Paychex CPO has 1,374 shares withheld for taxes

PAYCHEX INC Chief Product Officer Ryan Norman Bergstrom reported a routine share withholding related to equity compensation.

Rhea-AI Filing Summary

PAYCHEX INC Chief Product Officer Ryan Norman Bergstrom reported a routine share withholding related to equity compensation. On the reported date, 1,374 shares of common stock were disposed of at $90.91 per share to satisfy tax withholding obligations from vesting restricted stock and restricted stock units. This was not an open-market trade but a mechanism to cover taxes.

After this tax withholding, Bergstrom directly holds 43,672 shares of PAYCHEX common stock. He also has outstanding stock options covering 14,767 underlying shares at a strike price of $140.68 per share, expiring in 2035, indicating a continuing long-term equity position.

Insider Trade Summary

Exercise Price or Tax Liability: 1,374 shares

Exercise Price or Tax Liability 2 txns

Insider BERGSTROM RYAN NORMAN

Role Chief Product Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,374	$90.91	$125K
holding	Stock Option	--	--	--

Holdings After Transaction: Common Stock — 43,672 shares (Direct); Stock Option — 14,767 contracts (Direct)

Footnotes (1)

1. F1. Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to restricted stock / restricted stock units.

Key Figures

Shares withheld for taxes: 1,374 shares Withholding reference price: $90.91 per share Shares held after transaction: 43,672 shares +3 more

6 metrics

Shares withheld for taxes 1,374 shares Tax-withholding disposition on vested restricted stock/RSUs

Withholding reference price $90.91 per share Value used for 1,374 withheld PAYCHEX shares

Shares held after transaction 43,672 shares Direct PAYCHEX common stock holding post-transaction

Underlying option shares 14,767 shares Common shares underlying outstanding stock options

Option exercise price $140.68 per share Strike price of outstanding PAYCHEX stock options

Option expiration 2035-07-14 Expiration date of reported PAYCHEX stock options

Key Terms

restricted stock units, tax withholding obligations, Stock Option, exercise price

4 terms

restricted stock units financial

"arising from lapse of restrictions applicable to restricted stock / restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions"

Stock Option financial

"security_title": "Stock Option""

A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.

exercise price financial

"conversion_or_exercise_price": "140.6800""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PAYCHEX (PAYX) executive Ryan Bergstrom report?

Ryan Bergstrom reported a disposition of 1,374 PAYCHEX common shares to cover tax withholding on vested restricted stock and RSUs. This reflects a compensation-related withholding mechanism, not an open-market sale, and is common when equity awards vest and generate taxable income.

Was the PAYCHEX (PAYX) insider transaction an open-market sale?

No. The 1,374 PAYCHEX shares were withheld to satisfy tax obligations from vesting restricted stock and restricted stock units. This tax-withholding disposition is executed by the company to cover taxes due, rather than the executive choosing to sell shares on the open market.

How many PAYCHEX (PAYX) shares does Ryan Bergstrom hold after this filing?

Following the tax-withholding disposition, Ryan Bergstrom directly holds 43,672 shares of PAYCHEX common stock. This post-transaction holding shows he maintains a substantial ongoing equity stake in the company despite the compensation-related share withholding reported in this Form 4.

What stock options does the PAYCHEX (PAYX) Chief Product Officer retain?

Ryan Bergstrom holds stock options linked to 14,767 PAYCHEX common shares with an exercise price of $140.68 per share, expiring in 2035. These unexercised options represent additional potential equity exposure beyond his current common stock holdings reported in the filing.

Why were 1,374 PAYCHEX (PAYX) shares disposed of in this Form 4?

The 1,374 PAYCHEX shares were disposed of to satisfy tax withholding obligations arising from the lapse of restrictions on restricted stock and restricted stock units. Such dispositions are a standard administrative step when equity awards vest and generate taxable income for the executive.

What was the price used for the PAYCHEX (PAYX) tax-withholding shares?

The tax-withholding disposition used a price of $90.91 per PAYCHEX common share for the 1,374 shares. This price is typically based on the market value at the time of vesting and is applied to calculate the value of shares used to cover tax obligations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/03/2026 - 04:00 PM EDT Learn about SEC filing dates

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BERGSTROM RYAN NORMAN

(Last) (First) (Middle)

911 PANORAMA TRAIL SOUTH

(Street)

ROCHESTER NEW YORK 14625

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	Chief Product Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/01/2026		F		1,374(1)	D	$90.91	43,672	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	04/03/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)