PAYCHEX INC — Director's Dealing 2012

Jul 13, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAYCHEX INC (PAYX)
CIK: 0000723531
Period of Report: 2012-07-11

Reporting Person: Bottini Mark Anthony (Sr. VP of Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-11	Common Stock	A	4780	$0.00	Acquired	12442	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-11	Stock Option	$31.65	A	58901	Acquired	2022-07-10	Common Stock (58901)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	43	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$28.06	2021-10-17	Common Stock (51313)	51313	Direct
Stock Option	$28.06	2021-10-17	Common Stock (250000)	250000	Direct

Footnotes

F1: Award of restricted stock, subject to vesting, pursuant to the Amended and Restated 2002 Stock Incentive Plan.

F2: 401(k) balance as of June 1, 2012.