Opening the filing
8-K
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. ¨
Item 1.01 – Entry into a Material Definitive Agreement
Credit Agreement On October 1, 2026 (the “Closing Date”), Workday, Inc. (“Workday”) entered into a Credit Agreement (the “Credit Agreement”) by and among Workday, the subsidiaries of Workday party thereto from time to time, the several lenders from time to time party thereto (the “Lenders”), Wells Fargo Bank, National Association, as the administrative agent, the swing line lender, and an L/C issuer (in such capacities, the “Administrative Agent”), the other L/C issuers party thereto, Bank of America, N.A., Barclays Bank PLC, and Morgan Stanley Senior Funding, Inc., as syndication agents, and Wells Fargo Securities, LLC, BofA Securities, Inc., Barclays Bank PLC, and Morgan Stanley Senior Funding, Inc., as joint lead arrangers and joint bookrunners. The Credit Agreement replaces Workday’s prior Credit Agreement, dated as of April 6, 2022, by and among Workday, the several lenders party thereto, Bank of America, N.A., as the administrative agent, the swing line lender, and an L/C issuer, and the other L/C issuers party thereto, pursuant to which Workday had a revolving credit facility in an aggregate principal amount of $1,000,000,000, and provides for a revolving credit facility in an aggregate principal amount of $1,500,000,000.
Revolving loans may be borrowed, repaid and reborrowed until October 1, 2031 (the “Maturity Date”), at which time all amounts borrowed must be repaid. Workday may request, no more than two times during the term of the Credit Agreement, that each revolving Lender extend the Maturity Date for the revolving loans for one year.
Revolving loans may be prepaid and revolving loan commitments may be permanently reduced by Workday in whole or in part, without penalty or premium.
As of October 1, 2026, Workday had no outstanding revolving loans under the Credit Agreement.
Revolving loans under the Credit Agreement will bear interest, at Workday’s option, at a rate equal to (a) either (i) a floating rate per annum equal to the base rate plus a margin of from 0.000% to 0.500% depending on Workday’s Consolidated Leverage Ratio (as defined in the Credit Agreement) or (ii) the applicable secured overnight financing rate (“SOFR”), plus a margin of from 0.875% to 1.500%, depending on Workday’s Consolidated Leverage Ratio, or (b) if so elected by Workday, either (i) a floating rate per annum equal to the base rate plus a margin of from 0.000% to 0.250% depending on Workday’s senior unsecured long-term debt rating as determined by Moody’s Investors Service, Inc. or Standard & Poor’s Financial Services, LLC (the “Debt Rating”) or (ii) the applicable SOFR, plus a margin of from 0.750% to 1.250%, depending on Workday’s Debt Rating, in each case as set forth in the Credit Agreement.
Swing line loans under the Credit Agreement will bear interest at a floating rate per annum equal to the base rate plus a margin of from (i) 0.000% to 0.500% depending on Workday’s Consolidated Leverage Ratio or (ii) if Workday has elected to use the Debt Ratings-based rates, 0.000% to 0.250% depending on Workday’s Debt Rating. The fee applied to letters of credit shall be from (i) 0.875% to 1.500% depending on Workday’s Consolidated Leverage Ratio or (ii) if Workday has elected to use the Debt Ratings-based rates, 0.750% to 1.250% depending on Workday’s Debt Rating. During a payment event of default under the Credit Agreement, the applicable interest rates are increased by 2.0% per annum.