[144] Paylocity Holding Corp SEC Filing

Rhea-AI Filing Summary

Paylocity Holding Corp (PCTY) Form 144 filing: An individual plans to sell 126 common shares, valued at $20,874.42, through Morgan Stanley Smith Barney on NASDAQ with an approximate sale date of 09/24/2025. The shares were acquired as Restricted Stock Units on 09/21/2025 and payment/consideration is listed as N/A.

The filing also reports recent 10b5-1 sales by the same person: 130 shares sold on 08/20/2025 for $23,116.60 and 378 shares sold on 08/19/2025 for $67,125.24. Total outstanding shares are reported as 55,161,627, so these transactions are small relative to the company's share count. The notice includes the standard representation that the seller is unaware of undisclosed material adverse information.

Positive

• The filing documents compliance with Rule 144 and discloses planned and recent sales through a registered broker.
• Sales originate from Restricted Stock Units and established 10b5-1 arrangements, indicating routine, pre-planned transactions.

Negative

• Insider sales are disclosed, which some investors may view as negative sentiment, though the amounts are small relative to outstanding shares.

Insights

Securities Analyst

TL;DR: Small insider sale and planned sale appear routine and unlikely to move markets.

The reported planned sale of 126 shares ($20.9k) and prior 10b5-1 sales totaling 508 shares ($90.2k) are immaterial versus the 55.16 million outstanding shares. Transactions originate from RSU vesting and automated 10b5-1 execution, indicating routine compensation-related liquidity rather than an extraordinary corporate event. From a market-impact perspective, volume is negligible and disclosure meets Rule 144 requirements.

Corporate Governance Expert

TL;DR: Filing reflects standard insider selling procedures and includes required certifications.

The Form 144 shows the seller relied on standard processes: RSU acquisition and 10b5-1 plan sales executed through a broker. The form includes the representation that no undisclosed material adverse information is known to the seller. Governance-wise, the filing documents compliance with disclosure rules and provides dates and amounts needed for investor transparency; the transactions are small in scale and routine for insiders monetizing compensation.

09/24/2025 - 04:20 PM

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	126	20874.42	55161627	09/24/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/21/2025	Restricted Stock Units	Issuer			126	09/21/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for NICHOLAS ROST 1400 American Lane Schaumburg IL 60173	Common	08/20/2025	130	23116.60
10b5-1 Sales for NICHOLAS ROST 1400 American Lane Schaumburg IL 60173	Common	08/19/2025	378	67125.24

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Paylocity's (PCTY) Form 144 disclose about planned insider sales?

The filing discloses a proposed sale of 126 common shares (approximate market value $20,874.42) scheduled for 09/24/2025 through Morgan Stanley Smith Barney on NASDAQ.

Were there recent insider sales by the same person in PCTY?

Yes. The filer sold 378 shares on 08/19/2025 for $67,125.24 and 130 shares on 08/20/2025 for $23,116.60, executed under 10b5-1 plans.

How were the shares acquired that are being sold under this Form 144?

The 126 shares were acquired as Restricted Stock Units on 09/21/2025 and are listed with payment noted as N/A.

Are these sales material to Paylocity's overall share count?

No. The company reports 55,161,627 shares outstanding; the transactions (hundreds of shares) are immaterial relative to total outstanding shares.

Through which broker will the planned sale be executed?

The planned sale will be executed through Morgan Stanley Smith Barney LLC, Executive Financial Services.