Paylocity (PCTY) Files Form 144 for Modest 1,717-Share Insider Sale

Rhea-AI Filing Summary

Paylocity Holding Corporation (PCTY) has filed a Form 144 with the U.S. SEC to give notice of a modest planned insider sale.

The filing covers the potential disposition of up to 1,717 common shares, with an aggregate market value of roughly $303,531. The shares were originally received on 09/01/2024 as Restricted Stock Units issued by the company and will be sold through Morgan Stanley Smith Barney LLC. The broker plans to execute the transaction on or about 06/23/2025 on the NASDAQ exchange.

Based on the company’s stated 55,230,112 shares outstanding, the proposed sale represents approximately 0.003 percent of total shares, indicating a very small dilution impact. Under the “Securities Sold During the Past 3 Months” section, the insider—identified in that table as Andrew Cappotelli—previously sold 10 shares for $1,903 on 06/03/2025 under a Rule 10b5-1 trading plan. The Form 144 reiterates that the filer is unaware of any undisclosed material adverse information and confirms compliance with Rule 10b5-1 requirements.

Because the volume is immaterial relative to float and appears to follow an established trading plan, the filing is generally viewed as routine administrative disclosure rather than a signal of strategic change or financial pressure.

Insights

Financial Analyst

TL;DR: Routine Form 144 discloses insider plan to sell 1,717 PCTY shares—only 0.003% of float; negligible market impact.

The notice details a forthcoming sale valued at about $304k, scheduled for 06/23/2025. Given Paylocity’s 55.2 million shares outstanding, the transaction is immaterial from a supply-demand or control standpoint. The shares stem from RSU vesting, a standard form of executive compensation. A prior 10-share sale in early June further supports that sales are occurring under a preset Rule 10b5-1 plan, limiting signaling value. No new financial metrics or business developments accompany the filing, so the disclosure does not alter the company’s investment thesis.

Corporate Governance Specialist

TL;DR: Filing confirms compliance with Rule 144 and 10b5-1; governance posture appears sound, with no red flags.

Form 144 filers must attest they possess no undisclosed material information. This statement, combined with the plan adoption date and minimal share count, indicates adherence to insider-trading safeguards. The sale’s scale and clear disclosure support transparent corporate governance. Absent any irregularities or accelerated selling, the event is neutral from a governance-risk perspective.

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	1717	303531.26	55230112	06/23/2025	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	09/01/2024	Restricted Stock Units	Issuer			1717	09/01/2024	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 ANDREW CAPPOTELLI 1400 American Lane Schaumburg IL 60173	Common	06/03/2025	10	1903.40

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

How many Paylocity (PCTY) shares are being registered for sale under Form 144?

The filing covers 1,717 common shares.

What is the dollar value of the proposed PCTY share sale?

The aggregate market value reported is approximately $303,531.

When is the planned sale of PCTY shares expected to occur?

The filer lists an approximate sale date of 06/23/2025 on NASDAQ.

What percentage of Paylocity’s outstanding shares does the 1,717-share sale represent?

It equals roughly 0.003 percent of the 55,230,112 shares outstanding.

Who is the broker handling the PCTY insider sale?

The broker is Morgan Stanley Smith Barney LLC.