Item 5.02 Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 11, 2020, the Board of Directors (the "Board") of Ceridian HCM Holding Inc., a Delaware corporation ("Ceridian" or the "Company"), appointed Linda P. Mantia as a Class II director having a term ending at Ceridian's 2023 annual meeting of stockholders, and appointed her as a member of the Audit Committee of the Board ("Audit Committee").

Ms. Mantia, age 51, is an executive with financial services, payments, and digital technology experience. From October 2016 until July 2019, Ms. Mantia was Senior Executive Vice President, Chief Operating Officer of Manulife Financial Corporation, an international insurance and financial services company listed on the New York Stock Exchange ("NYSE") and Toronto Stock Exchange. From 2014 until September 2016, Ms. Mantia was Executive Vice President of Digital, Payments and Cards at Royal Bank of Canada, a multinational financial services company listed on the NYSE ("RBC"). Between 2003 and 2014, Ms. Mantia held other leadership roles at RBC, including Executive Vice President, Global Cards and Payments (2012 - 2014). Before joining RBC, Ms. Mantia worked at McKinsey & Co., a global management consulting firm, and prior to that, she practiced law at Davies Ward Phillips & Vineberg LLC. Ms. Mantia qualifies as independent director under the NYSE listing standards and for purposes of serving on the Audit Committee. We believe that Ms. Mantia's executive leadership roles and her financial services, payments and digital technology experience makes her well-qualified to serve as a director.

There are no arrangements or understandings between Ms. Mantia and any other person pursuant to which she was selected as a director of Ceridian, and there have been no transactions since the beginning of Ceridian's last fiscal year, or are currently proposed, regarding Ms. Mantia that are required to be disclosed by Item 404(a) of Regulation S-K.

In connection with the appointment of Ms. Mantia to the Board, Ceridian entered into an indemnification agreement with Ms. Mantia in the same form that Ceridian has entered into with its other directors. The indemnification agreement provides Ms. Mantia with contractual rights to indemnification, expense advancement and reimbursement, to the fullest extent permitted under Delaware law, subject to certain exceptions contained in such agreement. A copy of the form of Indemnification Agreement is filed as Exhibit 10.11 to our Amendment No. 2 to Registration Statement on Form S-1, as filed with the Securities and Exchange Commission on April 12, 2018.

Ms. Mantia will participate in Ceridian's compensation arrangements for independent non-employee directors of the Company.

As a result of her appointment to the Audit Committee, the Audit Committee is comprised of Ms. Mantia, Deborah A. Farrington, Andrea S. Rosen, and Gerald C. Throop, who chairs the Audit Committee.

A copy of the Press Release issued by Ceridian in connection with this report under Item 5.02(d) is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.



Exhibit No.   Description

99.1            Press Release dated June 12, 2020.

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document).

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