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0001327811FALSE00013278112022-11-292022-11-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 29, 2022
WORKDAY, INC.
(Exact name of registrant as specified in its charter)

Delaware 001-35680 20-2480422
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
6110 Stoneridge Mall Road
Pleasanton, California 94588
(Address of principal executive offices)

Registrant’s telephone number, including area code: (925) 951-9000

N/A
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $0.001 WDAY The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Section 2 – Financial Information

Item 2.02 – Results of Operations and Financial Condition
On November 29, 2022, Workday, Inc. (“Workday”) issued a press release announcing its results for its fiscal quarter ended October 31, 2022. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.
Workday uses its blogs.workday.com website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Section 8 – Other Events

Item 8.01 – Other Events
On November 29, 2022, Workday announced that its Board of Directors authorized the repurchase of up to $500 million of Workday’s outstanding shares of Class A common stock (the “Share Repurchase Program”). Workday may repurchase shares of Class A common stock from time to time through open market purchases, in privately negotiated transactions, or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions. The timing and total amount of stock repurchases will depend upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. The Share Repurchase Program will have a term of 18 months, may be suspended or discontinued at any time, and does not obligate Workday to acquire any amount of Class A common stock.
A copy of the press release is attached as Exhibit 99.2 to this current report on Form 8-K and is incorporated by reference herein.
The information in each item of this current report on Form 8-K and the exhibits 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, regardless of any general incorporation language in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits

Exhibit Number Description
99.1
99.2
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)





Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 29, 2022
  Workday, Inc.
  /s/ Barbara Larson
  Barbara Larson
Chief Financial Officer


EX-99.1 2 wday-10312022x991.htm EX-99.1 Document

Exhibit 99.1
Workday Announces Fiscal 2023 Third Quarter Financial Results

Fiscal Third Quarter Total Revenues of $1.60 Billion, Up 20.5% Year Over Year
Subscription Revenues of $1.43 Billion, Up 22.3% Year Over Year
24-Month Subscription Revenue Backlog of $8.62 Billion, Up 21.1% Year Over Year
Total Subscription Revenue Backlog of $14.10 Billion, Up 28.5% Year Over Year

PLEASANTON, Calif., November 29, 2022 -- Workday, Inc. (NASDAQ: WDAY), a leader in enterprise cloud applications for finance and human resources, today announced results for the fiscal 2023 third quarter ended October 31, 2022.

Fiscal 2023 Third Quarter Results

•Total revenues were $1.60 billion, an increase of 20.5% from the third quarter of fiscal 2022. Subscription revenues were $1.43 billion, an increase of 22.3% from the same period last year.
•Operating loss was $26.3 million, or negative 1.6% of revenues, compared to an operating income of $23.9 million, or 1.8% of revenues, in the same period last year. Non-GAAP operating income for the third quarter was $314.2 million, or 19.7% of revenues, compared to a non-GAAP operating income of $332.2 million, or 25.0% of revenues, in the same period last year.1
•Basic and diluted net loss per share was $0.29, compared to basic and diluted net income per share of $0.17 in the third quarter of fiscal 2022. Non-GAAP basic and diluted net income per share was $1.01 and $0.99, respectively, compared to non-GAAP basic and diluted net income per share of $1.15 and $1.10, respectively, in the same period last year.2
•Operating cash flows were $408.7 million compared to $384.7 million in the prior year.
•Cash, cash equivalents, and marketable securities were $5.49 billion as of October 31, 2022.

Comments on the News

“We delivered another solid quarter, demonstrating how our cloud finance and HR solutions are vital for global organizations navigating today’s changing world,” said Aneel Bhusri, co-founder, co-CEO, and chairman, Workday. “There is no question that the current macro environment presents increased uncertainty, but, due to the great work of our employees and our continued innovation, we are confident in the long-term opportunity and our ability to navigate the road ahead.”

“Our strong third-quarter results illustrate how global organizations are continuing to choose Workday as the backbone of their digital transformation in the face of constant change,” said Chano Fernandez, co-CEO, Workday. “As we look ahead, we will continue to focus our efforts on industry investments and driving innovation with our open and connected partner ecosystem, which are critical to our customers’ success.”

“We delivered solid third-quarter results, a testament to strong execution across the company as well as the strategic and mission-critical nature of our solutions,” said Barbara Larson, chief financial officer, Workday. “Our updated outlook reflects the ongoing momentum in our business and the power of our business model, while continuing to balance the current environment. We are raising the low end of our fiscal 2023 subscription revenue guidance to a range of $5.555 billion to $5.557 billion, or 22% growth. We are also raising our fiscal 2023 non-GAAP operating margin guidance to 19.2%, reflecting our commitment to delivering healthy growth and profitability.”

Recent Highlights

•Workday announced that its Board of Directors approved a share repurchase program, with a term of 18 months, to purchase up to $500 million of shares of its Class A common stock.
•Workday announced its vision for a more open and connected partner ecosystem, which includes the launch of Industry Accelerators, a new industry program that accelerates customer enterprise cloud transformations with partners.
•Workday announced new technology and user experience innovations aimed at helping customers meet evolving business and employee needs, including low-code/no-code app development functionality in Workday Extend, the Company's app building solution that helps developers to more quickly and easily build apps on Workday.



•Workday introduced next-generation skills technology, built on an AI/ML foundation, that allows organizations to easily and securely bring skills data in and out of Workday to deliver more personalized employee experiences.
•Workday was named a Leader in the 2022 Gartner® Magic Quadrant™ for Cloud HCM Suites for 1,000+ Employee Enterprises for the seventh consecutive year and positioned the highest for overall Ability to Execute.3

Earnings Call Details

Workday plans to host a conference call today to review its fiscal 2023 third quarter financial results and to discuss its financial outlook. The call is scheduled to begin at 1:30 p.m. PT/4:30 p.m. ET and can be accessed via webcast. The webcast will be available live, and a replay will be available following completion of the live broadcast for approximately 90 days.

Workday uses the Workday Blog as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

1Non-GAAP operating income and non-GAAP operating margin exclude share-based compensation expenses, employer payroll tax-related items on employee stock transactions, and amortization expense for acquisition-related intangible assets. See the section titled “About Non-GAAP Financial Measures” in the accompanying financial tables for further details.

2Non-GAAP net income per share excludes share-based compensation expenses, employer payroll tax-related items on employee stock transactions, amortization expense for acquisition-related intangible assets, and income tax effects. See the section titled “About Non-GAAP Financial Measures” in the accompanying financial tables for further details.

3Gartner, “Magic Quadrant for Cloud HCM Suites for 1,000+ Employee Enterprises,” by Sam Grinter, Chris Pang, Jeff Freyermuth, Ron Hanscome, Helen Poitevin, Ranadip Chandra, John Kostoulas, Emi Chiba, Rania Stewart, October 31, 2022.

Gartner Disclaimer

Gartner does not endorse any vendor, product or service depicted in our research publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner research publications consist of the opinions of Gartner's research organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this research, including any warranties of merchantability or fitness for a particular purpose.

Gartner and Magic Quadrant are registered trademarks of Gartner, Inc. and/or its affiliates in the U.S. and internationally and are used herein with permission. All rights reserved.

About Workday

Workday is a leading provider of enterprise cloud applications for finance and human resources, helping customers adapt and thrive in a changing world. Workday applications for financial management, human resources, planning, spend management, and analytics have been adopted by thousands of organizations around the world and across industries – from medium-sized businesses to more than 50% of the Fortune 500. For more information about Workday, visit workday.com.

© 2022 Workday, Inc. All rights reserved. Workday and the Workday logo are registered trademarks of Workday, Inc. All other brand and product names are trademarks or registered trademarks of their respective holders.

Use of Non-GAAP Financial Measures

Reconciliations of non-GAAP financial measures to Workday’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled “About Non-GAAP Financial Measures.” A reconciliation of our forward outlook for non-GAAP operating margin with our forward-looking GAAP operating margin is not available without unreasonable efforts as the quantification of share-based compensation expense, which is excluded from our non-GAAP operating margin, requires additional inputs such as the number of shares granted and market prices that are not ascertainable.





Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding Workday’s full-year fiscal 2023 subscription revenues and non-GAAP operating margin, our intended share repurchases, growth, innovation, opportunities, demand, momentum, and investments. These forward-looking statements are based only on currently available information and our current beliefs, expectations, and assumptions. Because forward-looking statements relate to the future, they are subject to risks, uncertainties, assumptions, and changes in circumstances that are difficult to predict and many of which are outside of our control. If the risks materialize, assumptions prove incorrect, or we experience unexpected changes in circumstances, actual results could differ materially from the results implied by these forward-looking statements, and therefore you should not rely on any forward-looking statements. Risks include, but are not limited to: (i) our ability to implement our plans, objectives, and other expectations with respect to any of our acquired companies; (ii) the impact of recent macroeconomic events on our business, as well as our customers, prospects, partners, and service providers; (iii) breaches in our security measures or those of our third-party providers, unauthorized access to our customers’ or other users’ personal data, or disruptions in our data center or computing infrastructure operations; (iv) service outages, delays in the deployment of our applications, and the failure of our applications to perform properly; (v) our ability to manage our growth effectively; (vi) competitive factors, including pricing pressures, industry consolidation, entry of new competitors and new applications, advancements in technology, and marketing initiatives by our competitors; (vii) the development of the market for enterprise cloud applications and services; (viii) acceptance of our applications and services by customers and individuals, including any new features, enhancements, and modifications, as well as the acceptance of any underlying technology such as machine learning and artificial intelligence; (ix) adverse changes in general economic or market conditions; (x) the regulatory, economic, and political risks associated with our domestic and international operations; (xi) the regulatory risks related to new and evolving technologies such as machine learning and artificial intelligence; (xii) delays or reductions in information technology spending; and (xiii) changes in sales, which may not be immediately reflected in our results due to our subscription model. Further information on these and additional risks that could affect Workday’s results is included in our filings with the Securities and Exchange Commission (“SEC”), including our Form 10-Q for the fiscal quarter ended October 31, 2022, and our future reports that we may file with the SEC from time to time, which could cause actual results to vary from expectations. Workday assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

Any unreleased services, features, or functions referenced in this document, our website, or other press releases or public statements that are not currently available are subject to change at Workday’s discretion and may not be delivered as planned or at all. Customers who purchase Workday services should make their purchase decisions based upon services, features, and functions that are currently available.



Workday, Inc.
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)

October 31, 2022 January 31, 2022
Assets
Current assets:
Cash and cash equivalents $ 1,575,955  $ 1,534,273 
Marketable securities 3,916,130  2,109,888 
Trade and other receivables, net 1,040,468  1,242,545 
Deferred costs 171,100  152,957 
Prepaid expenses and other current assets 266,622  174,402 
Total current assets 6,970,275  5,214,065 
Property and equipment, net 1,219,127  1,123,075 
Operating lease right-of-use assets 268,110  247,808 
Deferred costs, noncurrent 359,624  341,259 
Acquisition-related intangible assets, net 326,670  391,002 
Goodwill 2,840,044  2,840,044 
Other assets 405,937  341,252 
Total assets $ 12,389,787  $ 10,498,505 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable $ 75,803  $ 55,487 
Accrued expenses and other current liabilities 334,961  195,590 
Accrued compensation 406,799  402,885 
Unearned revenue 2,815,599  3,110,947 
Operating lease liabilities 90,237  80,503 
Debt, current —  1,222,443 
Total current liabilities 3,723,399  5,067,855 
Debt, noncurrent 2,974,979  617,354 
Unearned revenue, noncurrent 63,736  71,533 
Operating lease liabilities, noncurrent 196,078  182,456 
Other liabilities 22,487  24,225 
Total liabilities 6,980,679  5,963,423 
Stockholders’ equity:
Common stock 257  251 
Additional paid-in capital 8,400,756  7,284,174 
Treasury stock (110,382) (12,467)
Accumulated other comprehensive income (loss) 104,114  7,709 
Accumulated deficit (2,985,637) (2,744,585)
Total stockholders’ equity 5,409,108  4,535,082 
Total liabilities and stockholders’ equity $ 12,389,787  $ 10,498,505 





Workday, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)

Three Months Ended October 31, Nine Months Ended October 31,
2022 2021 2022 2021
Revenues:
Subscription services $ 1,432,393  $ 1,171,517  $ 4,071,804  $ 3,317,140 
Professional services 166,710  155,746  497,754  445,517 
Total revenues 1,599,103  1,327,263  4,569,558  3,762,657 
Costs and expenses (1):
Costs of subscription services 259,397  200,700  737,301  575,646 
Costs of professional services 176,396  159,024  524,398  462,652 
Product development 565,727  455,615  1,655,071  1,341,482 
Sales and marketing 470,196  366,323  1,358,198  1,050,974 
General and administrative 153,708  121,656  427,832  347,391 
Total costs and expenses 1,625,424  1,303,318  4,702,800  3,778,145 
Operating income (loss) (26,321) 23,945  (133,242) (15,488)
Other income (expense), net 4,163  21,557  (48,789) 115,491 
Income (loss) before provision for (benefit from) income taxes (22,158) 45,502  (182,031) 100,003 
Provision for (benefit from) income taxes 52,563  2,090  59,021  (2,623)
Net income (loss) $ (74,721) $ 43,412  $ (241,052) $ 102,626 
Net income (loss) per share, basic $ (0.29) $ 0.17  $ (0.95) $ 0.42 
Net income (loss) per share, diluted $ (0.29) $ 0.17  $ (0.95) $ 0.40 
Weighted-average shares used to compute net income (loss) per share, basic 255,753  248,468  253,975  246,348 
Weighted-average shares used to compute net income (loss) per share, diluted 255,753  254,760  253,975  253,917 
    
(1) Costs and expenses include share-based compensation expenses as follows:
Three Months Ended October 31, Nine Months Ended October 31,
2022 2021 2022 2021
Costs of subscription services $ 25,598  $ 21,340  $ 76,918  $ 62,478 
Costs of professional services 26,577  29,105  79,999  83,331 
Product development 149,279  135,591  449,764  395,345 
Sales and marketing 61,186  55,645  180,233  158,121 
General and administrative 51,556  39,437  146,795  111,197 
Total share-based compensation expenses $ 314,196  $ 281,118  $ 933,709  $ 810,472 




Workday, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)

Three Months Ended October 31, Nine Months Ended October 31,
2022 2021 2022 2021
Cash flows from operating activities:
Net income (loss) $ (74,721) $ 43,412  $ (241,052) $ 102,626 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization 91,854  87,127  274,395  254,973 
Share-based compensation expenses 314,196  278,995  933,709  808,349 
Amortization of deferred costs 44,830  35,482  126,515  100,844 
Non-cash lease expense 23,359  21,407  68,318  64,706 
(Gains) losses on investments (3,833) (25,222) 20,746  (125,479)
Other 3,251  4,408  15,373  (4,225)
Changes in operating assets and liabilities, net of business combinations:
Trade and other receivables, net 61,885  6,649  200,008  171,257 
Deferred costs (56,552) (50,654) (163,023) (129,758)
Prepaid expenses and other assets 2,435  18,050  (31,447) (21,047)
Accounts payable 18,116  (12,007) 20,884  (4,117)
Accrued expenses and other liabilities 47,061  2,498  41,253  (24,109)
Unearned revenue (63,213) (25,491) (302,936) (158,465)
Net cash provided by (used in) operating activities 408,668  384,654  962,743  1,035,555 
Cash flows from investing activities:
Purchases of marketable securities (2,310,915) (722,275) (5,651,005) (2,317,040)
Maturities of marketable securities 2,181,147  674,246  3,767,509  2,303,478 
Sales of marketable securities 19,988  —  53,355  27,286 
Owned real estate projects (181) (4) (446) (171,498)
Capital expenditures, excluding owned real estate projects (58,665) (33,335) (286,013) (190,912)
Business combinations, net of cash acquired —  (60,645) —  (739,865)
Purchase of other intangible assets (700) —  (700) — 
Purchases of non-marketable equity and other investments (3,250) (26,720) (20,173) (84,526)
Sales and maturities of non-marketable equity and other investments 4,513  1,874  11,674  5,169 
Other —  —  — 
Net cash provided by (used in) investing activities (168,063) (166,859) (2,125,799) (1,167,907)
Cash flows from financing activities:
Proceeds from issuance of debt, net of debt discount —  —  2,978,077  — 
Repayments and extinguishment of debt (1,149,622) (9,384) (1,843,605) (28,205)
Payments for debt issuance costs —  —  (7,220) — 
Proceeds from issuance of common stock from employee equity plans, net of taxes paid for shares withheld 710  1,894  85,002  76,381 
Other (161) (33) (538) (409)
Net cash provided by (used in) financing activities (1,149,073) (7,523) 1,211,716  47,767 
Effect of exchange rate changes (920) 50  (1,750) (85)
Net increase (decrease) in cash, cash equivalents, and restricted cash (909,388) 210,322  46,910  (84,670)
Cash, cash equivalents, and restricted cash at the beginning of period 2,497,043  1,092,929  1,540,745  1,387,921 
Cash, cash equivalents, and restricted cash at the end of period $ 1,587,655  $ 1,303,251  $ 1,587,655  $ 1,303,251 



Workday, Inc.
Reconciliation of GAAP to Non-GAAP Data
Three Months Ended October 31, 2022
(in thousands, except percentages and per share data)
(unaudited)

GAAP Share-Based Compensation Expenses
Other Operating Expenses (2)
Income Tax and Dilution Effects (3)
Non-GAAP
Costs and expenses:
Costs of subscription services $ 259,397  $ (25,598) $ (14,100) $ —  $ 219,699 
Costs of professional services 176,396  (26,577) (623) —  149,196 
Product development 565,727  (149,279) (1,899) —  414,549 
Sales and marketing 470,196  (61,186) (9,206) —  399,804 
General and administrative 153,708  (51,556) (531) —  101,621 
Operating income (loss) (26,321) 314,196  26,359  —  314,234 
Operating margin (1.6) % 19.6  % 1.7  % —  % 19.7  %
Other income (expense), net 4,163  —  —  —  4,163 
Income (loss) before provision for (benefit from) income taxes (22,158) 314,196  26,359  —  318,397 
Provision for (benefit from) income taxes 52,563  —  —  7,933  60,496 
Net income (loss) $ (74,721) $ 314,196  $ 26,359  $ (7,933) $ 257,901 
Net income (loss) per share, basic (1)
$ (0.29) $ 1.23  $ 0.10  $ (0.03) $ 1.01 
Net income (loss) per share, diluted (1)
$ (0.29) $ 1.23  $ 0.10  $ (0.05) $ 0.99 
(1)GAAP net loss per share is calculated based upon 255,753 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon 255,753 basic and 261,777 diluted weighted-average shares of common stock. The numerator used to compute non-GAAP diluted net income per share was increased by $0.9 million for after-tax interest expense on our convertible senior notes in accordance with the if-converted method.
(2)Other operating expenses include amortization of acquisition-related intangible assets of $21.2 million and employer payroll tax-related items on employee stock transactions of $5.2 million.
(3)We utilize a fixed long-term projected tax rate in our computation of the non-GAAP income tax provision to provide better consistency across the reporting periods. For fiscal 2023, the non-GAAP tax rate is 19%. Included in the per share amount is a dilution impact of $0.02 from the conversion of GAAP diluted net loss per share to non-GAAP diluted net income per share.



Workday, Inc.
Reconciliation of GAAP to Non-GAAP Data
Three Months Ended October 31, 2021
(in thousands, except percentages and per share data)
(unaudited)

GAAP Share-Based Compensation Expenses
Other Operating Expenses (2)
Income Tax and Dilution Effects (3)
Non-GAAP
Costs and expenses:      
Costs of subscription services $ 200,700  $ (21,340) $ (12,859) $ —  $ 166,501 
Costs of professional services 159,024  (29,105) (1,043) —  128,876 
Product development 455,615  (135,591) (2,870) —  317,154 
Sales and marketing 366,323  (55,645) (9,642) —  301,036 
General and administrative 121,656  (39,437) (772) —  81,447 
Operating income (loss) 23,945  281,118  27,186  —  332,249 
Operating margin 1.8  % 21.2  % 2.0  % —  % 25.0  %
Other income (expense), net 21,557  —  —  —  21,557 
Income (loss) before provision for (benefit from) income taxes 45,502  281,118  27,186  —  353,806 
Provision for (benefit from) income taxes 2,090  —  —  65,133  67,223 
Net income (loss) $ 43,412  $ 281,118  $ 27,186  $ (65,133) $ 286,583 
Net income (loss) per share, basic (1)
$ 0.17  $ 1.13  $ 0.11  $ (0.26) $ 1.15 
Net income (loss) per share, diluted (1)
$ 0.17  $ 1.10  $ 0.11  $ (0.28) $ 1.10 
(1)GAAP net income per share is calculated based upon 248,468 basic and 254,760 diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon 248,468 basic and 262,577 diluted weighted-average shares of common stock. The numerator used to compute non-GAAP diluted net income per share was increased by $1.3 million for after-tax interest expense on our convertible senior notes in accordance with the if-converted method.
(2)Other operating expenses include amortization of acquisition-related intangible assets of $19.7 million and employer payroll tax-related items on employee stock transactions of $7.5 million.
(3)We utilize a fixed long-term projected tax rate in our computation of the non-GAAP income tax provision to provide better consistency across the reporting periods. For fiscal 2022, the projected tax rate was 19%. Included in the per share amount is a dilution impact of $0.02 from the conversion of GAAP diluted net income per share to non-GAAP diluted net income per share.



Workday, Inc.
Reconciliation of GAAP to Non-GAAP Data
Nine Months Ended October 31, 2022
(in thousands, except percentages and per share data)
(unaudited)

GAAP Share-Based Compensation Expenses
Other Operating Expenses (2)
Income Tax and Dilution Effects (3)
Non-GAAP
Costs and expenses:
Costs of subscription services $ 737,301  $ (76,918) $ (45,022) $ —  $ 615,361 
Costs of professional services 524,398  (79,999) (5,297) —  439,102 
Product development 1,655,071  (449,764) (17,146) —  1,188,161 
Sales and marketing 1,358,198  (180,233) (32,640) —  1,145,325 
General and administrative 427,832  (146,795) (3,772) —  277,265 
Operating income (loss) (133,242) 933,709  103,877  —  904,344 
Operating margin (2.9) % 20.4  % 2.3  % —  % 19.8  %
Other income (expense), net (48,789) —  —  —  (48,789)
Income (loss) before provision for (benefit from) income taxes (182,031) 933,709  103,877  —  855,555 
Provision for (benefit from) income taxes 59,021  —  —  103,534  162,555 
Net income (loss) $ (241,052) $ 933,709  $ 103,877  $ (103,534) $ 693,000 
Net income (loss) per share, basic (1)
$ (0.95) $ 3.68  $ 0.41  $ (0.41) $ 2.73 
Net income (loss) per share, diluted (1)
$ (0.95) $ 3.68  $ 0.41  $ (0.49) $ 2.65 
(1)GAAP net loss per share is calculated based upon 253,975 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon 253,975 basic and 262,742 diluted weighted-average shares of common stock. The numerator used to compute non-GAAP diluted net income per share was increased by $3.5 million for after-tax interest expense on our convertible senior notes in accordance with the if-converted method.
(2)Other operating expenses include amortization of acquisition-related intangible assets of $64.3 million and employer payroll tax-related items on employee stock transactions of $39.5 million.
(3)We utilize a fixed long-term projected tax rate in our computation of the non-GAAP income tax provision to provide better consistency across the reporting periods. For fiscal 2023, the non-GAAP tax rate is 19%. Included in the per share amount is a dilution impact of $0.08 from the conversion of GAAP diluted net loss per share to non-GAAP diluted net income per share.




Workday, Inc.
Reconciliation of GAAP to Non-GAAP Data
Nine Months Ended October 31, 2021
(in thousands, except percentages and per share data)
(unaudited)

GAAP Share-Based Compensation Expenses
Other Operating Expenses (2)
Income Tax and Dilution Effects (3)
Non-GAAP
Costs and expenses:      
Costs of subscription services $ 575,646  $ (62,478) $ (40,195) $ —  $ 472,973 
Costs of professional services 462,652  (83,331) (9,211) —  370,110 
Product development 1,341,482  (395,345) (25,573) —  920,564 
Sales and marketing 1,050,974  (158,121) (36,512) —  856,341 
General and administrative 347,391  (111,197) (6,091) —  230,103 
Operating income (loss) (15,488) 810,472  117,582  —  912,566 
Operating margin (0.4) % 21.5  % 3.2  % —  % 24.3  %
Other income (expense), net 115,491  —  —  —  115,491 
Income (loss) before provision for (benefit from) income taxes 100,003  810,472  117,582  —  1,028,057 
Provision for (benefit from) income taxes (2,623) —  —  197,954  195,331 
Net income (loss) $ 102,626  $ 810,472  $ 117,582  $ (197,954) $ 832,726 
Net income (loss) per share, basic (1)
$ 0.42  $ 3.29  $ 0.48  $ (0.81) $ 3.38 
Net income (loss) per share, diluted (1)
$ 0.40  $ 3.19  $ 0.46  $ (0.85) $ 3.20 
(1)GAAP net income per share is calculated based upon 246,348 basic and 253,917 diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon 246,348 basic and 261,734 diluted weighted-average shares of common stock. The numerator used to compute non-GAAP diluted net income per share was increased by $3.9 million for after-tax interest expense on our convertible senior notes in accordance with the if-converted method.
(2)Other operating expenses include employer payroll tax-related items on employee stock transactions of $60.1 million and amortization of acquisition-related intangible assets of $57.5 million.
(3)We utilize a fixed long-term projected tax rate in our computation of the non-GAAP income tax provision to provide better consistency across the reporting periods. For fiscal 2022, the non-GAAP tax rate was 19%. Included in the per share amount is a dilution impact of $0.07 from the conversion of GAAP diluted net income per share to non-GAAP diluted net income per share.



About Non-GAAP Financial Measures

To provide investors and others with additional information regarding Workday’s results, we have disclosed the following non-GAAP financial measures: non-GAAP operating income (loss), non-GAAP operating margin, and non-GAAP net income (loss) per share. Workday has provided a reconciliation of each non-GAAP financial measure used in this earnings release to the most directly comparable GAAP financial measure. Non-GAAP operating income (loss) and non-GAAP operating margin differ from GAAP in that they exclude share-based compensation expenses, employer payroll tax-related items on employee stock transactions, and amortization expense for acquisition-related intangible assets. Non-GAAP net income (loss) per share differs from GAAP in that it excludes share-based compensation expenses, employer payroll tax-related items on employee stock transactions, amortization expense for acquisition-related intangible assets, and income tax effects.

Workday’s management uses these non-GAAP financial measures to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, for short- and long-term operating plans, and to evaluate Workday’s financial performance. Management believes these non-GAAP financial measures reflect Workday’s ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in Workday’s business. Management also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating Workday’s operating results and prospects in the same manner as management and in comparing financial results across accounting periods and to those of peer companies.

Management believes excluding the following items from the GAAP Condensed Consolidated Statements of Operations is useful to investors and others in assessing Workday’s operating performance due to the following factors:

•Share-based compensation expenses. Although share-based compensation is an important aspect of the compensation of our employees and executives, management believes it is useful to exclude share-based compensation expenses to better understand the long-term performance of our core business and to facilitate comparison of our results to those of peer companies. Share-based compensation expenses are determined using a number of factors, including our stock price, volatility, and forfeiture rates, that are beyond our control and generally unrelated to operational decisions and performance in any particular period. Further, share-based compensation expenses are not reflective of the value ultimately received by the grant recipients.
•Other operating expenses. Other operating expenses includes employer payroll tax-related items on employee stock transactions and amortization of acquisition-related intangible assets. The amount of employer payroll tax-related items on employee stock transactions is dependent on our stock price and other factors that are beyond our control and do not correlate to the operation of the business. For business combinations, we generally allocate a portion of the purchase price to intangible assets. The amount of the allocation is based on estimates and assumptions made by management and is subject to amortization. The amount of purchase price allocated to intangible assets and the term of its related amortization can vary significantly and are unique to each acquisition and thus we do not believe it is reflective of ongoing operations. Although we exclude the amortization of acquisition-related intangible assets from these non-GAAP measures, management believes that it is important for investors to understand that such intangible assets were recorded as part of purchase accounting and contribute to revenue generation.
•Income tax effects. We utilize a fixed long-term projected tax rate in our computation of the non-GAAP income tax provision to provide better consistency across the reporting periods. In projecting this long-term non-GAAP tax rate, we utilize a three-year financial projection that excludes the direct impact of share-based compensation and related employer payroll taxes, amortization of acquisition-related intangible assets, and amortization of debt discount and issuance costs. The projected rate considers other factors such as our current operating structure, existing tax positions in various jurisdictions, and key legislation in major jurisdictions where we operate. For fiscal 2023 and 2022, we determined the projected non-GAAP tax rate to be 19%, which reflects currently available information, as well as other factors and assumptions. We will periodically re-evaluate this tax rate, as necessary, for significant events, based on our ongoing analysis of the 2017 U.S. Tax Cuts and Jobs Act, relevant tax law changes, material changes in the forecasted geographic earnings mix, and any significant acquisitions.

The use of non-GAAP operating income (loss), non-GAAP operating margin, and non-GAAP net income (loss) per share measures have certain limitations as they do not reflect all items of income and expense that affect Workday’s operations. Workday compensates for these limitations by reconciling the non-GAAP financial measures to the most comparable GAAP financial measures. These non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore comparability may be limited. Management encourages investors and others to review Workday’s financial information in its entirety and not rely on a single financial measure.




For further information: Investor Relations Contact: Justin Furby, ir@workday.com; Media Contact: Sion Rogers, media@workday.com

EX-99.2 3 wday-10312022x992.htm EX-99.2 Document

Exhibit 99.2
Workday Announces Share Repurchase Program

Program Authorizes up to $500 Million of Shares of Class A Common Stock to be Repurchased

PLEASANTON, Calif., Nov. 29, 2022 -- Workday, Inc. (NASDAQ: WDAY), a leader in enterprise cloud applications for finance and human resources, today announced that its Board of Directors approved a new share repurchase program with authorization to purchase up to $500 million of shares of its Class A common stock.

“Our investment philosophy remains centered around driving innovation to support long-term profitable growth,” said Barbara Larson, chief financial officer, Workday. “Our scale, combined with the strength of our business model and significant cash flow generation, enables us to continue investing for the long term, while also opportunistically buying back stock through a repurchase program. This program is a direct reflection of our belief that our shares are undervalued, and a demonstration of our confidence in the business and the long-term opportunity ahead.”

The new share repurchase program is designed to reduce the impact of future share dilution from employee stock issuances. Workday may repurchase shares of Class A common stock from time to time through open market purchases, in privately negotiated transactions, or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions. The timing and total amount of stock repurchases will depend upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. The share repurchase program will have a term of 18 months, may be suspended or discontinued at any time, and does not obligate the company to acquire any amount of Class A common stock.

About Workday

Workday is a leading provider of enterprise cloud applications for finance and human resources, helping customers adapt and thrive in a changing world. Workday applications for financial management, human resources, planning, spend management, and analytics have been adopted by thousands of organizations around the world and across industries – from medium-sized businesses to more than 50% of the Fortune 500. For more information about Workday, visit workday.com.

© 2022 Workday, Inc. All rights reserved. Workday and the Workday logo are registered trademarks of Workday, Inc. All other brand and product names are trademarks or registered trademarks of their respective holders.

Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding our intended share repurchases, the value of our Class A common stock, cash flow generation, expected impact to future share dilution, and expected shareholder benefits. These forward-looking statements are based only on currently available information and our current beliefs, expectations, and assumptions. Because forward-looking statements relate to the future, they are subject to risks, uncertainties, assumptions, and changes in circumstances that are difficult to predict and many of which are outside of our control. If the risks materialize, assumptions prove incorrect, or we experience unexpected changes in circumstances, actual results could differ materially from the results implied by these forward-looking statements, and therefore you should not rely on any forward-looking statements. Risks include, but are not limited to, risks described in our filings with the Securities and Exchange Commission (“SEC”), including our Form 10-Q for the fiscal quarter ended October 31, 2022, and our future reports that we may file with the SEC from time to time, which could cause actual results to vary from expectations. Workday assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

Any unreleased services, features, or functions referenced in this document, our website, or other press releases or public statements that are not currently available are subject to change at Workday’s discretion and may not be delivered as planned or at all. Customers who purchase Workday services should make their purchase decisions based upon services, features, and functions that are currently available.

For further information: Investor Relations Contact: Justin Furby, ir@workday.com; Media Contact: Sion Rogers, media@workday.com