Stephen H. Holdridge - Feb 24, 2022 Form 4 Insider Report for Ceridian HCM Holding Inc. (CDAY)

Role
EVP, Chief Customer Officer
Signature
/s/ William E. McDonald, attorney-in-fact
Stock symbol
CDAY
Transactions as of
Feb 24, 2022
Transactions value $
$0
Form type
4
Date filed
2/25/2022, 03:09 PM
Previous filing
Feb 24, 2022
Next filing
Mar 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CDAY Common Stock Award $0 +21.2K +214.69% $0.00 31K Feb 24, 2022 Direct F1
transaction CDAY Common Stock Award $0 +10.6K +34.11% $0.00 41.6K Feb 24, 2022 Direct F2, F3

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
transaction CDAY Performance Units Award $0 +2.33K $0.00 2.33K Feb 24, 2022 Common Stock 2.33K Direct F7
transaction CDAY Performance Units Award $0 +21.2K $0.00 21.2K Feb 24, 2022 Common Stock 21.2K Direct F8
holding CDAY Option (right to buy) 65.5K Feb 24, 2022 Common Stock 65.5K $70.73 Direct F4
holding CDAY Performance Units 2.04K Feb 24, 2022 Common Stock 2.04K Direct F5
holding CDAY Performance Units 9.26K Feb 24, 2022 Common Stock 9.26K Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 21,177 shares that are issuable pursuant to Restricted Stock Units (RSUs), granted on February 24, 2022, that vest in three annual installments beginning on February 24, 2023.
F2 10,588 shares that are issuable pursuant to Restricted Stock Units (RSUs), granted on February 24, 2022, that vest on June 30, 2023.
F3 Includes (i) 600 shares of common stock; (ii) 9,264 shares of common stock issuable pursuant to RSUs, granted on March 8, 2021, of which 3,088 shares vest on each of March 8, 2022, March 8, 2023 and March 8, 2024; (iii) shares issuable pursuant to RSUs, granted on February 24, 2022, of which 7,059 shares vest on each of February 24, 2023, February 24, 2024 and February 24, 2025; and (iv) 10,588 shares issuable pursuant to RSUs, granted on February 24, 2022, which vest on June 30, 2023.
F4 Consists of 16,386 vested and exercisable options as of February 28, 2021, and 16,387 options that vest and become exercisable on each of February 28, 2022, February 28, 2023 and February 28, 2024.
F5 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 Company's 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) the one year anniversary of the date of grant.
F6 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.
F7 Each performance stock unit ("PSU") represents a contingent right to receive shares of Common Stock based upon the degree to which one or more of the performance metrics under the Company's 2022 Management Incentive Plan ("2022 MIP") are satisfied. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance under the 2022 MIP. Based on actual results during the fiscal year ended December 31, 2022, the aggregate number of shares of Common Stock issued may range from zero shares to 167% of the target number of shares reported in columns 5, 7, and 9 of Table II. The PSUs will only vest upon the later of (i) the date the Compensation Committee or the Board of Directors of the Company certify that one or more of the performance metrics have been met under the 2022 MIP and (ii) the one year anniversary of the date of grant.
F8 Each performance stock unit ("PSU") represents a contingent right to receive shares of Common Stock based upon the degree to which one or more of the performance metrics contained in the PSU award agreement ("PSU Agreement") are satisfied. The number of PSUs reported in columns 5, 7, and 9 of Table II reflects achievement at the target level of performance under the PSU Agreement. Based on actual results during the fiscal year ended December 31, 2022, the aggregate number of shares of Common Stock issued may range from zero shares to 167% of the target number of shares reported in columns 5, 7 and 9 of Table II. The PSUs will only vest if the achievement of one or more of the performance metrics under the PSU Agreement is certified to have been met by the Compensation Committee or the Board of Directors of the Company, and then any such certified amount will vest one-third on each anniversary of the date of grant.

Remarks:

For Stephen Holdridge, pursuant to the Power of Attorney previously filed.