Private company

Dayforce, Inc.

In its 2025 annual report the company says: “Dayforce, Inc. is a global human capital management software company. In addition to Dayforce, we sell Powerpay, a Cloud HR and payroll solution for the Canadian small business market, through both direct sales and established partner channels. We invest in maintenance and necessary updates with the legacy technology to support our customers and continue to migrate them to Dayforce.”4 It is headquartered in Minneapolis, Minnesota.1

Last updated Oct 21, 2026.

Overview

  • IndustryServices-Prepackaged Software1
  • HeadquartersMinneapolis, Minnesota1
  • Incorporated inDE2
  • Business address3311 East Old Shakopee Road, Minneapolis, Mn 554252
  • Filer categoryLarge accelerated filer2

Dayforce, Inc. is a global human capital management (“HCM”) software company. Dayforce, our flagship Cloud HCM platform, provides a full suite of HCM functionality, including global human resources (“HR”), payroll and tax, workforce management, benefits, and talent intelligence functionality. In addition to Dayforce, we sell Powerpay, a Cloud HR and payroll solution for the Canadian small business market, through both direct sales and established partner channels. We also continue to support customers using our legacy North America solutions and customers using our acquired solutions in the Asia Pacific Japan ("APJ") region. We invest in maintenance and necessary updates with the legacy technology to support our customers and continue to migrate them to Dayforce. Revenue from our recurring solutions includes investment income generated from holding customer funds, also referred to as flo…4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2024

46.1%Gross margin5
5.9%Operating margin5
1.0%Net margin5
16.3%Revenue growth, 20245
0.7%Return on equity5

Where the money goes

Where each dollar of revenue went, fiscal 2024

  • Cost of revenue54¢$947.9M
  • Research and development7¢$123.0M
  • Other costs35¢$610.9M
  • Interest2¢$40.6M
  • Income tax1¢$19.5M
  • Profit1¢$18.1M

Out of $1.8B in revenue.5

Where each dollar of operating cash went, fiscal 2024

  • Share buybacks13¢$36.1M
  • Kept or used elsewhere87¢$245.0M

Out of $281.1M of cash from operations.5

Financial statements

Revenue67895$1.8B in 2024+138% since 2018
0$500.0M$1.0B$1.5B$2.0B2018: $740.7M$740.7M20182019: $824.1M$824.1M2019+11%2020: $842.5M$842.5M2020+2%2021: $1.0B$1.0B2021+22%2022: $1.2B$1.2B2022+22%2023: $1.5B$1.5B2023+21%2024: $1.8B$1.8B2024+16%
Gross profit67895$812.1M in 2024+158% since 2018
0$250.0M$500.0M$750.0M$1.0B2018: $314.9M$314.9M20182019: $368.2M$368.2M2019+17%2020: $341.3M$341.3M2020−7%2021: $382.3M$382.3M2021+12%2022: $473.2M$473.2M2022+24%2023: $646.5M$646.5M2023+37%2024: $812.1M$812.1M2024+26%
Operating income67895$104.1M in 2024+86% since 2018
-$50.0M0$50.0M$100.0M$150.0M2018: $56.1M$56.1M20182019: $72.3M$72.3M2019+29%2020: $7.8M$7.8M2020−89%2021: -$35.5M-$35.5M20212022: -$25.8M-$25.8M2022−27%2023: $133.1M$133.1M20232024: $104.1M$104.1M2024−22%
Net income67895$18.1M in 2024
-$100.0M-$50.0M0$50.0M$100.0M2018: -$60.6M-$60.6M20182019: $78.7M$78.7M20192020: -$4.0M-$4.0M20202021: -$75.4M-$75.4M2021+1785%2022: -$73.4M-$73.4M2022−3%2023: $54.8M$54.8M20232024: $18.1M$18.1M2024−67%
Fiscal year2018201920202021202220232024
Revenue$740.7M6$824.1M7$842.5M8$1.0B9$1.2B5$1.5B5$1.8B5
Cost of revenue$425.8M6$455.9M7$501.2M8$641.9M9$773.0M5$867.2M5$947.9M5
Gross profit$314.9M6$368.2M7$341.3M8$382.3M9$473.2M5$646.5M5$812.1M5
Research and development$29.6M6$34.1M7$39.6M8$81.1M9$92.3M5$112.0M5$123.0M5
Selling, general and admin$258.8M6$295.9M7$333.5M8$417.8M8$499.0M8
Operating income$56.1M6$72.3M7$7.8M8-$35.5M9-$25.8M5$133.1M5$104.1M5
Interest$83.2M6$32.4M7$25.1M8$35.9M9$28.6M5$36.1M5$40.6M5
Income before tax-$90.3M9-$62.9M5$96.0M5$37.6M5
Income tax$8.4M6-$44.4M7-$16.0M8-$14.9M9$10.5M5$41.2M5$19.5M5
Net income-$60.6M6$78.7M7-$4.0M8-$75.4M9-$73.4M5$54.8M5$18.1M5
Earnings per share-$0.606$0.557-$0.038-$0.509-$0.485$0.355$0.115
Earnings per share (diluted)-$0.606$0.537-$0.038-$0.509-$0.485$0.355$0.115
Shares (weighted, basic)150.4M shares9152.9M shares5155.3M shares5157.8M shares5
Shares (weighted, diluted)150.4M shares9152.9M shares5158.5M shares5160.4M shares5

Compare Dayforce, Inc. with another company

Corporate structure

Dayforce, Inc. sits at the top of its group. 66 entities, 17 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Dayforce, Inc.

  • Dayforce, Inc. Minneapolis, Minnesota
    • Ascender Cloud Services Pty Ltd Subsidiary · Australia
    • Ascender HCM Australia Pty Ltd Subsidiary · Australia
    • Ascender HCM Holdings Pty Ltd Subsidiary · Australia
    • Ascender HCM PS Pty Ltd Subsidiary · Australia
    • Ascender HCM Pty Limited Subsidiary · Australia
    • Ascender India Private Limited Subsidiary · India
    • Ascender Pay ANZ Pty Ltd Subsidiary · Australia
    • Ascender PeopleStreme Australia Pty Ltd Subsidiary · Australia
    • Ascender PeopleStreme Pty Ltd Subsidiary · Australia
    • Ascender PST Pty Ltd Subsidiary · Australia
    • Australian Payroll Services Pty Ltd Subsidiary · Australia
    • Ceridian APJ ACQ Pty Ltd Subsidiary · Australia
    • Ceridian APJ Pty Ltd Subsidiary · Australia
    • Ceridian Dayforce Holding (Thailand) Co., Ltd. Subsidiary · Thailand
    • Ceridian Global UK Holding Company Limited Subsidiary · United Kingdom
    • Dayforce (Shanghai) HCM Co. Ltd Subsidiary · China
    • Dayforce (Shanghai) HCM Co., Ltd. Beijing Enterprise Management Branch Subsidiary · China
    • Dayforce (Thailand) Co., Ltd. Subsidiary · Thailand
    • Dayforce A/S Subsidiary · Denmark
    • Dayforce Aotearoa Limited Subsidiary · New Zealand
    • Dayforce Australia Pty Ltd Subsidiary · Australia
    • Dayforce Canada Ltd. Subsidiary · Canada
    • Dayforce Canada Receivables Limited Subsidiary · Canada
    • Dayforce Cares Canada Subsidiary · Canada
    • Dayforce EMEA Limited Subsidiary · United Kingdom
    • and 40 more

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Dayforce, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$766.5M5 Dec 31, 2024$711.5M5 Dec 31, 2023+7.7%
Accumulated depreciation$542.8M5 Dec 31, 2024$501.4M5 Dec 31, 2023+8.3%
Property and equipment, net$223.7M5 Dec 31, 2024$210.1M5 Dec 31, 2023+6.5%
Finance-lease assets$5.0M5 Dec 31, 2024$5.8M5 Dec 31, 2023−13.8%
Operating-lease assets (leased space)$12.3M5 Dec 31, 2024$19.1M5 Dec 31, 2023−35.6%

Real estate and locations

ItemLatestA year beforeChange
Countries it operates in195 Dec 31, 2024189 Dec 31, 2023+5.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$579.7M5 Dec 31, 2024$570.3M5 Dec 31, 2023+1.6%
Debt securities available for sale$2.3B5 Dec 31, 2024$2.2B5 Dec 31, 2023+6.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$2.3B5 Dec 31, 2024$2.3B5 Dec 31, 2023+1.9%
Intangible assets, net (excluding goodwill)$189.2M5 Dec 31, 2024$230.2M5 Dec 31, 2023−17.8%
Finite-lived intangibles, gross$767.8M5 Dec 31, 2024$706.9M5 Dec 31, 2023+8.6%
Accumulated amortization$582.8M5 Dec 31, 2024$481.2M5 Dec 31, 2023+21.1%
Finite-lived intangibles, net$185.0M5 Dec 31, 2024$225.7M5 Dec 31, 2023−18.0%

Properties, in its own words

Our corporate headquarters is located in Minneapolis, Minnesota and we also have a major office location in Toronto, Ontario, Canada, both in leased facilities. In addition, as of December 31, 2024, we lease office space in various other locations across North America, APJ, and EMEA. We believe that our current facilities meet our needs, and we are confident that we will be able to obtain additional space on commercially reasonable terms to accommodate future growth as needed. Refer to Part II, Item 8, Note 7, "Leases," to our consolidated financial statements for additional discussion of our leases.

Item 2 of the 10-K filed Feb 28, 2025.4

Leadership

Who has led Dayforce, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (20)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Ascender Cloud Services Pty Ltd Australia3
  • Ascender HCM Australia Pty Ltd Australia3
  • Ascender HCM Holdings Pty Ltd Australia3
  • Ascender HCM PS Pty Ltd Australia3
  • Ascender HCM Pty Limited Australia3
  • Ascender India Private Limited India3
  • Ascender PST Pty Ltd Australia3
  • Ascender Pay ANZ Pty Ltd Australia3
  • Ascender PeopleStreme Australia Pty Ltd Australia3
  • Ascender PeopleStreme Pty Ltd Australia3
  • Australian Payroll Services Pty Ltd Australia3
  • Ceridian APJ ACQ Pty Ltd Australia3
  • Ceridian APJ Pty Ltd Australia3
  • Ceridian Dayforce Holding (Thailand) Co., Ltd. Thailand3
  • Ceridian Global UK Holding Company Limited United Kingdom3
  • Dayforce (Shanghai) HCM Co. Ltd China3
  • Dayforce (Shanghai) HCM Co., Ltd. Beijing Enterprise Management Branch China3
  • Dayforce (Thailand) Co., Ltd. Thailand3
  • Dayforce A/S Denmark3
  • Dayforce Aotearoa Limited New Zealand3
  • Dayforce Australia Pty Ltd Australia3
  • Dayforce Canada Ltd. Canada3
  • Dayforce Canada Receivables Limited Canada3
  • Dayforce Cares Canada Canada3
All 66 listed subsidiaries
  • Dayforce EMEA Limited United Kingdom3
  • Dayforce Germany GmbH Germany3
  • Dayforce India Private Limited India3
  • Dayforce Ireland Limited Ireland3
  • Dayforce Japan K.K. Japan3
  • Dayforce Malaysia Sdn. Bhd. Malaysia3
  • Dayforce Mexico S. de R.L. de C.V. Mexico3
  • Dayforce New Zealand Limited New Zealand3
  • Dayforce Philippines Corporation Philippines3
  • Dayforce Regional Pay Pty Ltd Australia3
  • Dayforce Services Canada Ltd. Canada3
  • Dayforce Singapore Pte. Ltd. Singapore3
  • Dayforce Vietnam Co. Ltd. Vietnam3
  • Excelity Australia Pty Ltd Australia3
  • Excelity HCM Solutions SDN. BHD. Malaysia3
  • Excelity Philippines, Inc. Philippines3
  • Ideal Canada Talent Systems Employee OpCo Ltd. Canada3
  • Ideal Canada Talent Systems HoldCo Ltd. Canada3
  • Lusworth Pty Limited Australia3
  • NIS Holdings Australia Pty Ltd Australia3
  • NIS Operations Australia Pty Ltd Australia3
  • Neller Employer Services Pty Ltd Australia3
  • Pacific Payroll Australian Holdings Pty Ltd Australia3
  • Pacific Payroll Finance Pty Ltd Australia3
  • Pacific Payroll Holdings Pty Ltd Australia3
  • Pacific Payroll Holdings Trust Australia3
  • Pacific Payroll International Holdings Pty Ltd Australia3
  • Pacific Payroll International Holdings Trust Australia3
  • Pacific Payroll International Pty Ltd Australia3
  • Pacific Payroll International Trust Australia3
  • Pacific Payroll Partners Pty Ltd Australia3
  • Preceda Holdings Pty Ltd Australia3
  • RITEQ Pty Ltd Australia3
  • The Association for Payroll Specialists Pty Limited Australia3
  • Vedelem Pty. Ltd. Australia3
  • YI Sai (Shanghai) Human Resources Management Co., Ltd. China3
  • Zapper Philippines BPO, Inc. Philippines3
  • Zapper Services Consultancy (Shanghai) Limited China3
  • eloomi GmbH Germany3
  • eloomi Ltd United Kingdom3
  • i-Zapp Cebu Corporation Philippines3
  • iZapper Sdn. Bhd. Malaysia3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Ceridian HCM Holding Inc.Jan 12, 2018 to Jan 26, 20242

Timeline

  1. Feb 4, 20268-K Entered a material agreement; Ended a material agreement; Completed an acquisition or sale42
  2. Feb 2, 20268-K Other events43
  3. Nov 12, 20258-K Shareholder vote; Other events44
  4. Nov 5, 20258-K Other events45
  5. Oct 29, 20258-K Results of operations46
  6. Oct 22, 20258-K Other events47
  7. Sep 16, 20258-K Other events48
  8. Aug 21, 20258-K Entered a material agreement; Regulation FD disclosure49
  9. Aug 20, 20258-K Regulation FD disclosure50
  10. Aug 6, 20258-K Results of operations51
  11. May 7, 20258-K Results of operations52
  12. May 6, 20258-K Shareholder vote53
  13. Feb 17, 2022New chief executive Leagh Erin Turner becomes CEO14
  14. Apr 25, 2018New chief executive David D. Ossip becomes CEO15

Calendar

When it reported results

  1. Oct 29, 2025Reported quarterly or annual results46
  2. Aug 6, 2025Reported quarterly or annual results51
  3. May 7, 2025Reported quarterly or annual results52
  4. Feb 5, 2025Reported quarterly or annual results54
  5. Oct 30, 2024Reported quarterly or annual results55
  6. Jul 31, 2024Reported quarterly or annual results56
  7. May 1, 2024Reported quarterly or annual results57
  8. Feb 7, 2024Reported quarterly or annual results58

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

486 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 51 major events, 262 insider forms, 53 large holders, 100 other. The latest 20:

  1. May 15, 2026SCHEDULE 13G/A EDGAR
  2. May 15, 2026SCHEDULE 13G/A EDGAR
  3. May 11, 2026SCHEDULE 13G/A EDGAR
  4. Feb 17, 202615-12G EDGAR
  5. Feb 17, 2026SCHEDULE 13G EDGAR
  6. Feb 17, 2026SCHEDULE 13G/A EDGAR
  7. Feb 12, 2026SCHEDULE 13G EDGAR
  8. Feb 4, 20264 EDGAR
  9. Feb 4, 20264 EDGAR
  10. Feb 4, 20264 EDGAR
  11. Feb 4, 20264 EDGAR
  12. Feb 4, 20264 EDGAR
  13. Feb 4, 20264 EDGAR
  14. Feb 4, 20264 EDGAR
  15. Feb 4, 20264 EDGAR
  16. Feb 4, 20264 EDGAR
  17. Feb 4, 20264 EDGAR
  18. Feb 4, 20264 EDGAR
  19. Feb 4, 20264 EDGAR
  20. Feb 4, 20264 EDGAR

The 486 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

128 open-market trades by officers, directors and large owners since October 2021: 0 buys and 128 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jan 26, 2026Jacobs Jeffrey ScottHead of Acct & Fin ReportingSale500$69.36$34.7KForm 4
Nov 28, 2025Holdridge Stephen H.President, COOSale2,000$69.05$138.1KForm 4
Nov 25, 2025Alkharrat SamerEVP, Chief Revenue OfficerSale3,232$69.00$223.0KForm 4
Nov 14, 2025Holdridge Stephen H.President, COOSale2,000$68.87$137.7KForm 4
Nov 3, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale25,005$68.69$1.7MForm 4
Oct 31, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale10,147$68.74$697.5KForm 4
Oct 30, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale39,558$68.45$2.7MForm 4
Oct 27, 2025Jacobs Jeffrey ScottHead of Acct & Fin ReportingSale353$68.54$24.2KForm 4
Oct 24, 2025Alkharrat SamerEVP, Chief Revenue OfficerSale3,233$68.55$221.6KForm 4
Oct 24, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale2,977$68.50$203.9KForm 4
Oct 23, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale1,191$68.50$81.6KForm 4
Oct 22, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale3,077$68.35$210.3KForm 4
Oct 15, 2025McDonald William EverettEVP, CLO, & SecretarySale1,912$68.25$130.5KForm 4
Oct 15, 2025Holdridge Stephen H.President, COOSale2,000$68.25$136.5KForm 4
Oct 9, 2025PRICE T ROWE ASSOCIATES INC /MD/10% ownerSale4,499$68.38$307.6KForm 4
Sep 25, 2025Alkharrat SamerEVP, Chief Revenue OfficerSale3,232$68.78$222.3KForm 4
Sep 15, 2025Holdridge Stephen H.President, COOSale2,000$68.95$137.9KForm 4
Aug 25, 2025Alkharrat SamerEVP, Chief Revenue OfficerSale3,233$68.95$222.9KForm 4
Aug 18, 2025McDonald William EverettEVP, CLO, & SecretarySale3,000$67.50$202.5KForm 4
Aug 18, 2025Jacobs Jeffrey ScottHead of Acct & Fin ReportingSale700$66.10$46.3KForm 4

All 128 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024David Ossip$800.0K$18.6M72
2024Stephen Holdridge$650.0K$9.2M72
2024Joseph Korngiebel$650.0K$8.2M72
2024Christopher Armstrong$655.0K$7.3M72
2024Samer Alkharrat$600.0K$5.7M72
2024Jeremy Johnson$600.0K$5.2M72
2023Chairman and Chief$800.0K$13.6M72
2023PresidentChief$650.0K$6.6M72
2023Executive VicePresident,$304.2K$5.8M72
2022Executive Officer$800.0K$10.6M72
2022Chief Customer Officer$655.0K$4.8M72
2022Chief Strategy, Product, andTechnology Officer$650.0K$4.8M72
2022Operating Officer$625.0K$4.7M72

SEC filer profile

How Dayforce, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARDayforce, Inc.1
  • CIK0001725057
  • Employer ID (EIN)46-32316864
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7372 Services-Prepackaged Software1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address3311 East Old Shakopee Road, Minneapolis, MN 554251
  • Phone952-853-81001
  • Shares outstanding160,034,963 as of Oct 22, 202511
  • Public float$5.3B as of Jun 30, 20244
  • AuditorKPMG LLP, Minneapolis, MN PCAOB ID 185; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceJan 12, 20181
  • Filings826 in all: 4 (408), 8-K (100), 144 (64), SC 13G/A (35), 3 (29), 10-Q (24), SCHEDULE 13G/A (20), DEFA14A (16)1
    All 43 form types

    SC 13G (14), CORRESP (11), UPLOAD (11), 424B3 (10), 10-K (7), 4/A (7), DEF 14A (7), S-1/A (6), S-8 (6), S-8 POS (6), SCHEDULE 13G (4), 424B4 (3), 8-K/A (3), ARS (3), DRS (3), DRSLTR (3), EFFECT (3), S-1 (3), 10-Q/A (2), DRS/A (2), PRE 14A (2), 10-K/A (1), 15-12G (1), 25-NSE (1), 3/A (1), 5 (1), 8-A12B (1), CERT (1), DEFM14A (1), NT 10-Q (1), PREM14A (1), PX14A6G (1), S-1MEF (1), S-3ASR (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Feb 28, 2025
    Quarterly report (10-Q) Oct 29, 2025
    Proxy statement (DEF 14A) Mar 13, 2025
    Latest 8-K (8-K) Feb 4, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.01 par valueDAYNew York Stock Exchange

From the cover page of the 10-K filed Feb 28, 2025 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Dayforce, Inc. names in Item 1A of its 10-K filed Feb 28, 2025: 44 risks under these headings, as written.4

  • Risks Related to Our Business and Industry
  • Revenues from our Cloud solutions have grown substantially over the last few years, and we believe a significant portion of our market capitalization depends on sustaining the revenue growth trajectory of our Cloud solutions. Our efforts to continue growing revenue from our Cloud solutions may not succeed and may reduce our revenue growth rate.
  • If the movement of funds to initiate payroll-related transactions on behalf of our customers is disrupted, we may suffer significant losses which could have a material adverse effect on our business, financial condition, and results of operations.
  • Our aging software infrastructure, technology, and sophistication of these systems, and our migration to new platforms, has and will continue to lead to increased costs, vulnerability to cyber-attack, or disruptions in operations that could have a material adverse effect on our business, market brand, financial condition, and results of operations.
  • Our business plan is focused on an aggressive growth strategy. If we fail to manage our growth effectively or if our strategy is not successful, we may be unable to execute our business plan, to maintain high levels of service, to adequately address competitive challenges, or to achieve our profitability goals.
  • The markets in which we participate are highly competitive, and if we do not compete effectively, it could have a material adverse effect on our business, financial condition, and results of operations.
  • Our international growth strategy has and will continue to expose us to risks inherent in international sales and operations.
  • If our current or future applications that we provide to customers fail to perform properly, our reputation could be adversely affected, our market share could decline, and we could be subject to liability claims, which could have a material adverse effect on our business, financial condition, and results of operations.
  • If we fail to manage our technical operations infrastructure, our existing customers may experience service outages, and our new customers may experience delays in the implementation of our applications, which could have a material adverse effect on our business, financial condition, and results of operations.
  • Our growth depends in part on the success of our strategic relationships with third parties who provide us with services and license us software for use in or with both our applications and our internal operations.
  • Any failure to offer high-quality support services may adversely affect our relationships with our customers and could have a material adverse effect on our business, financial condition, and results of operations.
  • If our customers are not satisfied with the quality and pace of the implementation and professional services provided by us or our partners, it could have a material adverse effect on our business, financial condition, and results of operations.
The other 33 risks
  • We depend on our senior management team, and the loss of one or more key employees or an inability to attract and to retain highly skilled employees could have a material adverse effect on our business, financial condition, and results of operations.
  • If our vendors or affiliates initiate payroll-related transactions on behalf of our customers and do not receive funds from the customer sufficient to cover the amounts paid on their behalf, we may suffer significant losses which could have a material adverse effect on our business, financial condition, and results of operations.
  • For our Dayforce Wallet product, we advance earned net wages and associated tax amounts on behalf of customers in connection with the “on-demand pay” payroll feature of the service in order to provide their employees access to earned wages in advance of their standard payroll cycles. A customer may fail to satisfy its obligation to repay us for those advanced monies which could have a material adverse effect on our business, financial condition, and results of operations.
  • Customer funds and wage funds of their employees that our trustees and third-party financial institution partners hold are subject to market, interest rate, credit, and liquidity risks. The loss of these funds could have a material adverse effect on our business, financial condition, and results of operations.
  • We may acquire other companies or technologies, which could divert our management’s attention, result in additional indebtedness or dilution to our stockholders, and otherwise disrupt our operations, which could have a material adverse effect on our business, financial condition, and results of operations.
  • The implementation of new accounting systems or other applications could interfere with our business and operations.
  • Risks Related to Security and Intellectual Property
  • An information security breach of our systems or the loss of, or unauthorized access to, customer information or sensitive company information; or a system disruption could have a material adverse effect on our business, market brand, financial condition, and results of operations.
  • Any failure to protect our intellectual property rights could impair our ability to protect our proprietary technology and our brand.
  • We may be sued by third parties for alleged infringement of their proprietary rights which could have a material adverse effect on our business.
  • The use of open source software in our applications may expose us to additional risks and harm our intellectual property rights.
  • Risks Related to Legal and Regulatory Matters
  • Our solutions and our business are subject to a variety of laws and regulations, including those regarding privacy, data protection, and information security. Any failure by us or our third party service providers, as well as the failure of our services, to comply with these laws could have a material adverse effect on our business, financial condition, and results of operations.
  • Customers depend on our solutions to assist them to comply with applicable laws, which requires us and our third party providers to constantly monitor applicable laws and to make applicable changes to our solutions. If our solutions have not been updated to enable the customer to comply with applicable laws or we fail to update our solutions on a timely basis, it could have a material adverse effect on our business, financial condition, and results of operations.
  • Regulatory requirements placed on our software and services could impose increased costs on us, delay or prevent our introduction of new products and services, and impair or prevent the function or value of our existing products and services.
  • Failure to comply with anti-corruption laws and regulations, economic and trade sanctions, anti-money laundering laws and regulations, and similar laws could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences.
  • Litigation and regulatory investigations aimed at us or resulting from actions of our predecessor may result in significant financial losses and harm to our reputation.
  • Any actual or perceived failure to comply with evolving legal and regulatory frameworks around the development and use of AI could adversely affect our business, results of operations, and financial condition.
  • Risks Related to Our Indebtedness
  • Our outstanding indebtedness could have a material adverse effect on our financial condition and our ability to operate our business, and we may not be able to generate sufficient cash flows to meet our debt service obligations.
  • Conversion of our Convertible Senior Notes issued under the Indenture may adversely affect our financial condition and results of operations.
  • Our debt may be downgraded, which could have a material adverse effect on our business, financial condition, and results of operations.
  • Volatility and weakness in bank and capital markets may adversely affect credit availability, liquidity, and related financing costs for us.
  • Aspects of the Capped Calls may not operate as planned and may affect the value of the Convertible Senior Notes and our common stock, and we are subject to counterparty credit risk with respect to the Capped Calls.
  • Risks Related to Ownership of Our Common Stock
  • The price of our common stock may be volatile, and investors may lose all or part of their investment.
  • The issuance of additional stock, including common stock issued upon conversion of our Convertible Senior Notes, will dilute all other stockholders.
  • Our share repurchase program may increase the volatility of the market price of our stock and adversely affect our liquidity. Further, we may not realize the anticipated long-term stockholder value of our share repurchase program.
  • Because we do not intend to pay cash dividends in the foreseeable future, investors may not receive any return on investment unless they are able to sell common stock for a price greater than the purchase price.
  • Anti-takeover protections in our certificate of incorporation, our bylaws, or our contractual obligations, in addition to regulatory notices or approvals, may discourage or prevent a takeover of our company, even if an acquisition would be beneficial to our stockholders.
  • General Risk Factors
  • Our failure to maintain effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect on our business, financial condition, and results of operations.
  • Adverse economic and market conditions could affect our business, operating results, or financial condition.
  • Our quarterly results of operations have and may continue to fluctuate significantly and may not fully reflect the underlying performance of our business.
  • Catastrophic events may disrupt our business and expose us to risks that could adversely affect our business, financial condition, results of operations, and reputation.
  • Our disclosures and ambitions related to sustainability matters, which include environmental, social, and governance matters, may expose us to risks that could adversely affect our reputation and performance.
  • We operate and are subject to tax in multiple jurisdictions. Audits, investigations, and tax proceedings could have a material adverse effect on our business, results of operations, and financial condition.
  • Changes in generally accepted accounting principles in the U.S. could have a material adverse effect on our previously reported results of operations.

Legal proceedings

From time to time, we may become involved in legal proceedings arising in the ordinary course of our business. We are not presently a party to any legal proceedings that, if determined adversely to us, we believe would individually or taken together have a material adverse effect on our business, financial condition or liquidity. Discussion of legal matters is incorporated by reference from Part II, Item 8, Note 16, “Commitments and Contingencies,” of this Form 10-K and should be considered an integral part of Part I, Item 3, “Legal Proceedings”.

The opening of Item 3, Legal Proceedings.4

Sources

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