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Filing Details

Accession Number:: 0001209191-22-028077
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-05-10 16:28:11
Reporting Period:: 2022-05-07

Accepted Time:: 2022-05-10 16:28:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1725057	Ceridian Hcm Holding Inc.	CDAY	Services-Prepackaged Software (7372)	463231686

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1856052	Rakesh Subramanian	C/O Ceridian Hcm Holding Inc. 3311 East Old Shakopee Road Minneapolis MN 55425	Evp, Chief Revenue Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2022-05-09	3,569	$53.00	59,441	No	4	S	Direct
Common Stock	Acquisiton	2022-05-07	1,058	$0.00	60,499	No	4	M	Direct
Common Stock	Disposition	2022-05-09	322	$52.98	60,177	No	4	S	Direct
Common Stock	Acquisiton	2022-05-07	1,396	$0.00	61,573	No	4	M	Direct
Common Stock	Disposition	2022-05-09	424	$53.00	61,149	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Performance Units	Disposition	2022-05-07	1,058	$0.00	1,058	$0.00
Common Stock	Performance Units	Disposition	2022-05-07	1,396	$0.00	1,396	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2022-05-07	No	4	M	Direct
0		2022-05-07	No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Performance Units	$0.00		2023-02-24	1,854	1,854	Direct
Common Stock	Performance Units	$0.00		2025-02-24	17,647	17,647	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2023-02-24	1,854	1,854	Direct
2025-02-24	17,647	17,647	Direct

Footnotes

3,569 shares of common stock were sold to cover withholding taxes as required pursuant to the terms of the restricted stock unit ("RSU") award agreement and 7,872 shares of common stock were issued to the Reporting Person in connection with the vesting of 11,441 RSUs on May 7, 2022.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.98 to $53.7144 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.
Given the Company's performance in 2021 and pursuant to the terms of the Company's 2021 Management Incentive Plan, each performance stock unit ("PSU") granted on May 7, 2021 converted into 1 share of common stock upon vesting. The vesting of 1,058 PSUs occurred on May 7, 2022.
322 shares of common stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 736 shares of common stock were issued to the Reporting Person in connection with the vesting of 1,058 PSUs on May 7, 2022.
On May 7, 2021, the Reporting Person was granted 2,288 PSUs, the vesting of which was subject to the achievement of performance metrics pursuant to the terms of the PSU award agreement. Each PSU represented a contingent right to receive between .25 and 2.00 shares of common stock based upon the degree to which the performance metrics were achieved. With the prior certification of achievement of the performance metrics by the Compensation Committee and pursuant to the terms of the PSU award agreement, such PSUs vested into 1,396 shares of common stock on May 7, 2022.
424 shares of common stock were sold to cover withholding taxes as required pursuant to the terms of the PSU award agreement and 972 shares of common stock were issued to the Reporting Person in connection with the vesting of 1,396 PSUs on May 7, 2022.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.98 to $53.6975 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.
Consists of (i) 10,031 shares of Common Stock, which includes 208 shares acquired under the Ceridian HCM Holding Inc. Global Employee Stock Purchase Plan on March 31, 2022, (ii) shares issuable pursuant to RSUs, granted on May 7, 2021, of which 11,441 shares vest on May 7, 2023 and 11,442 shares vest on May 7, 2024; (iii) shares issuable pursuant to RSUs, granted on February 24, 2022, of which 5,882 shares vest on each of February 24, 2023 and February 24, 2024 and 5,883 shares vest on February 24, 2025; and (iv) 10,588 shares issuable pursuant to RSUs, granted on February 24, 2022, which vest on June 30, 2023.
Each PSU represents a contingent right to receive shares of common stock based upon the degree to which one or more of the performance metrics under the Company's 2022 Management Incentive Plan ("2022 MIP") are satisfied. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance under the 2022 MIP. Based on actual results during the fiscal year ended December 31, 2022, the aggregate number of shares of common stock issued may range from zero shares to 167% of the target number of shares reported in columns 5, 7, and 9 of Table II. The PSUs will only vest upon the later of (i) the date the Compensation Committee or the Board of Directors of the Company certify that one or more of the performance metrics have been met under the 2022 MIP and (ii) the one year anniversary of the date of grant.
Each PSU represents a contingent right to receive shares of common stock based upon the degree to which one or more of the performance metrics contained in the PSU award agreement ("PSU Agreement") are satisfied. The number of PSUs reported in columns 5, 7, and 9 of Table II reflects achievement at the target level of performance under the PSU Agreement. Based on actual results during the fiscal year ended December 31, 2022, the aggregate number of shares of common stock issued may range from zero shares to 167% of the target number of shares reported in columns 5, 7 and 9 of Table II. The PSUs will only vest if the achievement of one or more of the performance metrics under the PSU Agreement is certified to have been met by the Compensation Committee or the Board of Directors of the Company, and then any such certified amount will vest one-third on each anniversary of the date of grant.