0001209191-23-041106.txt : 20230705 0001209191-23-041106.hdr.sgml : 20230705 20230705163201 ACCESSION NUMBER: 0001209191-23-041106 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230630 FILED AS OF DATE: 20230705 DATE AS OF CHANGE: 20230705 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Heuland Noemie Clemence CENTRAL INDEX KEY: 0001825126 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38467 FILM NUMBER: 231069660 MAIL ADDRESS: STREET 1: C/O CERIDIAN HCM HOLDING INC. STREET 2: 3311 EAST OLD SHAKOPEE ROAD CITY: MINNEAPOLIS STATE: MN ZIP: 55425 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ceridian HCM Holding Inc. CENTRAL INDEX KEY: 0001725057 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 463231686 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3311 EAST OLD SHAKOPEE ROAD CITY: MINNEAPOLIS STATE: MN ZIP: 55425 BUSINESS PHONE: 952-853-8100 MAIL ADDRESS: STREET 1: 3311 EAST OLD SHAKOPEE ROAD CITY: MINNEAPOLIS STATE: MN ZIP: 55425 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-06-30 0 0001725057 Ceridian HCM Holding Inc. CDAY 0001825126 Heuland Noemie Clemence C/O CERIDIAN HCM HOLDING INC. 3311 E. OLD SHAKOPEE ROAD MINNEAPOLIS MN 55425 0 1 0 0 EVP, CFO 1 Common Stock 2023-06-30 4 S 0 4200 66.47 D 70049 D Common Stock 2023-07-03 4 S 0 4243 65.77 D 65806 D Performance Units 2032-02-24 Common Stock 9800 9800 D Performance Units 2033-02-28 Common Stock 2715 2715 D Performance Units 2033-02-28 Common Stock 17139 17139 D Performance Units 2033-02-28 Common Stock 5141 5141 D The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted by the Reporting Person on March 16, 2023. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.225 to $66.70 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. 4,243 shares of common stock of the Issuer ("Common Stock") were sold to cover withholding taxes as required pursuant to the terms of the restricted stock unit ("RSU") award agreement and 6,345 shares of Common Stock were issued to the Reporting Person in connection with the vesting of 10,588 RSUs on June 30, 2023. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.77 to $66.065 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) 25,587 shares of Common Stock, (ii) shares of Common Stock issuable pursuant to RSUs, granted on November 9, 2020, of which 11,315 shares vest on November 9, 2023; (iii) shares of Common Stock issuable pursuant to RSUs, granted on February 24, 2022, of which 5,882 shares vest on February 24, 2024 and 5,883 shares vest on February 24, 2025; and (iv) shares of Common Stock issuable pursuant to RSUs, granted on February 28, 2023, of which 5,713 shares vest on each of February 28, 2024, February 28, 2025 and February 28, 2026. Pursuant to the terms of the performance stock unit ("PSU") award agreement, the vesting of 4,900 PSUs occurs on each of February 24, 2024 and February 24, 2025. 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 2023 Management Incentive Plan ("2023 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 2023 MIP. Based on actual results during the fiscal year ended December 31, 2023, the aggregate number of shares of Common Stock issued may range from zero shares to 150% 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 2023 MIP for the individual 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 annually over a three year period. 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 each of the preceding period beginning on January 1 and ending December 31, 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 annual performance metrics under the PSU Agreement is certified to have been met by the Compensation Committee or the Board of Directors of the Company for the prior period, and then any such certified amount will vest on the anniversary of the date of grant. Each PSU represents a contingent right to receive shares of Common Stock based upon the degree to which the performance metric contained in the PSU Agreement is 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 period beginning January 1, 2023 and ending December 31, 2025, the aggregate number of shares of Common Stock issued may range from zero shares to 200% 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 the performance metric 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 on February 28, 2026. For Noemie Heuland, pursuant to the Power of Attorney previously filed. /s/ William McDonald, attorney-in-fact 2023-07-05