Sec Form 4 Filing - Korngiebel Joseph B @ Ceridian HCM Holding Inc. - 2023-02-24

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 Korngiebel Joseph B 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, CPTO (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 2,459 ( 1 ) D $ 72.44 ( 2 ) 97,144 D Common Stock 02/24/2023 M 2,294 A 99,438 D Common Stock 02/27/2023 S 846 ( 4 ) D $ 72.44 ( 5 ) 98,592 D Common Stock 02/24/2023 M 5,880 A 104,472 D Common Stock 02/27/2023 S 2,284 ( 7 ) D $ 72.44 ( 8 ) 102,188 ( 9 ) 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 Performance Units ( 10 ) ( 10 ) 03/08/2024 Common Stock 12,353 12,353 D Performance Units ( 3 ) 02/24/2023 M 2,294 ( 3 ) 02/24/2023 Common Stock 2,294 $ 0 0 D Performance Units ( 6 ) 02/24/2023 M 5,880 ( 6 ) 02/24/2025 Common Stock 5,880 $ 0 11,760 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Korngiebel Joseph B C/O CERIDIAN HCM HOLDING INC. 3311 E. OLD SHAKOPEE ROAD MINNEAPOLIS, MN55425 EVP, CPTO Signatures /s/ William McDonald, attorney-in-fact 02/28/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )2,459 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 4,600 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 7,059 RSUs on February 24, 2023. ( 2 )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. ( 3 )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 2,294 shares of Common Stock vesting of the 2,754 performance stock units ("PSU") granted on February 24, 2022. ( 4 )846 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 1,448 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 2,294 PSUs on February 24, 2023. ( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.25 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. ( 6 )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, 5,880 PSUs vested on February 24, 2023, and 5,880 PSUs will vest on each of February 24, 2024 and February 24, 2025. ( 7 )2,284 shares of Common Stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 3,596 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 5,880 PSUs on February 24, 2023. ( 8 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.335 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. ( 9 )Includes (i) 42,667 shares of Common Stock; (ii) shares of Common Stock issuable pursuant to RSUs, granted on August 21, 2020, of which 22,462 shares vest on August 21, 2023; (iii) shares of Common Stock issuable pursuant to RSUs, granted on March 8, 2021, of which 6,176 shares vest on March 8, 2023, and 6,177 shares vest on March 8, 2024; (iv) shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, of which 7,059 shares vest on each of February 24, 2024 and February 24, 2025; and (v) 10,588 shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, which vest on June 30, 2023. ( 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 6,176 and 6,177 PSUs occurs on March 8, 2023 and March 8, 2024, respectively.

Remarks: For Joseph Korngiebel, 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).

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