SEC Form 4 · accession 0001209191-19-009368
Ceridian HCM Holding Inc. · CDAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David D Ossip
Officer — Chairman and CEO · Director
Period of report
Feb 8, 2019
Accepted (ET)
Feb 12, 2019 · 5:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001725057
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 521,843 | D | ||
| Common StockF2 | holding | — | — | — | 227,566 | I | See Note 2 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (right to buy)F9 | $44.91 | Feb 8, 2019 | A | 10,390 | A | — | Feb 8, 2029 | Common Stock | 10,390 | 10,390 | D |
| Exchangeable SharesF3 | — | holding | — | — | — | — | — | Common Stock | 8,328 | 8,328 | D |
| Exchangeable SharesF3,F4 | — | holding | — | — | — | — | — | Common Stock | 1,860,899 | 1,860,899 | I |
| Option (right to buy)F5 | $17.20 | holding | — | — | — | — | Mar 20, 2027 | Common Stock | 1,250,000 | 1,250,000 | D |
| Option (right to buy)F6 | $17.88 | holding | — | — | — | — | Mar 30, 2026 | Common Stock | 6,991 | 6,991 | D |
| Option (right to buy)F7 | $16.80 | holding | — | — | — | — | Nov 1, 2023 | Common Stock | 2,000,000 | 2,000,000 | D |
| Option (right to buy)F8 | $22.00 | holding | — | — | — | — | Apr 25, 2028 | Common Stock | 1,358,697 | 1,358,697 | D |
Explanation of responses
- F1Includes 125,000 shares issuable pursuant to vested Restricted Stock Units and 375,000 shares issuable pursuant to Restricted Stock Units that vest in three equal installments beginning on March 20, 2019.
- F2Indirectly owned through OsFund Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.
- F3Represents exchangeable shares of Ceridian AcquisitionCo ULC, a wholly owned subsidiary of the Issuer, that are exchangeable at the option of the holder for shares of common stock of the Issuer. Each exchangeable share is convertible into one share of common stock of the Issuer, subject to adjustments. The exchange shares are currently exercisable and have no expiration date.
- F4Indirectly owned through Osscer Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.
- F5Consists of 312,500 vested and exercisable options as of March 20, 2018 and 937,500 options that vest and become exercisable in three equal annual installments beginning on March 20, 2019.
- F6Consists of 3,495 vested and exercisable options as of March 30, 2018 and 3,496 options that vest and become exercisable in two equal annual installments beginning on March 30, 2019.
- F7These options are vested and exercisable.
- F8These options vest and become exercisable in four annual installments beginning on April 25, 2019.
- F9These options vest and become exercisable in four annual installments beginning on February 8, 2020.
Remarks
For David Ossip, pursuant to the Power of Attorney previously filed.