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Filing Details

Accession Number:: 0001209191-23-008013
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-02-09 16:17:30
Reporting Period:: 2023-02-07

Accepted Time:: 2023-02-09 16:17:30
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
1746255	Erin Leagh Turner	C/O Ceridian Hcm Holding Inc. 3311 East Old Shakopee Road Minneapolis MN 55425	Co-Chief Executive Officer	Yes	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	Acquisiton	2023-02-07	6,000	$38.63	182,643	No	4	M	Direct
Common Stock	Disposition	2023-02-07	4,830	$72.69	177,813	No	4	S	Direct
Common Stock	Disposition	2023-02-07	1,170	$73.57	176,643	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	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	Option (right to purchase)	Disposition	2023-02-07	6,000	$0.00	6,000	$38.63

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
19,000		2028-09-04	No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Option (right to purchase)	$49.93	2029-03-20	38,168	38,168	Direct
Common Stock	Option (right to purchase)	$65.26	2030-05-08	187,321	187,321	Direct
Common Stock	Option (right to purchase)	$80.95	2031-03-08	132,124	132,124	Direct
Common Stock	Performance Units	$0.00	2022-03-08	3,237	3,237	Direct
Common Stock	Performance Units	$0.00	2024-03-08	16,182	16,182	Direct
Common Stock	Performance Units	$0.00	2023-02-24	5,648	5,648	Direct
Common Stock	Performance Units	$0.00	2025-02-24	63,532	63,532	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2029-03-20	38,168	38,168	Direct
2030-05-08	187,321	187,321	Direct
2031-03-08	132,124	132,124	Direct
2022-03-08	3,237	3,237	Direct
2024-03-08	16,182	16,182	Direct
2023-02-24	5,648	5,648	Direct
2025-02-24	63,532	63,532	Direct

Footnotes

The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $72.39 to $73.07 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $73.48 to $73.64 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.
Includes (i) of the 50,000 Restricted Stock Units (RSUs) granted on September 4, 2018, 41,500 shares are issuable at the election of the recipient, (ii) of the 50,000 RSUs granted on September 9, 2019, 37,500 shares are issuable at the election of the recipient and 12,500 RSUs will vest and become issuable at the election of the recipient on September 9, 2023, (iii) of the 1,538 RSUs granted on February 28, 2020, 1,025 shares are issuable at the election of the recipient, and 513 RSUs will vest and become issuable at the election of the recipient on February 28, 2023; (iv) of the 20,073 RSUs granted on May 8, 2020, 13,382 shares are issuable at the election of the recipient, and 6,691 RSUs will vest and become issuable at the election of the recipient on May 8, 2023; and
(v) shares issuable pursuant to RSUs, granted on February 24, 2022, of which 21,177 RSUs vest and become issuable at the election of the recipient on each of February 24, 2023 and February 24, 2024 and 21,178 RSUs vest and become issuable at the election of the recipient on February 24, 2025.
Fully vested and exercisable.
Consists of 19,084 vested and exercisable options as of March 20, 2022, and 19,084 options that vest and become exercisable on March 20, 2023.
Consists of 93,660 vested and exercisable options as of May 8, 2022, and 46,830 options that vest and become exercisable on May 8, 2023, and 46,831 options that vest and become exercisable on May 8, 2024.
Consists of 33,031 vested and exercisable options as of March 8, 2022, and 33,031 options that vest and become exercisable on each of March 8, 2023, March 8, 2024 and March 8, 2025.
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 March 8, 2021 converts into 1 share of common stock upon vesting and at the election of the recipient. The vesting of 3,237 PSUs occurred on March 8, 2022.
Given the Company's performance in 2021 and pursuant to the terms of the PSU award agreement, each PSU granted on March 8, 2021 converts into 1 share of common stock upon vesting and at the election of the recipient. The vesting of 5,394 PSUs occurred on March 8, 2022, and the vesting of 5,394 PSUs occurs on each of March 8, 2023 and March 8, 2024.
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.