Sec Form 4 Filing - Armstrong Christopher R @ Ceridian HCM Holding Inc. - 2020-02-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Armstrong Christopher R 2. Issuer Name and Ticker or Trading Symbol Ceridian HCM Holding Inc. [ CDAY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Chief Customer Officer (Last) (First) (Middle) C/O CERIDIAN HCM HOLDING INC., 3311 EAST OLD SHAKOPEE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 02/28/2020 (Street) MINNEAPOLIS, MN55425 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/28/2020 A 1,538 ( 1 ) A $ 0 57,351 ( 1 ) ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Option (right to buy) $ 16.74 ( 3 ) 06/01/2026 Common Stock 25,282 25,282 D Option (right to buy) $ 17.2 ( 4 ) 04/27/2027 Common Stock 11,627 11,627 D Option (right to buy) $ 22 ( 5 ) 04/25/2028 Common Stock 67,935 67,935 D Option (right to buy) $ 44.91 ( 6 ) 02/08/2029 Common Stock 50,000 50,000 D Option (right to buy) $ 44.91 ( 7 ) 02/08/2029 Common Stock 2,301 2,301 D Performance Units ( 8 ) 02/28/2020 A 3,382 ( 8 ) 03/01/2021 Common Stock 3,382 $ 0 3,382 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Armstrong Christopher R C/O CERIDIAN HCM HOLDING INC. 3311 EAST OLD SHAKOPEE ROAD MINNEAPOLIS, MN55425 EVP, Chief Customer Officer Signatures /s/ William E. McDonald, Attorney-in-Fact for Christopher Armstrong, pursuant to the Power of Attorney previously filed. 03/02/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Consists of 1,538 shares that are issuable pursuant to Restricted Stock Units, granted on February 28, 2020, that vest in three annual installments beginning on February 28, 2021. ( 2 )Includes 18,813 shares of common stock and 37,500 shares issuable pursuant to Restricted Stock Units that vest in three annual installments beginning on February 8, 2021. ( 3 )Consists of 18,961 vested and exercisable options as of June 1, 2019 and 6,321 options that vest and become exercisable on June 1, 2020. ( 4 )Fully vested and exercisable. ( 5 )Consists of 16,983 vested and exercisable options as of April 25, 2019 and 50,952 options that vest and become exercisable in three annual installments beginning on April 25, 2020. ( 6 )Consists of 12,500 vested and exercisable options as of February 8, 2020 and 37,500 options that vest and become exercisable in three annual installments beginning on February 8, 2021. ( 7 )Consists of 575 vested and exercisable options as of February 8, 2020 and 1,726 options that vest and become exercisable in three annual installments beginning on February 8, 2021. ( 8 )Each performance unit represents a contingent right to receive up to 1.25 shares of Common Stock. The performance units vest upon satisfaction of Cloud Revenue and Adjusted EBITDA margin targets under the Company's 2020 Management Incentive Plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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