8-KLeadership ChangesRegulation FDExhibits & Filings

Workday, Inc. 8-K Report, Executive Changes (Feb 9, 2026)

Filed February 9, 2026For Securities:WDAY

Summary

Workday, Inc. (WDAY) announced a significant leadership change via an 8-K filing on February 8, 2026. Effective February 6, 2026, co-founder and Executive Chair Aneel Bhusri has been appointed as the new Chief Executive Officer (CEO). He will retain his role as Chair of the Board. This transition sees Carl Eschenbach stepping down as CEO and resigning from the Board. Mr. Bhusri, a key figure since Workday's inception, brings extensive experience back to the CEO role, having previously held various executive positions including co-CEO and CEO. The filing also details Mr. Bhusri's compensation package, which includes a base salary, significant equity awards (RSUs and performance-based RSUs), and eligibility for the company's severance policy. Concurrently, Mr. Eschenbach's separation agreement is outlined, including a cash payment and accelerated vesting of certain equity awards.

Key Highlights

  • 1Aneel Bhusri, co-founder and Executive Chair, appointed as CEO, effective February 6, 2026. He will also continue as Chair of the Board.
  • 2Carl Eschenbach has resigned as CEO and as a member of the Board of Directors.
  • 3Mr. Bhusri's compensation includes an annual base salary of $1,250,000, an annual target bonus of up to 200% of base salary, and substantial equity awards.
  • 4Mr. Bhusri is set to receive a $60 million RSU award and a $75 million performance-based RSU award, with vesting schedules and performance conditions outlined.
  • 5Mr. Eschenbach will receive a separation package including approximately $3.6 million in cash and accelerated vesting of certain equity awards.
  • 6The filing confirms the significant voting power controlled by a stock voting agreement between Aneel Bhusri and David A. Duffield, representing approximately 68% of Workday's outstanding voting power as of January 31, 2026.

Frequently Asked Questions

Aneel Bhusri, a co-founder of Workday, has been appointed CEO to leverage his deep experience and long-standing leadership within the company. He previously held CEO and co-CEO roles, indicating a strategic decision to bring back his foundational leadership to the helm during this transition.

Carl Eschenbach's resignation as CEO and from the Board marks the end of his tenure in the top executive role. The company has provided him with a separation agreement, including a cash payout and accelerated equity vesting, indicating an amicable and structured departure.

The primary financial impact relates to the compensation package for Aneel Bhusri, which includes a substantial base salary and significant equity awards valued at $60 million (RSUs) and $75 million (performance-based RSUs). The company also incurred costs associated with Carl Eschenbach's separation agreement, including severance payments and accelerated equity vesting.

Aneel Bhusri will continue as Executive Chair and Chair of the Board, in addition to his CEO role. He remains a party to a stock voting agreement with David A. Duffield, which collectively controls approximately 68% of Workday's outstanding voting power, reinforcing the founders' significant influence on the company's governance.