Paychex (NASDAQ: PAYX) SVP uses 347 shares to cover RSU taxes

Rhea-AI Filing Summary

Paychex, Inc. executive Chad C. Parodi, SVP, HCM, PEO & Insurance, reported a small disposition of company stock tied to equity compensation. On 01/15/2026, 347 shares of Paychex common stock were withheld at $110.51 per share to satisfy tax withholding obligations arising from the lapse of restrictions on restricted stock units. After this tax-related share disposition, Parodi beneficially owned 6,336 shares of Paychex common stock directly. He also held stock options exercisable for 6,775, 13,192, and 11,813 shares of common stock with exercise prices of $119.72, $121.63, and $140.68, respectively, all held directly.

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).

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^*

Parodi Chad C

(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)
	SVP, HCM, PEO & Insurance

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		F		347(1)	D	$110.51	6,336	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	$119.72							01/15/2025	01/14/2034	Common Stock	6,775		6,775	D
Stock Option	$121.63							07/15/2025	07/14/2034	Common Stock	13,192		13,192	D
Stock Option	$140.68							07/15/2026	07/14/2035	Common Stock	11,813		11,813	D

Explanation of Responses:

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

	Prabha S. Bhandari, Attorney-in-fact	01/16/2026
	** 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.
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FAQ

What insider transaction did Paychex (PAYX) report for Chad C. Parodi?

Chad C. Parodi, SVP, HCM, PEO & Insurance at Paychex, Inc., reported the disposition of 347 shares of common stock on 01/15/2026. The shares were withheld to cover tax obligations related to restricted stock units.

Was the PAYX insider share disposition a discretionary sale or tax withholding?

The filing states the 347-share disposition was to satisfy tax withholding obligations arising from the lapse of restrictions on restricted stock units, indicating it was tax-related rather than a discretionary open-market sale.

At what price were the Paychex shares used for tax withholding valued?

The 347 Paychex common shares used to satisfy tax withholding were valued at $110.51 per share according to the Form 4.

How many Paychex (PAYX) shares does Chad C. Parodi own after this transaction?

Following the reported tax-withholding transaction, Chad C. Parodi beneficially owned 6,336 shares of Paychex common stock directly.

What stock options does the Paychex SVP hold according to this Form 4?

Chad C. Parodi held stock options for 6,775 shares at an exercise price of $119.72 expiring on 01/14/2034, 13,192 shares at $121.63 expiring on 07/14/2034, and 11,813 shares at $140.68 expiring on 07/14/2035, all for Paychex common stock.

Does Chad C. Parodi hold Paychex securities directly or indirectly?

The Form 4 indicates that both the 6,336 common shares and all reported stock options are held with direct (D) ownership, with no indirect ownership nature specified.