Form 4: Dayforce Director Sells Shares Post-Merger

Sentiment:

Insider Transaction Report


Dayforce Director Linda Mantia disposed of all her common stock and derivative securities following the company's merger into a wholly-owned subsidiary of Dayforce Bidco, LLC.

Summary

  • Linda Mantia, a Director of Dayforce, Inc., disposed of all her beneficial ownership in the company.
  • This disposition occurred on February 4, 2026, in connection with the consummation of a merger agreement.
  • Dayforce, Inc. merged with Dawn Acquisition Merger Sub, Inc., becoming a wholly-owned subsidiary of Dayforce Bidco, LLC (Parent).
  • Vested but unsettled Restricted Stock Units (RSUs) were canceled and converted into cash at $70.00 per share.
  • Unvested RSUs fully vested and were converted into cash at $70.00 per share.
  • Vested stock options with an exercise price equal to or greater than the $70.00 merger consideration were canceled for no consideration.
  • Vested stock options with an exercise price less than $70.00 were converted into cash based on the difference between the merger consideration and the exercise price.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a neutral to slightly positive event for the reporting person, as it represents the successful cash-out of their equity holdings at the agreed-upon merger price, which is an expected outcome of a corporate acquisition.

Positives

  • Linda Mantia received cash consideration for her vested and unvested RSUs at $70.00 per share.
  • Vested stock options with an exercise price below the merger consideration also resulted in a cash payout.

Negatives

  • Vested stock options with an exercise price equal to or greater than the $70.00 merger consideration were canceled for no consideration, meaning no value was realized from those specific options.
  • Dayforce, Inc. ceased to be an independent publicly traded entity, becoming a wholly-owned subsidiary.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that this Form 4 filing reflects the final stages of a corporate acquisition, a common event in the technology and software industry as larger entities consolidate market share or integrate complementary services. The cash-out of equity for directors is a standard procedure in such transactions, indicating the completion of the merger and the delisting of the acquired entity.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
DirectorLinda MantiaNA2026-02-04Dayforce, Inc. became a wholly-owned subsidiary, implying Linda Mantia's directorship with the public entity ceased.

Stakeholder Impact

  • Shareholders (of Dayforce, Inc. prior to merger): Received $70.00 per share in cash for their common stock and equity awards.
  • Employees (of Dayforce, Inc.): Equity awards were cashed out or converted according to the merger agreement.
  • Dayforce Bidco, LLC (Parent): Successfully acquired Dayforce, Inc.

Key Dates

DateDescription
2025-08-20Date of the Agreement and Plan of Merger.
2026-02-04Effective Time of the merger and date of securities disposition.
2030-08-21Expiration date for certain stock options (canceled for no consideration).
2031-05-07Expiration date for certain stock options (canceled for no consideration).
2032-05-11Expiration date for certain stock options (converted to cash).

Keywords

Dayforce, DAY, Merger, Form 4, Insider Trading, Stock Disposition, Restricted Stock Units, Stock Options, Corporate Acquisition, Linda Mantia

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