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• GAAP operating income was $313 million (11.8% of revenues); non-GAAP operating income was $824 million (31.1% of revenues).
• Diluted net income per share was $2.57, including a $1.52 tax benefit; non-GAAP diluted EPS was $2.75.
• Board authorized repurchase of up to $4.0 billion of Class A common stock, with no expiration date.
• Fiscal 2027 subscription revenue guidance raised to $9.940-$9.950 billion (13% growth); non-GAAP operating margin guidance raised to 31.0%.

2.02 Results of Operations and Financial Condition · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• All four Class II director nominees were elected: Wayne A.I. Frederick, Mark J. Hawkins, Rhonda J. Morris, and George J. Still, Jr., each to serve until the 2029 annual meeting.
• Stockholders ratified Ernst & Young LLP as independent auditor for fiscal year ending January 31, 2027 (643,771,793 votes for).
• Advisory approval of named executive officer compensation passed (548,387,515 votes for).
• Amendments to the 2022 Equity Incentive Plan and 2012 Employee Stock Purchase Plan to increase reserved shares were approved; two stockholder proposals on retention-rate and share-class voting disclosures were rejected.

5.07 Submission of Matters to a Vote of Security Holders

• GAAP operating income was $338 million (13.3% of revenues) versus $39 million (1.8%) a year ago; non-GAAP operating income was $809 million (31.8% of revenues).
• Diluted GAAP EPS was $0.87 versus $0.25 in the prior-year quarter; non-GAAP diluted EPS was $2.66 versus $2.23.
• 12-month subscription revenue backlog was $8.806 billion, up 15.5% year-over-year; total subscription backlog was $27.294 billion, up 10.9%.
• The company reiterated FY2027 subscription revenue guidance of $9.925-$9.950 billion and raised non-GAAP operating margin guidance to 30.5%.
• Operating cash flow was $696 million and free cash flow was $616 million; Workday repurchased ~12.0 million shares for $1.6 billion.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• The amendment reduces the equity award exclusion period for acceleration benefits from 12 months to 3 months prior to a non-CIC qualifying termination.
• The amendment changes the lump sum cash payment calculation to include a prior-year bonus equivalent (at 100% individual performance) and a pro-rated target bonus for the termination year, minus any prior-year bonus already paid.
• All other compensation and benefits under the policy remain unchanged; the full amended policy is filed as Exhibit 10.1.
• The report was filed under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers).

9.01 Financial Statements and Exhibits

• Aneel Bhusri, Workday's co-founder and Executive Chair, was appointed CEO on February 6, 2026, and received equity awards on March 5, 2026.
• He also received a performance-based PVU award for 547,003 shares, split into four tranches requiring stock price increases of 25%, 50%, 75%, and 100% from a baseline price of $137.11.
• The PVU award's price hurdles range from $171.39 to $274.22, measured over a five-year performance period with monthly testing.
• Bhusri is not eligible for additional equity awards until fiscal 2028, and shares issued upon PVU vesting are subject to a two-year holding period.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• Full-year fiscal 2026 total revenues were $9.552 billion, up 13.1%; subscription revenues were $8.833 billion, up 14.5%.
• Q4 GAAP operating income was $174 million (6.9% of revenues); non-GAAP operating income was $774 million (30.6% of revenues).
• Full-year operating cash flows were $2.939 billion, up 19.4%; free cash flows were $2.777 billion, up 26.7%.
• Guidance: fiscal 2027 subscription revenues of $9.925-$9.950 billion (12-13% growth) and non-GAAP operating margin of 30.0%.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Carl Eschenbach ceased to serve as CEO and resigned from the Board effective February 6, 2026, and will stay on as strategic advisor to the CEO.
• Bhusri will receive an initial annual base salary of $1,250,000 and a target cash bonus of up to 200% of base salary beginning fiscal 2027.
• Bhusri is expected to receive equity awards with a grant date of March 5, 2026: an RSU valued at $60,000,000 and a performance-based RSU valued at $75,000,000.
• Eschenbach's separation agreement includes a lump sum cash payment of $3,601,355 and accelerated vesting of certain RSUs.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Workday expects Q4 GAAP operating margin to be 24-25 percentage points lower than non-GAAP, and full-year GAAP margin 22-23 points lower.
• Workday announced reorganizations eliminating approximately 2% of its workforce, primarily in non-revenue generating roles in Global Customer Operations.
• Workday estimates approximately $135 million in charges in Q4 fiscal 2026, including $40 million cash severance, $15 million non-cash stock comp, and $80 million non-cash impairments.
• Workday will report fiscal 2026 Q4 and full-year results on February 24, 2026.

2.02 Results of Operations and Financial Condition · 2.05 Costs Associated with Exit or Disposal Activities · 2.06 Material Impairments