann-Marie Campbell elected as a new Class III director, effective April 2, 2019.
  • 4Ms. Campbell is Executive Vice President – U.S. Stores at The Home Depot, Inc.
  • 5Ms. Campbell brings extensive operational experience and strategic planning expertise to the Board.
  • 6Ms. Campbell will receive a $1,000,000 restricted stock unit grant upon her appointment.
  • 7The Home Depot, Inc. is a customer of Workday, with significant fiscal year 2019 payments.

Frequently Asked Questions

George "Skip" Battle has decided not to stand for re-election at the upcoming 2019 annual meeting when his current term expires. The company has stated that this decision is not a result of any disagreement with management or the Board, nor is it related to Workday's operations, policies, or practices.

Ann-Marie Campbell is a newly elected Class III director. She is currently the Executive Vice President – U.S. Stores at The Home Depot, Inc. Her appointment is expected to enhance the Board with her extensive operational experience, expertise in strategic planning, and insights into identifying and capturing new business opportunities.

Ms. Campbell will receive a one-time grant of restricted stock units valued at $1,000,000. One-fourth of this grant will vest on April 15, 2020, with the remainder vesting in equal quarterly installments over the subsequent twelve quarters, provided she remains in continuous service.

Yes, The Home Depot, Inc. is a customer of Workday. For Workday's fiscal year ended January 31, 2019, The Home Depot made payments totaling $16,290,866. These transactions were conducted based on arm's-length agreements in the ordinary course of business.