| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CDAY | Common Stock | Sale | -$165K | -2.77K | -4.86% | $59.64 | 54.3K | Nov 10, 2022 | Direct | F1 |
| transaction | CDAY | Common Stock | Sale | -$63.6K | -1K | -1.84% | $63.55 | 53.3K | Nov 11, 2022 | Direct | F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | CDAY | Performance Units | 2.54K | Nov 10, 2022 | Common Stock | 2.54K | Direct | F4 | ||||||
| holding | CDAY | Performance Units | 17.6K | Nov 10, 2022 | Common Stock | 17.6K | Direct | F5 |
| Id | Content |
|---|---|
| F1 | 2,771 shares of common stock were sold to cover withholding taxes as required pursuant to the terms of the restricted stock unit ("RSU") award agreement and 8,544 shares of common stock were issued to the Reporting Person in connection with the vesting of 11,315 RSUs on November 9, 2022. |
| F2 | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
| F3 | Includes (i) 14,754 shares of common stock, of which 1,000 are being sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person; (ii) shares issuable pursuant to restricted stock unit ("RSU"), granted on November 9, 2020, of which 11,315 shares vest on November 9, 2023; (iii) shares issuable pursuant to RSUs, granted on February 24, 2022, of which 5,882 shares vest on each of February 24, 2023 and February 24, 2024 and 5,883 shares vest on February 24, 2025; and (iv) 10,588 shares issuable pursuant to RSUs, granted on February 24, 2022, which vest on June 30, 2023. |
| F4 | Each 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. |
| F5 | Each 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. |
For Noemie Heuland, pursuant to the Power of Attorney previously filed.