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Paychex (PAYX) CPO’s Form 4 shows 2,090-share tax withholding move

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Paychex Chief Product Officer Ryan Bergstrom reported routine share activity related to equity compensation. On the reported date, 2,090 shares of Paychex common stock were disposed of at $102.71 per share to satisfy tax withholding obligations arising from the vesting of restricted stock and restricted stock units. After this tax-withholding disposition, Bergstrom directly holds 41,582 shares of Paychex common stock. The filing also shows he holds a stock option covering 14,767 shares of common stock with an exercise price of $140.68 per share, expiring on July 14, 2035.

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Insider BERGSTROM RYAN NORMAN
Role Chief Product Officer
Type Security Shares Price Value
Tax Withholding Common Stock 2,090 $102.71 $215K
holding Stock Option -- -- --
Holdings After Transaction: Common Stock — 41,582 shares (Direct, null); Stock Option — 14,767 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Tax-withholding shares 2,090 shares Common stock disposed for tax withholding at $102.71 per share
Tax-withholding price $102.71/share Price per share for 2,090-share tax-withholding disposition
Shares held after transaction 41,582 shares Direct PAYCHEX common stock holdings following disposition
Option underlying shares 14,767 shares Common stock underlying reported stock option position
Option exercise price $140.68/share Exercise price of stock option on PAYCHEX common stock
Option expiration date July 14, 2035 Expiration of stock option covering 14,767 shares
tax withholding financial
"Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
restricted stock units financial
"obligations 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.
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.
Common Stock financial
"underlying_security_title": "Common Stock""
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Product Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock07/01/2026F2,090(1)D$102.7141,582D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option$140.6807/15/202607/14/2035Common Stock14,76714,767D
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-fact07/02/2026
** Signature of Reporting PersonDate
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)

FAQ

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

PAYCHEX reported that Chief Product Officer Ryan Bergstrom had 2,090 shares of common stock disposed of to cover tax withholding obligations. This was tied to vesting of restricted stock and restricted stock units, rather than an open-market sale decision.

How many PAYCHEX (PAYX) shares does Ryan Bergstrom hold after this Form 4?

After the reported tax-withholding disposition, Ryan Bergstrom directly holds 41,582 shares of PAYCHEX common stock. This reflects his remaining equity position following the 2,090 shares used to satisfy tax obligations from equity vesting.

Was the PAYCHEX (PAYX) Form 4 transaction an open-market sale?

No, the transaction was classified as a tax-withholding disposition with code F, not an open-market sale. Shares were used to satisfy tax withholding requirements from vesting of restricted stock and restricted stock units, according to the filing footnote.

What stock options for PAYCHEX (PAYX) does Ryan Bergstrom hold?

Ryan Bergstrom holds a stock option linked to 14,767 shares of PAYCHEX common stock at an exercise price of $140.68 per share. The option is scheduled to expire on July 14, 2035, providing long-dated equity exposure.

How many PAYCHEX (PAYX) shares were used for tax withholding in this filing?

The filing shows that 2,090 shares of PAYCHEX common stock were disposed of at $102.71 per share. These shares were used to satisfy tax withholding obligations arising from the lapse of restrictions on restricted stock and restricted stock units.