Form 4: Dayforce EVP, Chief Operating Officer Christopher R. Armstrong Reports Changes in Beneficial Ownership
SEC Form 4 Filing
Christopher R. Armstrong, EVP and Chief Operating Officer of Dayforce, Inc., reports acquisition and disposal of common stock and performance units.
Summary
- On March 1, 2024, Christopher R. Armstrong, EVP and Chief Operating Officer of Dayforce, Inc., reported changes in beneficial ownership.
- Armstrong acquired 36,630 shares of common stock through restricted stock units (RSUs) that vest in three annual installments starting March 1, 2025.
- He also reported transactions involving performance units (PSUs) which represent contingent rights to receive shares of common stock based on performance metrics.
- The number of shares ultimately issued for PSUs may vary from 0% to 200% of the target number, depending on the achievement of performance metrics.
- Armstrong directly owns 158,776 shares of common stock following the reported transactions.
- He also holds options to buy common stock at prices of $44.91 and $65.26, with expiration dates in 2029 and 2030 respectively.
Sentiment
Score: 7
Explanation: The document reflects standard executive compensation practices and insider ownership, suggesting a neutral to slightly positive sentiment. The granting of RSUs and PSUs indicates a belief in the company's future performance.
Positives
- The grant of RSUs and PSUs to Armstrong aligns his interests with the company's performance and shareholder value.
- Armstrong's continued holdings of common stock and options demonstrate his confidence in the company's future.
Risks
- The actual number of shares issued from PSUs is contingent on the company's performance, which may vary.
- The value of the RSUs and options is subject to the market price of Dayforce's common stock, which can fluctuate.
Future Outlook
The number of shares ultimately issued for PSUs may vary from 0% to 200% of the target number, depending on the achievement of performance metrics over the next several years.
Industry Context
This filing is a routine disclosure related to executive compensation and equity ownership, common in publicly traded companies. It provides transparency to investors regarding the alignment of management's interests with those of shareholders.
Comparison to Industry Standards
- Equity compensation practices, including the use of RSUs and PSUs, are standard across the technology industry to incentivize and retain key executives.
- Companies like Workday, Salesforce, and Oracle also utilize similar equity-based compensation plans.
- The vesting schedules and performance metrics associated with the PSUs are typical for companies seeking to drive long-term growth and profitability.
Stakeholder Impact
- Shareholders can gain insight into executive compensation and alignment with company performance.
- Employees may be indirectly affected by the performance metrics tied to PSU vesting.
Key Dates
| Date | Description |
|---|---|
| 03/08/2021 | Grant date of RSUs, of which 6,177 shares vest on March 8, 2024. |
| 02/24/2022 | Grant date of RSUs, of which 7,059 shares vest on February 24, 2025. |
| 02/28/2023 | Grant date of RSUs, of which 9,141 shares vest on each of February 28, 2025 and February 28, 2026. |
| 05/08/2023 | 80,433 options are vested and exercisable as of this date. |
| 02/08/2029 | Expiration date for options with an exercise price of $44.91. |
| 05/08/2030 | Expiration date for options with an exercise price of $65.26. |
| 03/08/2024 | Vesting date of 6,177 RSUs granted on March 8, 2021. |
| 03/01/2024 | Date of transaction and grant of 36,630 RSUs vesting in three annual installments starting March 1, 2025. |
| 02/24/2025 | Vesting date of 7,059 RSUs granted on February 24, 2022. |
| 03/01/2025 | First vesting date for RSUs granted on March 1, 2024. |
| 02/28/2025 | Vesting date of 9,141 RSUs granted on February 28, 2023. |
| 02/28/2026 | Vesting date of 9,141 RSUs granted on February 28, 2023. |
| 03/01/2026 | Second vesting date for RSUs granted on March 1, 2024. |
| 02/24/2032 | Vesting date of 5,880 PSUs granted on February 24, 2022. |
| 02/28/2033 | Vesting date of PSUs granted on February 28, 2023. |
| 03/01/2027 | Third vesting date for RSUs granted on March 1, 2024. |
| 03/08/2031 | Expiration date for Performance Units (PSUs). |
| 02/28/2033 | Expiration date for Performance Units (PSUs). |
| 03/01/2034 | Expiration date for Performance Units (PSUs). |
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