David D Ossip Form 3 Ceridian HCM Holding / David D Ossip ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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

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1. Name and Address of Reporting Person^*

Ossip David D

(Last) (First) (Middle)

C/O CERIDIAN HCM HOLDING INC.

3311 EAST OLD SHAKOPEE ROAD

(Street)

MINNEAPOLIS MN 55425

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/25/2018

3. Issuer Name and Ticker or Trading Symbol
Ceridian HCM Holding Inc. [ CDAY ]

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

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

5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	521,843(1)	D
Common Stock	227,566	I	See Note(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Exchangeable Shares(3)	(3)	(3)	Common Stock	8,328	(3)	D
Exchangeable Shares(3)	(3)	(3)	Common Stock	1,860,899	(3)	I	See Note(4)
Option (right to buy)	(5)	03/20/2027	Common Stock	1,250,000	17.2	D
Option (right to buy)	(6)	03/30/2026	Common Stock	6,991	17.88	D
Option (right to buy)	(7)	11/01/2023	Common Stock	2,000,000	16.8	D
Option (right to buy)	(8)	04/25/2028	Common Stock	1,358,697	22	D

Explanation of Responses:

1. Includes 125,000 shares issuable to pursuant to vested Restricted Stock Units and 375,000 shares issuable pursuant to Restricted Stock Units that vest in three equal annual installments beginning on March 20, 2019.

2. Indirectly owned through OsFund Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.

3. Represents exchangeable shares of Ceridian AcquisitionCo ULC, a wholly owned subsidiary of the Issuer, that are exchangeable at the option of the holder for shares of common stock of the Issuer. Each exchangeable share is convertible into one share of common stock of the Issuer, subject to adjustment. The exchangeable shares are currently exercisable and have no expiration date.

4. Indirectly owned through Osscer Inc. The Reporting Person disclaims beneficial ownership except to the extent of the Reporting Person's pecuniary interest.

5. Consists of 312,500 vested and exercisable options and 937,500 options that vest and become exercisable in three equal annual installments beginning on March 20, 2019.

6. Consists of 3,495 vested and exercisable options and 3,496 options that vest and become exercisable in two equal annual installments beginning on March 30, 2019.

7. These options have vested and are exercisable.

8. These options vest and become exercisable in four equal annual installments beginning on April 25, 2019.

Remarks:

See Exhibit 24.1 - Power of Attorney, incorporated herein by reference.

	/s/ Andrea Bastyr, attorney-in-fact	04/25/2018
	** 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 5 (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).
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