Pay vs Performance Disclosure - USD ($)
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12 Months Ended |
May 31, 2025 |
May 31, 2024 |
May 31, 2023 |
May 31, 2022 |
May 31, 2021 |
Pay vs Performance Disclosure |
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Pay vs Performance Disclosure, Table |
Pay Versus Performance
In accordance with rules adopted by the SEC, we provide the following disclosure regarding executive compensation for our principal executive officers (“PEO”) and Non-PEO NEOs and Company performance for the fiscal years listed below.
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Compensation Table Total for Non-PEO
NEOs (2)
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Compensation Actually Paid to Non-PEO
NEOs (2)(3)
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Value of Initial Fixed $100 Investment Based On: |
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Net Income (in millions) (h)
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Net of Certain Items (5)
(in millions) (i)
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Peer Group Total Shareholder Return (4)
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2025 |
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$ |
8,807,411 |
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$ |
— |
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$ |
16,426,552 |
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$ |
— |
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$ |
2,893,402 |
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$ |
6,848,997 |
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$ |
251.16 |
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$ |
186.69 |
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$ |
1,657 |
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$ |
2,189 |
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2024 |
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$ |
7,534,855 |
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$ |
— |
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$ |
8,462,562 |
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$ |
— |
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$ |
2,498,637 |
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$ |
2,602,402 |
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$ |
185.79 |
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$ |
153.68 |
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$ |
1,690 |
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$ |
2,054 |
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2023 |
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$ |
6,680,180 |
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$ |
14,442,172 |
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$ |
5,660,044 |
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$ |
(3,614,572 |
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$ |
2,691,157 |
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$ |
1,782,985 |
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$ |
157.41 |
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$ |
121.82 |
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$ |
1,557 |
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$ |
1,933 |
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2022 |
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$ |
— |
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$ |
11,025,026 |
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$ |
— |
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$ |
23,305,787 |
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$ |
3,257,026 |
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$ |
5,846,642 |
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$ |
180.70 |
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$ |
118.53 |
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$ |
1,393 |
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$ |
1,782 |
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2021 |
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$ |
— |
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$ |
9,627,247 |
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$ |
— |
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$ |
21,142,733 |
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$ |
2,605,572 |
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$ |
4,992,766 |
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$ |
144.16 |
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$ |
127.00 |
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$ |
1,098 |
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$ |
1,434 |
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(1) |
John B. Gibson was our PEO in fiscal 2025 and 2024 and during fiscal 2023 following October 13, 2022.
Martin Mucc i was our PEO during fiscal 2023 through October 13, 2022, and in fiscal 2022 and 2021. The amounts deducted and added in calculating Compensation Actually Paid (“CAP”) for Mr. Gibson for fiscal 2025 are as follows: |
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Summary Compensation Table Total |
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$ |
8,807,411 |
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Deduction of stock awards and option awards reported in the Summary Compensation Table |
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(6,933,392 |
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Fiscal year-end value of equity awards granted during the fiscal year that remained unvested as of the last day of the fiscal year |
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10,862,812 |
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Change in fair value from the last day of the prior fiscal year to the last day of the fiscal year of unvested equity awards that were granted in a prior year |
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3,245,013 |
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Change in fair value from the last day of the prior fiscal year to the vesting date during the fiscal year of awards granted in a prior year that vested during the most recent fiscal year |
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271,219 |
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Value of dividends or other earnings paid on equity awards not otherwise included |
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173,489 |
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Compensation Actually Paid |
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$ |
16,426,552 |
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(2) |
The individuals comprising the Non-PEO NEOs for each year are as follows: |
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Efrain Rivera |
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Efrain Rivera |
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Robert L. Schrader |
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Robert L. Schrader |
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John B. Gibson |
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Mark A. Bottini |
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Efrain Rivera |
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Adam Ante |
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Mark A. Bottini |
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Michael E. Gioja |
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Mark A. Bottini |
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Mark A. Bottini |
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Michael E. Gioja |
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Stephanie L. Schaeffer |
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Michael E. Gioja |
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Michael E. Gioja |
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Elizabeth Roaldsen |
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The amounts deducted and added in calculating the average CAP for these NEOs for fiscal 2025 a re as follows:
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Summary Compensation Table Total |
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$ |
2,893,402 |
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Deduction of stock awards and option awards reported in the Summary Compensation Table |
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(2,212,104 |
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Fiscal year-end value of equity awards granted during the fiscal year that remained unvested as of the last day of the fiscal year |
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5,273,447 |
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Change in fair value from the last day of the prior fiscal year to the last day of the fiscal year of unvested equity awards that were granted in a prior year |
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785,403 |
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Change in fair value from the last day of the prior fiscal year to the vesting date during the fiscal year of awards granted in a prior year that vested during the most recent fiscal year |
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55,252 |
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Value of dividends or other earnings paid on equity awards not otherwise included |
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53,597 |
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Compensation Actually Paid |
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$ |
6,848,997 |
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(3) |
The amounts shown for CAP have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect the actual compensation realized or received by our NEOs. |
(4) |
The Peer Group TSR set forth in this table utilizes the Company’s peer group used for executive compensation market comparative purposes which was also utilized in the stock performance graph required by Item 201(e) of Regulation S-K included in our Form 10-K. |
(5) |
Operating income, net of certain items is a non-GAAP measure. Refer to “Paychex, Inc. Non-GAAP Financial Measures” in Appendix A of this proxy statement for a discussion of this non-GAAP measure and a reconciliation to the most comparable GAAP measure of operating income. |
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Company Selected Measure Name |
Operating income, net of certain items
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Named Executive Officers, Footnote |
(2) |
The individuals comprising the Non-PEO NEOs for each year are as follows: |
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Efrain Rivera |
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Efrain Rivera |
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Robert L. Schrader |
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Robert L. Schrader |
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John B. Gibson |
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Mark A. Bottini |
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Efrain Rivera |
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Adam Ante |
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Mark A. Bottini |
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Michael E. Gioja |
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Mark A. Bottini |
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Mark A. Bottini |
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Michael E. Gioja |
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Stephanie L. Schaeffer |
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Michael E. Gioja |
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Michael E. Gioja |
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Elizabeth Roaldsen |
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Peer Group Issuers, Footnote |
(4) |
The Peer Group TSR set forth in this table utilizes the Company’s peer group used for executive compensation market comparative purposes which was also utilized in the stock performance graph required by Item 201(e) of Regulation S-K included in our Form 10-K. |
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Adjustment To PEO Compensation, Footnote |
(1) |
John B. Gibson was our PEO in fiscal 2025 and 2024 and during fiscal 2023 following October 13, 2022.
Martin Mucc i was our PEO during fiscal 2023 through October 13, 2022, and in fiscal 2022 and 2021. The amounts deducted and added in calculating Compensation Actually Paid (“CAP”) for Mr. Gibson for fiscal 2025 are as follows: |
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Summary Compensation Table Total |
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$ |
8,807,411 |
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Deduction of stock awards and option awards reported in the Summary Compensation Table |
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(6,933,392 |
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Fiscal year-end value of equity awards granted during the fiscal year that remained unvested as of the last day of the fiscal year |
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10,862,812 |
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Change in fair value from the last day of the prior fiscal year to the last day of the fiscal year of unvested equity awards that were granted in a prior year |
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3,245,013 |
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Change in fair value from the last day of the prior fiscal year to the vesting date during the fiscal year of awards granted in a prior year that vested during the most recent fiscal year |
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271,219 |
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Value of dividends or other earnings paid on equity awards not otherwise included |
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173,489 |
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Compensation Actually Paid |
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$ |
16,426,552 |
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Non-PEO NEO Average Total Compensation Amount |
$ 2,893,402
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$ 2,498,637
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$ 2,691,157
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$ 3,257,026
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$ 2,605,572
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Non-PEO NEO Average Compensation Actually Paid Amount |
$ 6,848,997
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2,602,402
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1,782,985
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5,846,642
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4,992,766
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Adjustment to Non-PEO NEO Compensation Footnote |
The amounts deducted and added in calculating the average CAP for these NEOs for fiscal 2025 a re as follows:
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Summary Compensation Table Total |
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$ |
2,893,402 |
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Deduction of stock awards and option awards reported in the Summary Compensation Table |
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(2,212,104 |
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Fiscal year-end value of equity awards granted during the fiscal year that remained unvested as of the last day of the fiscal year |
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5,273,447 |
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Change in fair value from the last day of the prior fiscal year to the last day of the fiscal year of unvested equity awards that were granted in a prior year |
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785,403 |
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Change in fair value from the last day of the prior fiscal year to the vesting date during the fiscal year of awards granted in a prior year that vested during the most recent fiscal year |
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55,252 |
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Value of dividends or other earnings paid on equity awards not otherwise included |
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53,597 |
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Compensation Actually Paid |
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$ |
6,848,997 |
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Compensation Actually Paid vs. Total Shareholder Return |
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Compensation Actually Paid vs. Net Income |
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Compensation Actually Paid vs. Company Selected Measure |
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Total Shareholder Return Vs Peer Group |
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Tabular List, Table |
Tabular List
The following list presents the financial performance measures that the Company consider s to have been the most important in linking CAP to our PEOs and Non-PEO NEOs for fiscal 2025 to Company performance. The measures listed below are not ranked.
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Annualized new business revenue (1) |
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Operating income, net of certain items (2) |
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Relative total shareholder return (3) |
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Total Shareholder Return Amount |
$ 251.16
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185.79
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157.41
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180.7
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144.16
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Peer Group Total Shareholder Return Amount |
186.69
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153.68
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121.82
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118.53
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127
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Net Income (Loss) |
$ 1,657,000,000
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$ 1,690,000,000
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$ 1,557,000,000
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$ 1,393,000,000
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$ 1,098,000,000
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Company Selected Measure Amount |
2,189,000,000
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2,054,000,000
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1,933,000,000
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1,782,000,000
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1,434,000,000
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Measure:: 1 |
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Pay vs Performance Disclosure |
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Name |
Annualized new business revenue
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Measure:: 2 |
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Pay vs Performance Disclosure |
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Name |
Operating income, net of certain items
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Non-GAAP Measure Description |
Operating income, net of certain items is a non-GAAP measure. Refer to “Paychex, Inc. Non-GAAP Financial Measures” in Appendix A of this proxy statement for a discussion of this non-GAAP measure and a reconciliation to the most comparable GAAP measure of operating income.
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Measure:: 3 |
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Pay vs Performance Disclosure |
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Name |
Relative total shareholder return
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Measure:: 4 |
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Pay vs Performance Disclosure |
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Name |
Service revenue
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Martin Mucci [Member] |
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Pay vs Performance Disclosure |
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PEO Total Compensation Amount |
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$ 14,442,172
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$ 11,025,026
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$ 9,627,247
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PEO Actually Paid Compensation Amount |
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$ (3,614,572)
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$ 23,305,787
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$ 21,142,733
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PEO Name |
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Martin Mucci
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Martin Mucci
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Martin Mucci
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John B. Gibson [Member] |
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Pay vs Performance Disclosure |
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PEO Total Compensation Amount |
$ 8,807,411
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$ 7,534,855
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$ 6,680,180
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PEO Actually Paid Compensation Amount |
$ 16,426,552
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$ 8,462,562
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$ 5,660,044
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PEO Name |
John B. Gibson
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John B. Gibson
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PEO | John B. Gibson [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
$ (6,933,392)
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PEO | John B. Gibson [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
10,862,812
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PEO | John B. Gibson [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
3,245,013
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PEO | John B. Gibson [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
271,219
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PEO | John B. Gibson [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
173,489
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Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
(2,212,104)
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Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
5,273,447
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Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
785,403
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Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
55,252
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Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
$ 53,597
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