Form Type: 4

SEC EDGAR Link
Accession Number:0001562180-21-005941
Date:2021-09-10
Issuer: PAYLOCITY HOLDING CORP (PCTY)
Original Submission Date:

Reporting Person:

DIEHL JEFFREY T
ONE NORTH WACKER, SUITE 2700
CHICAGO, IL 60606

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 1,449 d $268.51 160,053 indirect f2
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 545 d $269.20 159,508 indirect f2
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 1,637 d $268.51 180,738 indirect f4
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 615 d $269.20 180,123 indirect f4
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 2,341 d $268.51 258,479 indirect f5
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 879 d $269.20 257,600 indirect f5
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 486 d $268.51 53,576 indirect f6
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 182 d $269.20 53,394 indirect f6
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 275 d $268.51 30,437 indirect f7
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 104 d $269.20 30,333 indirect f7
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 222 d $268.51 24,453 indirect f8
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 83 d $269.20 24,370 indirect f8
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 222 d $268.51 24,537 indirect f9
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 84 d $269.20 24,453 indirect f9
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 857 d $268.51 94,665 indirect f10
COMMON STOCK, PAR VALUE $0.001 2021-09-10 S 322 d $269.20 94,343 indirect f10
COMMON STOCK, PAR VALUE $0.001 2021-09-10 0 $0.00 23,949 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. the shares were sold in multiple transactions at prices ranging from $268.00 to $269.00, 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 1 and 3 of this form 4.
f10 shares held directly by adams street co-investment fund ii, l.p. ("as cif") and indirectly by adams street partners, llc, as the managing member of the general partner of as cif. the securities owned by as cif may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as cif. such persons and entities disclaim beneficial ownership of shares held by as cif, except to the extent of any pecuniary interest therein.
f11 by agreement with adams street 2006 direct fund, l.p., adams street 2007 direct fund, l.p., adams street 2008 direct fund, l.p., adams street 2009 direct fund, l.p., adams street 2010 direct fund, l.p., adams street co-investment fund ii, l.p., adams street 2011 direct fund lp and adams street 2012 direct fund lp (collectively, the "funds"), mr. diehl is deemed to hold these shares for the benefit of the funds. mr. diehl disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
f2 shares held directly by adams street 2006 direct fund, l.p. ("as 2006") and indirectly by adams street partners, llc as the managing member of the general partner of as 2006. the securities owned by as 2006 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2006. such persons and entities disclaim beneficial ownership of shares held by as 2006, except to the extent of any pecuniary interest therein.
f3 the price reported in column 4 is a weighted average price. the shares were sold in multiple transactions at prices ranging from $269.01 to $269.73, inclusive.
f4 shares held directly by adams street 2007 direct fund, l.p. ("as 2007") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2007. the securities owned by as 2007 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2007. such persons and entities disclaim beneficial ownership of shares held by as 2007, except to the extent of any pecuniary interest therein.
f5 shares held directly by adams street 2008 direct fund, l.p. ("as 2008") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2008. the securities owned by as 2008 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2008. such persons and entities disclaim beneficial ownership of shares held by as 2008, except to the extent of any pecuniary interest therein.
f6 shares held directly by adams street 2009 direct fund, l.p. ("as 2009") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2009. the securities owned by as 2009 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2009. such persons and entities disclaim beneficial ownership of shares held by as 2009, except to the extent of any pecuniary interest therein.
f7 shares held directly by adams street 2010 direct fund, l.p. ("as 2010") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2010. the securities owned by as 2010 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2010. such persons and entities disclaim beneficial ownership of shares held by as 2010, except to the extent of any pecuniary interest therein.
f8 shares held directly by adams street 2011 direct fund lp ("as 2011") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2011's general partner. the securities owned by as 2011 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2011. such persons and entities disclaim beneficial ownership of shares held by as 2011, except to the extent of any pecuniary interest therein.
f9 shares held directly by adams street 2012 direct fund lp ("as 2012") and indirectly by adams street partners, llc, as the managing member of the general partner of as 2012's general partner. the securities owned by as 2012 may be deemed to be beneficially owned by adams street partners, llc. thomas s. bremner, jeffrey t. diehl, elisha p. gould, robin murray and fred wang are partners of adams street partners, llc (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by as 2012. such persons and entities disclaim beneficial ownership of shares held by as 2012, except to the extent of any pecuniary interest therein.
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