What is the primary purpose of these equity awards for Mr. Bhusri?

The equity awards are intended to incentivize Aneel Bhusri in his role as CEO and Executive Chair, align his compensation with the company's long-term stock performance and shareholder value creation, and ensure his continued service and commitment to Workday.

How is the performance-based PVU Award measured?

The PVU Award's vesting is tied to achieving specific stock price targets. These targets are measured monthly based on the percentage increase of Workday's trailing 45-day simple moving average stock price compared to a baseline price established on March 5, 2026. The performance is assessed against four increasing Price Hurdles over a five-year performance period.

What happens to the PVU Award if Mr. Bhusri's employment is terminated?

In the event of termination without Cause (not in connection with a Change in Control), only tranches for which Price Hurdles have been achieved will accelerate, vesting for shares that would have vested in the 12 months following termination. In case of termination without Cause or resignation for Good Reason in connection with a Change in Control, the PVU Award will fully accelerate for tranches where Price Hurdles are achieved (based on the acquisition price in the Change in Control). If the award is not assumed in a Change in Control, it will also accelerate in full.

When can investors expect Mr. Bhusri to receive additional equity compensation?

Mr. Bhusri will not be eligible for any additional equity awards until fiscal year 2028, indicating that these current grants are intended to cover a significant period of his leadership and are meant to drive performance through their vesting schedules.

WDAY 8-K: Leadership Changes

Summary

This 8-K filing from Workday, Inc. details the equity awards granted to Aneel Bhusri, Executive Chair and newly appointed CEO, on March 5, 2026. The awards are designed to incentivize Mr. Bhusri's leadership and align his compensation with the company's stock performance. A significant portion of his compensation is tied to achieving specific stock price appreciation targets over a five-year period, with vesting contingent on continued service. Investors should note that Mr. Bhusri will not be eligible for additional equity awards until fiscal 2028, indicating a long-term commitment to these current grants. The performance-based Restricted Stock Unit (RSU) award, termed the PVU Award, has a multi-tiered stock price hurdle structure. Vesting of the PVU Award's tranches is dependent on achieving these price targets, measured by a trailing moving average stock price against a baseline established on the grant date. The structure suggests a focus on sustained stock price growth and shareholder value creation.

Key Highlights

1Aneel Bhusri, Executive Chair and new CEO, granted significant equity awards on March 5, 2026.
2A time-based RSU award of 437,602 shares vests over four years, with 1/4th vesting after one year and quarterly thereafter.
3A performance-based RSU award (PVU Award) of 547,003 shares is contingent on achieving specific stock price hurdles over a five-year period.
4The PVU Award is divided into four tranches, each with increasing stock price targets (25% to 100% increase from baseline).
5PVU Award vesting requires achievement of stock price targets and Mr. Bhusri's continued service.
6Vesting of PVU Award tranches occurs quarterly over 20 periods if price hurdles are met.
7Mr. Bhusri is ineligible for further equity awards until fiscal year 2028.

Workday, Inc. 8-K Report, Executive Changes (Mar 6, 2026)

Summary

Key Highlights

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