PAYCHEX INC — Director's Dealing 2015

Jul 10, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAYCHEX INC (PAYX)
CIK: 0000723531
Period of Report: 2015-07-08

Reporting Person: Vossler Jennifer R. (VP/Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-01	Common Stock	J	41	$0.00	Acquired	19527	Direct
2015-07-08	Common Stock	A	1779	$0.00	Acquired	21306	Direct
2015-07-08	Common Stock	A	7270	$0.00	Acquired	28576	Direct
2015-07-09	Common Stock	S	253	$47.43	Disposed	28323	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-08	Stock Option	$47.32	A	23438	Acquired	2025-07-07	Common Stock (23438)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	824	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$27.27	2019-05-03	Common Stock (12000)	12000	Direct
Stock Option	$24.21	2019-07-08	Common Stock (11155)	11155	Direct
Stock Option	$26.02	2020-07-06	Common Stock (16383)	16383	Direct
Stock Option	$31.34	2021-07-05	Common Stock (24372)	24372	Direct
Stock Option	$31.63	2021-07-06	Common Stock (100000)	100000	Direct
Stock Option	$31.65	2022-07-10	Common Stock (29450)	29450	Direct
Stock Option	$38.48	2023-07-09	Common Stock (26956)	26956	Direct
Stock Option	$41.70	2024-07-08	Common Stock (22135)	22135	Direct

Footnotes

F1: Updated balance reflects 41 shares acquired through the Dividend Reinvestment Program.

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.

F4: Disposition of shares to satisfy tax withholding obligations arising from lapse of restrictions applicable to restricted stock.

F5: 401(k) balance as of June 1, 2015.