PAYX Form 4: 8,902-share disposition; 14,767 options at $140.68

Rhea-AI Filing Summary

Adam Brooks, identified as Sr. Vice President, Paycor and an officer of Paychex Inc. (PAYX), reported a transaction dated 10/01/2025 in which he disposed of 8,902 shares of Paychex common stock at a price of $124.01. The filing states this disposition was to satisfy tax withholding obligations arising from the lapse of restrictions on restricted stock/RSUs. After the sale Mr. Brooks beneficially owns 59,603 shares. The Form 4 also shows Mr. Brooks holds 14,767 stock options with an exercise price of $140.68, exercisable beginning 07/15/2026 and expiring 07/14/2035.

Insights

Corporate Insider

Routine RSU tax-withholding sale reduced direct holdings by 8,902 shares.

This Form 4 shows a 10/01/2025 disposition of 8,902 shares at $124.01 specifically to satisfy tax withholding from the lapse of restrictions on equity awards. Such transactions are common when restricted stock vests and do not necessarily indicate voluntary market-driven selling.

The filing leaves no indication of additional open-market sales or changes in indirect ownership; the remaining direct beneficial ownership is reported as 59,603 shares.

Compensation & Equity Analyst

Outstanding stock option package: 14,767 options at $140.68, exercisable 07/15/2026.

The Form 4 discloses 14,767 options with an exercise price of $140.68, exercisable starting 07/15/2026 and expiring 07/14/2035. This quantifies the remaining equity incentive exposure the reporting person holds under long-term awards.

Monitor the 07/15/2026 exercisability date as a concrete milestone for potential future exercises.

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

OMB APPROVAL

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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^*

ANTE ADAM BROOKS

(Last) (First) (Middle)

911 PANORAMA TRAIL SOUTH

(Street)

ROCHESTER NY 14625

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PAYCHEX INC [ PAYX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. Vice President, Paycor

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		F		8,902(1)	D	$124.01	59,603	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
Stock Option	$140.68							07/15/2026	07/14/2035	Common Stock	14,767		14,767	D

Explanation of Responses:

1. Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to restricted stock / restricted stock units.

	Prabha S. Bhandari, Attorney-in-fact	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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