PAYCHEX INC — Director's Dealing 2013

Jul 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAYCHEX INC (PAYX)
CIK: 0000723531
Period of Report: 2013-07-10

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-10	Common Stock	A	4623	$0.00	Acquired	16297	Direct
2013-07-11	Common Stock	S	494	$38.89	Disposed	15803	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-10	Stock Option	$38.48	A	53911	Acquired	2023-07-09	Common Stock (53911)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	181	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
Stock Option	$31.65	2022-07-10	Common Stock (58901)	58901	Direct

Footnotes

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

F2: Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to award of restricted stock.

F3: 401(k) balance as of June 1, 2013