Noemie Heuland - Feb 24, 2023 Form 4 Insider Report for Ceridian HCM Holding Inc. (CDAY)

Role
EVP, CFO
Signature
/s/ William McDonald, attorney-in-fact
Stock symbol
CDAY
Transactions as of
Feb 24, 2023
Transactions value $
-$232,605
Form type
4
Date filed
2/28/2023, 03:46 PM
Previous filing
Nov 14, 2022
Next filing
Mar 2, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CDAY Common Stock Sale -$105K -1.44K -2.71% $72.44 51.9K Feb 27, 2023 Direct F1, F2
transaction CDAY Common Stock Options Exercise +2.12K +4.08% 54K Feb 24, 2023 Direct F3
transaction CDAY Common Stock Sale -$41K -566 -1.05% $72.44 53.4K Feb 27, 2023 Direct F4, F5
transaction CDAY Common Stock Options Exercise +4.9K +9.17% 58.3K Feb 24, 2023 Direct F6
transaction CDAY Common Stock Sale -$87.1K -1.2K -2.06% $72.44 57.1K Feb 27, 2023 Direct F7, F8, F9

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 Options Exercise $0 -2.12K -100% $0.00* 0 Feb 24, 2023 Common Stock 2.12K Direct F3
transaction CDAY Performance Units Options Exercise $0 -4.9K -33.33% $0.00 9.8K Feb 24, 2023 Common Stock 4.9K Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 1,443 shares of common stock of the Issuer ("Common Stock") were sold to cover withholding taxes as required pursuant to the terms of the restricted stock unit ("RSU") award agreement and 4,439 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 5,882 RSUs on February 24, 2023.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.435 to $72.44 inclusive. The reporting person undertakes to provide Ceridian HCM Holding Inc., any security holder of Ceridian HCM Holding Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F3 Pursuant to the terms of the Company's 2022 Management Incentive Plan, the Company achieved a total payout of 83.3% under the performance metrics resulting in 2,117 shares of Common Stock vesting of the 2,542 performance stock units ("PSU") granted on February 24, 2022.
F4 566 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 1,551 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 2,117 PSUs on February 24, 2023.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.365 to $72.44 inclusive. The reporting person undertakes to provide Ceridian HCM Holding Inc., any security holder of Ceridian HCM Holding Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 Pursuant to the terms of the PSU award agreement, the Company achieved a total payout of 83.3% under the performance metrics, and each PSU converted into 0.833 shares of Common Stock upon vesting. As a result, 4,900 PSUs vested on February 24, 2023, and 4,900 PSUs will vest on each of February 24, 2024 and February 24, 2025.
F7 1,202 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 3,698 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 4,900 PSUs on February 24, 2023.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.24 to $72.44 inclusive. The reporting person undertakes to provide Ceridian HCM Holding Inc., any security holder of Ceridian HCM Holding Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F9 Includes (i) 23,442 shares of Common Stock, (ii) shares of Common Stock issuable pursuant to RSUs, granted on November 9, 2020, of which 11,315 shares vest on November 9, 2023; (iii) shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, of which 5,882 shares vest on February 24, 2024 and 5,883 shares vest on February 24, 2025; and (iv) 10,588 shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, which vest on June 30, 2023.

Remarks:

For Noemie Heuland, pursuant to the Power of Attorney previously filed.