Sec Form 4 Filing - Westbury Trust @ CBIZ, Inc. - 2013-08-30

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
Westbury Trust
2. Issuer Name and Ticker or Trading Symbol
CBIZ, Inc. [ CBZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
VICTORIA HALL,, 11 VICTORIA ST., PO BOX HM 1065
3. Date of Earliest Transaction (MM/DD/YY)
08/30/2013
(Street)
HAMILTON, D000000
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 08/30/2013 X 3,858,334 D $ 6.65 3,858,335 I See Footnote ( 1 )
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
Call Option (obligation to sell) $ 6.65 08/30/2013 X 3,858,334 ( 2 ) 09/15/2010 09/30/2013 Common Stock 3,858,335 $ 0 0 I See Footnote ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Westbury Trust
VICTORIA HALL,
11 VICTORIA ST., PO BOX HM 1065
HAMILTON, D000000
X
Signatures
/s/ Jim Watt, Trustee of Westbury Trust 09/20/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are owned directly by Westbury (Bermuda) Ltd. ("Westbury"), which is 100% owned by Westbury Trust. Westbury Trust is an indirect beneficial owner of the reported securities.
( 2 )On August 30, 2013 the Issuer purchased 3,858,334 shares of its common stock from Westbury pursuant to a Stock Purchase Agreement dated as of July 26, 2013 by and among the Issuer, Westbury, Westbury Trust and Michael DeGroote (the "Additional Agreement"), after the satisfaction of certain conditions set forth in the Additional Agreement. The shares purchased pursuant to the Additional Agreement were subject to an option ("Option") to purchase 7,716,669 shares that the Issuer acquired September 14, 2010 pursuant to a Stock and Option Purchase Agreement entered into by and among the Issuer, Westbury, Westbury Trust and Michael DeGroote (the "Initial Agreement"). The Option remains exercisable as to 3,858,335 shares until the expiration of the Option on September 30, 2013 in accordance with the Initial Agreement.

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