Sec Form 4 Filing - Kitching Scott A @ Ceridian HCM Holding Inc. - 2020-09-02

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 Kitching Scott A 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, GC & Assistant Secretary (Last) (First) (Middle) C/O CERIDIAN HCM HOLDING INC., 3311 EAST OLD SHAKOPEE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 09/02/2020 (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 09/02/2020 M 23,777 ( 1 ) A $ 22 41,482 D Common Stock 09/02/2020 S 23,777 ( 1 ) D $ 84 17,705 ( 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) $ 22 09/02/2020 M 23,777 ( 1 ) ( 3 ) 04/25/2028 Common Stock 23,777 ( 4 ) 47,556 D Option (right to buy) $ 44.91 ( 5 ) 02/08/2029 Common Stock 1,849 1,849 D Option (right to buy) $ 49.93 ( 6 ) 03/20/2029 Common Stock 106,870 106,870 D Option (right to buy) $ 65.26 ( 7 ) 05/08/2030 Common Stock 46,472 46,472 D Performance Units ( 8 ) ( 8 ) 03/01/2021 Common Stock 1,210 1,210 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kitching Scott A C/O CERIDIAN HCM HOLDING INC. 3311 EAST OLD SHAKOPEE ROAD MINNEAPOLIS, MN55425 EVP, GC & Assistant Secretary Signatures /s/ William E. McDonald, attorney-in-fact 09/04/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sales reported and options exercised on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. ( 2 )Includes (i) 12,010 shares of common stock, (ii) 715 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, and (iii) 4,980 shares that are issuable pursuant to Restricted Stock Units, granted on May 8, 2020, that vest in three annual installments beginning on May 8, 2021. ( 3 )Consists of 23,777 vested and exercisable options as of April 25, 2020, of which 23,777 are being exercised pursuant to a Rule 10b5-1 trading plan adopted by the reporting person, and 47,556 options that vest and become exercisable in two annual installments beginning on April 25, 2021. ( 4 )Not Applicable ( 5 )Consists of 462 vested and exercisable options as of February 8, 2020 and 1,387 options that vest and become exercisable in three annual installments beginning on February 8, 2021. ( 6 )Consists of 26,717 vested and exercisable options as of March 20, 2020 and 80,153 options that vest and become exercisable in three annual installments beginning on March 20, 2021. ( 7 )These options vest and become exercisable in four annual installments beginning on May 8, 2021. ( 8 )Each performance unit, granted on February 28, 2020, 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.

Remarks: For Scott Kitching, pursuant to the Power of Attorney previously filed.

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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