SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Gitajn Arthur

(Last) (First) (Middle)
C/O CERIDIAN HCM HOLDING INC.
3311 EAST OLD SHAKOPEE ROAD

(Street)
MINNEAPOLIS MN 55425

(City) (State) (Zip)
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, CFO
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 02/20/2020 M 86,500(1) A $16.82 98,127 D
Common Stock 02/20/2020 S 9,620(1) D $74.71(2) 88,507 D
Common Stock 02/20/2020 S 22,466(1) D $75.93(3) 66,041 D
Common Stock 02/20/2020 S 54,414(1) D $76.37(4) 11,627 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Option (right to buy) $16.82 02/20/2020 M 86,500(1) (5) 12/31/2026 Common Stock 86,500 $0.00(6) 138,500 D
Option (right to buy) $22 (7) 04/25/2028 Common Stock 184,065 184,065 D
Option (right to buy) $44.91 (8) 02/08/2029 Common Stock 3,048 3,048 D
Option (right to buy) $49.93 (9) 03/20/2029 Common Stock 114,503 114,503 D
Explanation of Responses:
1. The sales reported and options exercised on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 10, 2018, and amended on November 20, 2018.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.26 to $75.25 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.31 to $76.25 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.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.26 to $76.43 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.
5. Consists of 138,500 vested and exercisable options as of December 31, 2019 and 112,500 options that vest and become exercisable on December 31, 2020.
6. Not applicable.
7. Consists of 641 vested and exercisable options as of April 25, 2019 and 183,424 options that vest and become exercisable in three installments beginning on April 25, 2020.
8. Consists of 762 vested and exercisable options as of February 8, 2020 and 2,286 options that vest and become exercisable in three equal installments beginning on February 8, 2021.
9. These options vest and become exercisable in four annual installments beginning on March 20, 2020.
Remarks:
For Arthur Gitajn, pursuant to the Power of Attorney previously filed.
/s/ William E. McDonald 02/21/2020
** Signature of Reporting Person Date
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.
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