Sec Form 4 Filing - Gioja Michael E @ PAYCHEX INC - 2017-07-12

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Gioja Michael E
2. Issuer Name and Ticker or Trading Symbol
PAYCHEX INC [ PAYX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. Vice President
(Last) (First) (Middle)
911 PANORAMA TRAIL SOUTH
3. Date of Earliest Transaction (MM/DD/YY)
07/12/2017
(Street)
ROCHESTER, NY14625
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 07/12/2017 A 3,153 ( 1 ) A $ 0 51,794 D
Common Stock 07/12/2017 A 9,180 ( 2 ) A $ 0 60,974 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
Stock Option $ 57.24 07/1 2/2017 A 41,159 07/12/2018 07/11/2027 Common Stock 41,159 $ 57.24 41,159 D
Stock Option $ 26.77 11/10/2009 11/09/2018 Common Stock 2,400 2,400 D
Stock Option $ 24.21 07/09/2010 07/08/2019 Common Stock 7,840 7,840 D
Stock Option $ 26.02 07/07/2011 07/06/2020 Common Stock 4,468 4,468 D
Stock Option $ 31.34 07/06/2012 07/05/2021 Common Stock 16,001 16,001 D
Stock Option $ 31.63 07/07/2014 07/06/2021 Common Stock 157,500 157,500 D
Stock Option $ 38.48 07/10/2014 07/09/2023 Common Stock 53,911 53,911 D
Stock Option $ 41.7 07/09/2015 07/08/2024 Common Stock 44,271 44,271 D
Stock Option $ 47.32 07/08/2016 07/07/2025 Common Stock 46,875 46,875 D
Stock Option $ 60.84 07/06/2017 07/05/2026 Common Stock 41,329 41,329 D
Stock Option $ 60.84 07/06/2017 07/05/2026 Common Stock 147,405 147,405 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gioja Michael E
911 PANORAMA TRAIL SOUTH
ROCHESTER, NY14625
Sr. Vice President
Signatures
Stephanie L. Schaeffer, Attorney-in-fact 07/14/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Award of restricted stock, subject to vesting, pursuant to the Amended and Restated 2002 Stock Incentive Plan.
( 2 )Award of restricted stock, subject to vesting, pursuant to the performance award under the Amended and Restated 2002 Stock 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.