Christopher R. Armstrong - Feb 9, 2022 Form 4 Insider Report for Ceridian HCM Holding Inc. (CDAY)

Signature
/s/ William E. McDonald, attorney-in-fact
Stock symbol
CDAY
Transactions as of
Feb 9, 2022
Transactions value $
-$309,257
Form type
4
Date filed
2/11/2022, 03:09 PM
Previous filing
May 11, 2021
Next filing
Feb 25, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CDAY Common Stock Sale -$309K -3.89K -4.56% $79.48 81.4K Feb 9, 2022 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CDAY Option (right to buy) 2.91K Feb 9, 2022 Common Stock 2.91K $17.20 Direct F3
holding CDAY Option (right to buy) 51K Feb 9, 2022 Common Stock 51K $22.00 Direct F4
holding CDAY Option (right to buy) 50K Feb 9, 2022 Common Stock 50K $44.91 Direct F5
holding CDAY Option (right to buy) 2.3K Feb 9, 2022 Common Stock 2.3K $44.91 Direct F6
holding CDAY Option (right to buy) 107K Feb 9, 2022 Common Stock 107K $65.26 Direct F7
holding CDAY Performance Units 2.43K Feb 9, 2022 Common Stock 2.43K Direct F8
holding CDAY Performance Units 18.5K Feb 9, 2022 Common Stock 18.5K Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 3,891 shares of common stock were sold to cover withholding taxes as required pursuant to the terms of the award agreement and 8,609 shares of common stock were issued to the Reporting Person in connection with the vesting of 12,500 Restricted Stock Units (RSUs) on February 8, 2022.
F2 Includes (i) 41,728 shares of common stock, (ii) shares issuable pursuant to RSUs, granted on February 8, 2019, of which 12,500 shares vest on February 8, 2023, (ii) shares issuable pursuant to RSUs, granted on February 28, 2020, of which 513 shares vest on each of February 28, 2022 and February 28, 2023, (iv) shares issuable pursuant to RSUs, granted on May 8, 2020, of which 3,831 shares vest on each of May 8, 2022 and May 8, 2023; and (v) shares issuable pursuant to RSUs, granted on March 8, 2021, of which 6,176 shares vest on each of March 8, 2022 and March 8, 2023, and 6,177 shares that vest on March 8, 2024.
F3 Fully vested and exercisable.
F4 Consists of 33,968 vested and exercisable options as of April 25, 2021, and 16,984 options that vest and become exercisable on April 25, 2022.
F5 Consists of 37,500 vested and exercisable options as of February 8, 2022 and 12,500 options that vest and become exercisable on February 8, 2023.
F6 Consists of 1,725 vested and exercisable options as of February 8, 2022, and 576 options that vest and become exercisable on February 8, 2023.
F7 Consists of 26,811 vested and exercisable options as of May 8, 2021 and 26,811 options that vest and become exercisable on each of May 8, 2022, May 8, 2023 and May 8, 2024.
F8 Each performance stock unit represents a contingent right to receive between .25 and 1.50 shares of Common Stock based upon the degree to which one or both of the Cloud Revenue and Adjusted EBITDA Margin performance metrics under the Companys 2021 Management Incentive Plan are satisfied. The performance stock units vest upon the later of (i) the date the Compensation Committee or the Board certify that one or both of the performance metrics have been met and (ii) March 8, 2022.
F9 Each performance stock unit represents a contingent right to receive between .25 and 1.50 shares of Common Stock based upon the degree to which one or both of the Cloud Revenue and Adjusted EBITDA Margin performance metrics contained in the performance stock unit award agreement are satisfied. The performance stock units will only vest if the achievement of one or both of the performance metrics is certified by the Compensation Committee or the Board of Directors of the Company to have been met, and then any such certified amount will vest one-third on each anniversary of the date of grant.

Remarks:

For Christopher Armstrong, pursuant to the Power of Attorney previously filed.