Sarah Kathryn Haines - Apr 14, 2025 Form 4 Insider Report for PAYCOR HCM, INC. (PYCR)

Role: Chief Accounting Officer
Signature: /s/ Bryan Jacobs, by Power of Attorney
Stock symbol: PYCR
Transactions as of: Apr 14, 2025
Transactions value $: -$1,049,310
Form type: 4
Date filed: 4/15/2025, 05:52 PM
Previous filing: Apr 2, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PYCR	Common Stock	Disposed to Issuer	-$1.05M	-46.6K	-100%	$22.50	0	Apr 14, 2025	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Sarah Kathryn Haines is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated as of January 7, 2025 (the "Merger Agreement"), by and among the Issuer, Paychex, Inc. ("Parent"), and Skyline Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting person immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $22.50 per share in cash, without interest (the "Per Share Price").
F2	The shares of Common Stock reported as disposed by the reporting person include 24,161 unvested restricted stock units ("Company RSUs") which, pursuant to the Merger Agreement, were, at or immediately prior to the Effective Time, cancelled and exchanged for a number of restricted stock units in Parent, subject to the same terms and conditions as were applicable to such Company RSUs immediately prior to the Effective Time.

Content

Pursuant to the Agreement and Plan of Merger, dated as of January 7, 2025 (the "Merger Agreement"), by and among the Issuer, Paychex, Inc. ("Parent"), and Skyline Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.001 per share ("Common Stock"), owned by the reporting person immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $22.50 per share in cash, without interest (the "Per Share Price").

The shares of Common Stock reported as disposed by the reporting person include 24,161 unvested restricted stock units ("Company RSUs") which, pursuant to the Merger Agreement, were, at or immediately prior to the Effective Time, cancelled and exchanged for a number of restricted stock units in Parent, subject to the same terms and conditions as were applicable to such Company RSUs immediately prior to the Effective Time.