Sec Form 4 Filing - Ossip David D @ 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 Ossip David D 2. Issuer Name and Ticker or Trading Symbol Ceridian HCM Holding Inc. [ CDAY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman & CEO (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 3,129 ( 1 ) A $ 0 525,396 ( 1 ) ( 2 ) ( 3 ) D Common Stock 229,085 ( 4 ) I See Note (4)

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 Exchangeable Shares ( 5 ) ( 5 ) ( 5 ) ( 5 ) Common Stock 8,328 8,328 D Exchangeable Shares ( 5 ) ( 5 ) ( 5 ) ( 5 ) Common Stock 1,860,902 1,860,902 I See Note 6 ( 6 ) Option (right to buy) $ 17.2 ( 7 ) 03/20/2027 Common Stock 1,250,000 1,250,000 D Option (right to buy) $ 17.88 ( 8 ) 03/30/2026 Common Stock 6,991 6,991 D Option (right to buy) $ 16.8 ( 9 ) 11/01/2023 Common Stock 1,000,000 1,000,000 D Option (right to buy) $ 22 ( 10 ) 04/25/2028 Common Stock 1,358,697 1,358,697 D Option (right to buy) $ 44.91 ( 11 ) 02/08/2029 Common Stock 10,390 10,390 D Option (right to buy) $ 49.93 ( 12 ) 03/20/2029 Common Stock 1,750,000 1,750,000 D Performance Units ( 13 ) 02/28/2020 A 6,884 ( 13 ) 03/01/2021 Common Stock 6,884 $ 0 6,884 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ossip David D C/O CERIDIAN HCM HOLDING INC. 3311 EAST OLD SHAKOPEE ROAD MINNEAPOLIS, MN55425 X Chairman & CEO Signatures /s/ William E. McDonald, attorney-in-fact for David Ossip, pursuant to the Power of Attorney previously filed 03/02/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Consists of 3,129 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 250,000 shares issuable pursuant to vested Restricted Stock Units and 250,000 shares issuable pursuant to Restricted Stock Units that vest in two equal installments beginning on March 20, 2020. ( 3 )Includes shares acquired under the Ceridian HCM Holding Inc. Global Employee Stock Purchase Plan on September 30, 2019 (400 shares) and December 31, 2019 (24 shares). ( 4 )Indirectly owned through OsFund Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest. ( 5 )Represents exchangeable shares of Ceridian AcquisitionCo ULC, a wholly owned subsidiary of the Issuer, that are exchangeable at the option of the holder for shares of common stock of the Issuer. Each exchangeable share is convertible into one share of common stock of the Issuer, subject to adjustment The exchangeable shares are currently exercisable and have no expiration date. ( 6 )Indirectly owned through Osscer Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest. ( 7 )Consists of 625,000 vested and exercisable options as of March 20, 2019 and 625,000 options that vest and become exercisable in two equal annual installments beginning on March 20, 2020. ( 8 )Consists of 5,243 vested and exercisable options as of March 30, 2019 and 1,748 options that vest and become exercisable on March 30, 2020. ( 9 )These options are vested and exercisable . ( 10 )Consists of 339,674 vested and exercisable options as of April 25, 2019 and 1,019,023 options that vest and become exercisable in three annual installments beginning on April 25, 2020. ( 11 )Consists of 2,597 vested and exercisable options as of February 8, 2020 and 7,793 options that vest and become exercisable in three annual installments beginning on February 8, 2021. ( 12 )These options vest and become exercisable in four annual installments beginning on March 20, 2020. ( 13 )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.

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