Item 5.02(e) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 30, 2023, the Board of Directors of Workiva Inc. (the "Company") adopted forms of restricted stock unit award agreement (the "RSU Award Agreement") and performance restricted stock unit award agreement (the "PSU Award Agreement," and together with the RSU Award Agreement, the "Award Agreements") for executive employees, to be issued pursuant to the Company's 2014 Equity Incentive Plan, as amended (the "2014 EIP").

The RSU Award Agreement consists of awards of restricted stock units ("RSUs") with respect to the Company's Class A Common Stock. Under the RSU Award Agreement, the executive's RSUs shall vest upon the executive's Termination of Service for Good Reason (as defined in the executive's Employment Agreement, if applicable) or the executive's Termination of Service by the Company without Cause (as defined in the executive's Employment Agreement or in the 2014 EIP, as applicable).

The PSU Award Agreement consists of awards of performance restricted stock units ("PSUs") with respect to the Company's Class A Common Stock. PSU awards made under the Award Agreement may be earned between 0% and 200% of the Target Award (as defined in the Award Agreement) based on achievement of annual revenue growth rate goals and certified by the Committee (as defined in the 2014 EIP). Subject to the continued employment of the executive and achievement of applicable annual revenue growth rate goals set forth in the Award Agreement, the PSUs will vest following the completion of each calendar year in the three-year performance period.

Under the PSU Award Agreement, upon the executive's Termination of Service for Good Reason (as defined in the executive's Employment Agreement, if applicable) or the executive's Termination of Service by the Company without Cause (as defined in the executive's Employment Agreement or in the 2014 EIP, as applicable), the executive's PSUs would vest at target performance as of the date of termination of services, as applicable. Following a Change in Control, the executive's PSUs would vest at maximum performance as of each applicable vesting date. Upon an executive's Termination without Cause within 24 months following a Change in Control, the executive's PSUs would immediately vest at maximum performance. Upon an executive's Termination of Service by the Company for Cause, all PSUs awarded under the Award Agreement would be immediately forfeited.

The foregoing descriptions of the Award Agreements do not purport to be complete and are qualified in their entirety by reference to the copies of the Award Agreements filed as Exhibit 99.1 and Exhibit 99.2 to this report.

Item 9.01 - Financial Statements and Exhibits



(d): The following exhibits are being filed herewith:
Exhibit
Number                Description

                        Form of Restricted Stock Unit Agreement (Executive Employee) pursuant to
99.1                  the Workiva Inc. 2014 Equity Incentive Plan

                        Form of Performance Restricted Stock Unit Agreement (Executive Employee)
99.2                  pursuant to the Workiva Inc. 2014 Equity Incentive Plan

104                   Cover Page Interactive Data File (embedded within the Inline XBRL document)


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