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*
Jacobs Jeffrey Scott

(Last) (First) (Middle)
C/O CERIDIAN HCM HOLDING INC.
3311 E. 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)
Head of Acct & Fin Reporting
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2020
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 05/08/2020 A 1,532(1) A $0.00 2,194(2) 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) $17.58 (3) 12/08/2025 Common Stock 500 500 D
Option (right to buy) $16.82 (4) 12/31/2026 Common Stock 7,125 7,125 D
Option (right to buy) $19.04 (5) 12/20/2027 Common Stock 5,000 5,000 D
Option (right to buy) $22 (6) 04/25/2028 Common Stock 32,610 32,610 D
Option (right to buy) $44.91 (7) 02/08/2029 Common Stock 712 712 D
Option (right to buy) $49.93 (8) 03/20/2029 Common Stock 8,396 8,396 D
Option (right to buy) $65.26 05/08/2020 A 14,299 (9) 05/08/2030 Common Stock 14,299 $0.00 14,299 D
Performance Units (10) (10) 03/01/2021 Common Stock 459 459 D
Explanation of Responses:
1. 1,532 shares are issuable pursuant to Restricted Stock Units, granted on May 8, 2020, that vest in three annual installments beginning on May 8, 2021.
2. Includes (i) 441 shares of common stock, (ii) 221 shares issuable pursuant to Restricted Stock Units, granted on February 28, 2020, that vest in three annual installments beginning on February 28, 2021, and (iii) 1,532 shares that are issuable pursuant to Restricted Stock Units, granted on May 8, 2020, that vest in three annual installments beginning on May 8, 2021.
3. Fully vested and exercisable.
4. Consists of 4,750 vested and exercisable options and 2,375 options that vest and become exercisable on December 31, 2020.
5. Consists of 2,500 vested and exercisable options and 2,500 options that vest and become exercisable in two annual installments beginning on December 20, 2020.
6. Consists of 16,304 vested and exercisable options and 16,306 options that vest and become exercisable in two annual installments beginning on April 25, 2021.
7. Consists of 178 vested and exercisable options and 534 options that vest and become exercisable in three annual installments beginning on February 8, 2021.
8. Consists of 2,099 vested and exercisable options and 6,297 options that vest and become exercisable in three annual installments beginning on March 20, 2021.
9. These options vest and become exercisable in four annual installments beginning on May 8, 2021.
10. Each performance unit, granted on February 28, 2020, represents a contingent right to receive up to 1.25 shares of Common Stock. The performance units vest upon satisfaction of Cloud Revenue and Adjusted EBITDA margin targets under the Company's 2020 Management Incentive Plan.
Remarks:
For Jeffrey Jacobs pursuant to the Power of Attorney previously filed.
/s/ William E. McDonald 05/11/2020
** 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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