PAYCHEX INC - Director's Dealing 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAYCHEX INC (PAYX)
CIK: 0000723531
Period of Report: 2014-07-09

Reporting Person: Gioja Michael E (Sr. Vice President)

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-09	Common Stock	S	1512	$41.70	Disposed	23191	Direct
2014-07-09	Common Stock	A	4096	$0.00	Acquired	27287	Direct
2014-07-09	Common Stock	A	14708	$0.00	Acquired	41995	Direct
2014-07-10	Common Stock	S	795	$41.92	Disposed	41200	Direct

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-09	Stock Option	$41.70	A	44271	Acquired	2024-07-08	Common Stock (44271)	Direct

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$26.77	2018-11-09	Common Stock (2400)	2400	Direct
Stock Option	$24.21	2019-07-08	Common Stock (11760)	11760	Direct
Stock Option	$26.02	2020-07-06	Common Stock (8936)	8936	Direct
Stock Option	$31.34	2021-07-05	Common Stock (33286)	33286	Direct
Stock Option	$31.63	2021-07-06	Common Stock (250000)	250000	Direct
Stock Option	$31.65	2022-07-10	Common Stock (44176)	44176	Direct
Stock Option	$38.48	2023-07-09	Common Stock (53911)	53911	Direct

F1: Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to restricted stock.

F2: Award of restricted stock, subject to vesting, pursuant to the Amended and Restated 2002 Stock Incentive Plan.

F3: Award of restricted stock, subject to vesting, pursuant to the performance award under the Amended and Restated 2002 Stock Incentive Plan.