Form 4 for PCTY Paylocity Holding Corp
Accepted 2025-08-19 00:00:00 ET · period of report 2025-08-15 · accession 0001716436-25-000004 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2025-08-19 | 2025-08-15+ | PCTY | Williams Toby J. | Pres, CEO, Dir | F - Tax | $171.67 | -15.1K | 230.3K | -6% | -$2.59M |
| DM | 2025-08-19 | 2025-08-15 | PCTY | Williams Toby J. | Pres, CEO, Dir | S - Sale | $171.77 | -8,000 | 222.3K | -3% | -$1.37M |
| DM | 2025-08-19 | 2025-08-15 | PCTY | Williams Toby J. | Pres, CEO, Dir | A - Grant | $0.00 | +116.3K | 174.1K | +201% | $0 |
| D | 2025-08-19 | 2025-08-15 | PCTY | Williams Toby J. | Pres, CEO, Dir | A - Grant | $0.00 | +15.8K | 15.8K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock, par value $0.001 | 2025-08-18 | F | D | 1,588 | $171.96 | 220,752 | D | — | — | |
| 2 | Common | Common Stock, par value $0.001 | 2025-08-15 | S | D | 3,980 | $171.50 | 226,360 | D | — | — | (F4) The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on February 21, 2025. (F5) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $170.82 to $171.82, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or 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 footnotes 5 and 6 of this Form 4. |
| 3 | Common | Common Stock, par value $0.001 | 2025-08-15 | F | D | 13,515 | $171.64 | 230,340 | D | — | — | |
| 4 | Common | Common Stock, par value $0.001 | 2025-08-15 | A | A | 42,332 | $0.00 | 243,855 | D | — | — | (F3) Represents performance stock units (PSUs) awarded pursuant to the Issuer's 2023 Equity Incentive Plan for which performance criteria have been satisfied that will entitle the Reporting Person to receive one share of the Issuer's common stock per PSU upon vesting. 50% of the PSUs vest on August 15, 2025. The remaining PSUs will vest in two equal installments on August 15, 2026 and August 15, 2027, subject to continued service through each of the respective vesting dates. The grant will be settled pursuant to the terms of the Issuer's 2023 Equity Incentive Plan |
| 5 | Common | Common Stock, par value $0.001 | 2025-08-15 | A | A | 27,398 | $0.00 | 201,523 | D | — | — | (F2) Reflects the grant of restricted stock units (RSUs) that will entitle Reporting Person to receive one (1) share of Common Stock per RSU. The RSUs will vest over two years beginning on the date of grant at a rate of 12.5% vesting every three months. The grant will be settled pursuant to the terms of the Issuer's 2023 Equity Incentive Plan. |
| 6 | Common | Common Stock, par value $0.001 | 2025-08-15 | A | A | 46,576 | $0.00 | 174,125 | D | — | — | (F1) Reflects the grant of restricted stock units (RSUs) that will entitle Reporting Person to receive one (1) share of Common Stock per RSU. The RSUs will vest over four years beginning on the date of grant at a rate of 6.25% vesting every three months. The grant will be settled pursuant to the terms of the Issuer's 2023 Equity Incentive Plan. |
| 7 | Common | Common Stock, par value $0.001 | 2025-08-15 | S | D | 4,020 | $172.04 | 222,340 | D | — | — | (F4) The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on February 21, 2025. (F6) The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $171.83 to $172.50, inclusive. |
| 8 | Derivative | Market Stock Units | 2025-08-15 | A | A | 15,836 | $0.00 | 15,836 | D | $0.00 · — to — | 15,836 Common Stock, par value $0.001 | (F7) Each market stock unit (MSU) represents the contingent right to receive one (1) share of Issuer common stock. (F8) Reflects the grant of a target number MSUs subject to the award as presented in the table. The number of MSUs that ultimately vest may be 0%-200% of this number, depending upon the achievement by the Issuer of certain total shareholder return objectives. (F9) The MSUs have four separate performance periods, which begin August 31, 2025 and end November 30, 2027, February 29, 2028, May 31, 2028 and August 31, 2028, respectively. Twenty five percent (25%) of the total award may be earned after the end of each performance period and, to the extent earned, will vest quarterly. (F10) Market stock units do not expire; they either vest or are canceled prior to or upon the vesting date. |