Sec Form 4 Filing - RIZAI MATTHEW M @ WORKIVA INC - 2017-02-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
RIZAI MATTHEW M
2. Issuer Name and Ticker or Trading Symbol
WORKIVA INC [ WK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last) (First) (Middle)
2900 UNIVERSITY BOULEVARD
3. Date of Earliest Transaction (MM/DD/YY)
02/06/2017
(Street)
AMES, IA50010
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/06/2017 F( 1 ) 24,305 D $ 12.85 255,514 D
Class A Common Stock 575,000 I By Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option to Purchase Class A Common Stock ( 2 ) $ 12.4 02/01/2018( 3 ) 01/31/2027 Class A Common Stock 200,204 200,204 D
Employee Stock Option to Purchase Class A Common Stock ( 2 ) $ 14.74 02/01/2017( 3 ) 01/31/2026 Class A Common Stock 168,421 168,421 D
Employee Stock Option to Purchase Class A Common Stock ( 4 ) $ 15.83 08/12/2015( 5 ) 08/11/2024 Class A Common Stock 178,200 178,200 D
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 1,292,058 1,292,058 I By trust
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 32,783 32,783 D
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 201,630 201,630 I By family trusts
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 885,109 885,109 I By marital trust
Class B Common Stock ( 6 ) ( 6 ) ( 6 ) ( 6 ) Class A Common Stock 662,467 662,467 I By charitable remainder trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
RIZAI MATTHEW M
2900 UNIVERSITY BOULEVARD
AMES, IA50010
X X Chairman & CEO
Signatures
/s/ Troy M. Calkins as attorney-in-fact for Matthew M. Rizai 02/07/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares delivered to the issuer for the payment of witholding taxes due upon the vesting of restricted stock previously granted.
( 2 )Granted pursuant to the 2014 Equity Incentive Plan.
( 3 )Vests in three equal annual installments commencing on the first anniversary of the grant date.
( 4 )Granted pursuant to 2009 Unit Incentive Plan.
( 5 )Vests as to 25% of the shares on the first anniversary of the grant date and as to 6.25% of the shares at the end of each three-month period thereafter.
( 6 )Each share of Class B Common Stock is convertible, at any time at the election of the holder, into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (i) the date specified by the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, (ii) any transfer, except for certain "qualified transfers" (as defined in the Issuer's Certificate of Incorporation) or (iii) upon the death of a natural person holding shares of Class B Common Stock (subject to certain exceptions as defined in the Issuer's Certificate of Incorporation).

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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