Sec Form 4 Filing - Jacobs Jeffrey Scott @ Ceridian HCM Holding Inc. - 2023-02-24

Insider filing report for Changes in Beneficial Ownership
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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
Jacobs Jeffrey Scott
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)
Head of Acct & Fin Reporting
(Last) (First) (Middle)
C/O CERIDIAN HCM HOLDING INC., 3311 E. OLD SHAKOPEE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
02/24/2023
(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 02/27/2023 S 489 ( 1 ) D $ 72.44 9,353 D
Common Stock 02/24/2023 M 565 A 9,918 D
Common Stock 02/27/2023 S 205 ( 3 ) D $ 72.44 9,713 D
Common Stock 02/24/2023 M 1,176 A 10,889 D
Common Stock 02/27/2023 S 361 ( 5 ) D $ 72.44 10,528 ( 6 ) 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) $ 17.58 ( 7 ) 12/08/2025 Common Stock 500 500 D
Option (right to buy) $ 16.82 ( 7 ) 12/31/2026 Common Stock 1,125 1,125 D
Option (right to buy) $ 19.04 ( 7 ) 12/20/2027 Common Stock 5,000 5,000 D
Option (right to buy) $ 22 ( 7 ) 04/25/2028 Common Stock 32,610 32,610 D
Option (right to buy) $ 44.91 ( 7 ) 02/08/2029 Common Stock 712 712 D
Option (right to buy) $ 49.93 ( 8 ) 03/20/2029 Common Stock 8,396 8,396 D
Option (right to buy) $ 65.26 ( 9 ) 05/08/2030 Common Stock 14,299 14,299 D
Performance Units ( 10 ) ( 10 ) 03/08/2024 Common Stock 1,647 1,647 D
Performance Units ( 2 ) 02/24/2023 M 565 ( 2 ) 02/24/2023 Common Stock 565 $ 0 0 D
Performance Units ( 4 ) 02/24/2023 M 1,176 ( 4 ) 02/24/2025 Common Stock 1,176 $ 0 2,352 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jacobs Jeffrey Scott
C/O CERIDIAN HCM HOLDING INC.
3311 E. OLD SHAKOPEE ROAD
MINNEAPOLIS, MN55425
Head of Acct & Fin Reporting
Signatures
/s/ William E. McDonald 02/28/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )489 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 922 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 1,411 RSUs on February 24, 2023.
( 2 )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 565 shares of Common Stock vesting of the 678 performance stock units ("PSU") granted on February 24, 2022.
( 3 )205 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 360 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 565 PSUs on February 24, 2023.
( 4 )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, 1,176 PSUs vested on February 24, 2023, and 1,176 PSUs will vest on each of February 24, 2024 and February 24, 2025.
( 5 )361 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 815 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 1,176 PSUs on February 24, 2023.
( 6 )Includes (i) 5,472 shares of Common Stock, which includes 143 shares acquired under the Ceridian HCM Holding Inc. Global Employee Stock Purchase Plan on June 30, 2022, (ii) shares of Common Stock issuable pursuant to RSUs, granted on February 28, 2020, of which 74 shares vest on February 28, 2023, (iii) shares of Common Stock issuable pursuant to RSUs, granted on May 8, 2020, of which 511 shares vest on May 8, 2023; (iv) shares of Common Stock that are issuable pursuant to RSUs, granted on March 8, 2021, of which 823 shares vest on March 8, 2023 and 824 shares that vest on March 8, 2024; and (v) shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, of which 1,412 shares vest on each of February 24, 2024 and February 24, 2025.
( 7 )Fully vested and exercisable.
( 8 )Consists of 6,297 vested and exercisable options as of March 20, 2022, and 2,099 options that vest and become exercisable on March 20, 2023.
( 9 )Consists of 7,149 vested and exercisable options as of May 8, 2022, and 3,575 options that vest and become exercisable on each of May 8, 2023, and May 8, 2024.
( 10 )Given the Company's performance in 2021 and pursuant to the terms of the PSU award agreement, each PSU granted on March 8, 2021 converted into 1 share of Common Stock upon vesting. The vesting of 823 and 824 PSUs occurs on each of March 8, 2023 and March 8, 2024, respectively.

Remarks:
For Jeffrey Jacobs pursuant to the Power of Attorney previously filed.

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