Item 5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On November 16, 2021, Robynne Sisco notified Workday, Inc. ("Workday") of her
intention to step down from her position as Chief Financial Officer of Workday,
effective February 1, 2022. On the same day, the Board of Directors of Workday
appointed Doug Robinson as Co-President, effective November 18, 2021, and
Barbara Larson as Chief Financial Officer, effective February 1, 2022. Mr.
Robinson will serve as Co-President alongside Ms. Sisco. Effective February 1,
2022, Ms. Sisco will step down from her position as Chief Financial Officer and
principal financial officer, with Ms. Larson assuming those responsibilities,
but will remain in her role as Co-President.
Mr. Robinson, 49, joined Workday in 2010 and has served as Executive Vice
President, Global Sales since February 2021. Since joining Workday, Mr. Robinson
has served in a variety of leadership roles within our sales organization,
including Senior Vice President, Sales-Americas from May 2018 to February 2021;
Group Vice President, Sales from September 2016 to May 2018; Vice President,
North America Sales Strategy from February 2016 to September 2016; and earlier
as a regional sales vice president and regional sales director. Prior to joining
Workday, Mr. Robinson was in various sales roles at Oracle Corporation and
PeopleSoft, Inc. Mr. Robinson received a bachelor's degree in finance and
management information systems from Ohio University.
In connection with his appointment as Co-President, Mr. Robinson will receive a
grant of restricted stock units in the amount of $2.0 million, one-fourth of
which will vest on December 15, 2022, and the balance of which will vest in
equal quarterly installments over the following twelve quarters, assuming
continuous service through the applicable vesting dates.
Mr. Robinson has no family relationship with any director or executive officer
of Workday and Mr. Robinson has no direct or indirect material interest in any
transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Workday has entered into its standard form of indemnification agreement with Mr.
Robinson, the form of which is filed as Exhibit 10.1 to the Company's Form 10-K
for the fiscal year ended January 31, 2021.
Ms. Larson, 51, joined Workday in 2014 and has served as Senior Vice President,
Accounting, Tax and Treasury since February 2021. Since joining Workday, Ms.
Larson has served in a variety of leadership roles within our organization,
including General Manager, Workday Financial Management from May 2019 to January
2021; Vice President, Business Finance from April 2016 to May 2019; and Senior
Director, Corporate Finance Planning & Analysis and G&A Finance from July 2014
to April 2016. Prior to joining Workday, Ms. Larson was Senior Director of
Financial Planning & Analysis at VMware, Inc. from November 2007 to July 2014.
Prior to that, she held senior finance positions at TIBCO Software Inc. and
Symantec Corporation. Ms. Larson received a bachelor's degree in business
administration, with an emphasis in accounting and finance from the University
of Arizona.
In connection with her appointment as Chief Financial Officer, Ms. Larson's base
salary is expected to remain the same at $400,000 and, effective as of the date
of her appointment, her annual target bonus for Workday's fiscal year 2023 will
increase from 30% to 50% of her base salary and will be determined under
Workday's bonus plan for key employees. Ms. Larson will receive a grant of
restricted stock units in the amount of $2.0 million in connection with her
appointment, one-fourth of which will vest on December 15, 2022, and the balance
of which will vest in equal quarterly installments over the following twelve
quarters, assuming continuous service through the applicable vesting dates.
Ms. Larson has no family relationship with any director or executive officer of
Workday and Ms. Larson has no direct or indirect material interest in any
transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Workday intends to enter into its standard form of indemnification agreement
with Ms. Larson, the form of which is filed as Exhibit 10.1 to the Company's
Form 10-K for the fiscal year ended January 31, 2021.
A copy of the press release announcing Mr. Robinson's and Ms. Larson's
respective appointments is attached hereto as Exhibit 99.1. The information in
the press release attached hereto shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act") or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, or the Exchange Act.


Item 9.01 - Financial Statements and Exhibits



(d) Exhibits

Exhibit Number          Description
99.1                      Press release dated November 18, 2021
104                     Cover Page Interactive Data File (the cover page

XBRL tags are embedded within


                        the inline XBRL document)



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