Paychex Inc.

07/17/2026 | Press release | Distributed by Public on 07/17/2026 14:00

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Gibson John B
2. Issuer Name and Ticker or Trading Symbol
PAYCHEX INC [PAYX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
911 PANORAMA TRAIL SOUTH
3. Date of Earliest Transaction (Month/Day/Year)
07/15/2026
(Street)
ROCHESTER, NY 14625
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
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 07/15/2026 F 14,083(1) D $110 67,048 D
Common Stock 07/15/2026 A 14,318(2) A $ 0 81,366 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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
Stock Option $110 07/15/2026 A 96,971 07/15/2027 07/14/2036 Common Stock 96,971 $110 96,971 D
Stock Option $69.54 07/11/2019 07/10/2028 Common Stock 31,653 31,653 D
Stock Option $85.46 07/10/2020 07/09/2029 Common Stock 34,165 34,165 D
Stock Option $73.53 07/15/2021 07/14/2030 Common Stock 39,823 39,823 D
Stock Option $112.67 07/15/2022 07/14/2031 Common Stock 26,547 26,547 D
Stock Option $125 01/15/2023 01/14/2032 Common Stock 2,972 2,972 D
Stock Option $115 07/15/2023 07/14/2032 Common Stock 21,954 21,954 D
Stock Option $109.19 10/15/2023 10/14/2032 Common Stock 20,485 20,485 D
Stock Option $120.86 07/15/2024 07/14/2033 Common Stock 63,583 63,583 D
Stock Option $121.63 07/15/2025 07/14/2034 Common Stock 64,126 64,126 D
Stock Option $140.68 07/15/2026 07/14/2035 Common Stock 62,758 62,758 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gibson John B
911 PANORAMA TRAIL SOUTH
ROCHESTER, NY 14625
President and CEO

Signatures

Prabha S. Bhandari, Attorney-in-fact 07/17/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to restricted stock units.
(2) Award of restricted stock units, subject to vesting, pursuant to the Amended and Restated 2002 Stock Incentive Plan.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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