Paylocity director Sarowitz sells shares under plan

The reported weighted-average prices reflected trades within ranges of $165.21–$166.21 and $166.22–$167.09.

Rhea-AI Filing Summary

Paylocity Holding Corp (PCTY) director and 10% owner Steven I. Sarowitz sold 4,570 shares at a weighted average price of $165.99 per share and 5,875 shares at a weighted average price of $166.47 per share on October 19, 2026. Both sales were conducted under an approved 10b5-1 Plan adopted by Sarowitz on December 15, 2025. Jessica P. Sarowitz Declaration of Trust is listed as holding 3,916,476 shares as of October 19, 2026.

Insider Trade Summary 10b5-1

Net Seller: 10,445 shares

Net Sell 3 txns

Insider Sarowitz Steven I

Role Director, 10% Owner

Sold 10,445 shs ($1.74M)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.001 F1, F2	4,570	$165.99	$759K
Sale	Common Stock, par value $0.001 F1, F3	5,875	$166.47	$978K
holding	Common Stock, par value $0.001	--	--	--

Holdings After Transaction: Common Stock, par value $0.001 — 4,414,756 shares (Direct); Common Stock, par value $0.001 — 3,916,476 shares (Indirect, By Jessica P. Sarowitz Declaration of Trust)

Footnotes (3)

1. F1. The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on December 15, 2025.
2. F2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $165.21 to $166.21, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 2 and 3 of this Form 4.
3. F3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $166.22 to $167.09, inclusive.

Key Figures

Shares sold: 4,570 shares Weighted average sale price: $165.99 per share Shares sold: 5,875 shares +2 more

5 metrics

Shares sold 4,570 shares October 19, 2026

Weighted average sale price $165.99 per share Sale on October 19, 2026

Shares sold 5,875 shares October 19, 2026

Weighted average sale price $166.47 per share Sale on October 19, 2026

Shares held by Jessica P. Sarowitz Declaration of Trust 3,916,476 shares As of October 19, 2026

Key Terms

10b5-1 Plan, weighted average price, Declaration of Trust

3 terms

10b5-1 Plan regulatory

"conducted under an approved 10b5-1 Plan"

A 10b5-1 plan is a pre-arranged strategy that allows company insiders to buy or sell their shares at predetermined times and prices, even while they are aware of confidential information. It acts like a scheduled appointment for trading, helping ensure transactions happen transparently and legally, which can reassure investors that trades are not based on insider knowledge.

weighted average price financial

"The price reported in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Declaration of Trust regulatory

"By Jessica P. Sarowitz Declaration of Trust"

A declaration of trust is a legal document that spells out who holds assets on behalf of others, what duties the holder has, and how income or profits are shared among beneficiaries. For investors it matters because it clarifies who controls the asset, how returns and losses will be allocated, and what rules govern distributions—think of it like a written instruction that tells a custodian how to manage and split the proceeds so investors know their rights and risks.

FAQ

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

How many PCTY shares did Steven I. Sarowitz sell, and at what prices?

Steven I. Sarowitz sold 4,570 shares at a weighted average price of $165.99 per share and 5,875 shares at a weighted average price of $166.47 per share on October 19, 2026. The respective price ranges were $165.21 to $166.21 and $166.22 to $167.09, inclusive. The sales were conducted under an approved 10b5-1 Plan adopted December 15, 2025.

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

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Available on EDGAR 10/21/2026 - 04:03 PM EDT Accepted by SEC EDGAR 10/21/2026 - 04:01 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).

X

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^*

Sarowitz Steven I

(Last) (First) (Middle)

C/O 1400 AMERICAN LANE

(Street)

SCHAUMBURG ILLINOIS 60173

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Paylocity Holding Corp [ PCTY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/19/2026

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, par value $0.001	10/19/2026		S		4,570(1)	D	$165.99(2)	4,420,631	D
Common Stock, par value $0.001	10/19/2026		S		5,875(1)	D	$166.47(3)	4,414,756	D
Common Stock, par value $0.001								3,916,476	I	By Jessica P. Sarowitz Declaration of Trust

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

Explanation of Responses:

1. The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on December 15, 2025.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $165.21 to $166.21, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 2 and 3 of this Form 4.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $166.22 to $167.09, inclusive.

Remarks:

	/s/ Kris Kang, attorney-in-fact to Steven I. Sarowitz	10/21/2026
	** 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)