Corporate Governance

Mr. Ossip is Chair of the Board and Co-Chief Executive Officer for Ceridian HCM Holding Inc. Mr. Ossip has held the position of Chair since August 2015 and Co-Chief Executive Officer since February 2022. Mr. Ossip served as Chief Executive Officer of Ceridian from July 2013 until February 2022. Mr. Ossip joined Ceridian following the acquisition of Dayforce Corporation in 2012, where he held the position of chief executive officer. Mr. Ossip previously served as a director for Dragoneer Growth Opportunities Corp, a New York Stock Exchange listed company, Dragoneer Growth Opportunities Corp II, a NASDAQ listed company, and Dragoneer Growth Opportunities Corp. III, a NASDAQ listed company. We believe that Mr. Ossip’s managerial and strategic expertise along with his deep knowledge of our industry make him well-qualified to serve as a director.

• Chair of the Board

Mr. Bickett has served as a director of Ceridian HCM Holding Inc. since December 2013. He also served as a director or manager for other Ceridian entities between May 2007 and April 2018. Mr. Bickett is currently president and chief executive officer of 3B Capital Partners, Inc., a private principal investment and capital advisory company. Previously, Mr. Bickett served as president and senior advisor for Cannae Holdings, Inc., a New York Stock Exchange listed diversified investment company. Mr. Bickett also previously served as president and executive vice president of corporate strategy at Fidelity National Financial, Inc., a leading provider of title insurance and real estate settlement services. We believe that Mr. Bickett’s extensive investment, management, transaction, capital allocation, and corporate strategy expertise make him well-qualified to serve as a director.

• Chair of the Compensation Committee
• Member of the Acquisition and Finance Committee
• Member of the Corporate Governance and Nominating Committee

Mr. Clarke has served as a director of Ceridian HCM Holding Inc. since July 2018. Mr. Clarke has been the chief executive officer of FleetCor Technologies, Inc., a leading global business payments company and a New York Stock Exchange listed company, since August 2000 and has served as chairman of its board of directors since March 2003. From 1999 to 2000, Mr. Clarke served as president and chief operating officer of AHL Services, Inc., a staffing firm. From 1990 to 1998, Mr. Clarke served as chief marketing officer and later as a division president with Automatic Data Processing, Inc., a computer services company. From 1987 to 1990, Mr. Clarke was a principal with Booz Allen Hamilton, a global management consulting firm. Earlier in his career, Mr. Clarke was a marketing manager for General Electric Company, a diversified technology, media, and financial services corporation. We believe that Mr. Clarke’s management and leadership experience make him well-qualified to serve as a director.

• Member of the Compensation Committee

Ms. Farrington has served as a director of Ceridian HCM Holding Inc. since April 2019. Ms. Farrington is a founder and President of StarVest Management, Inc., the management company for StarVest funds, and since 1999 has been a general partner of StarVest Partners, L.P., an expansion stage venture capital and growth equity firm. Ms. Farrington currently serves on the board of directors of NCR Corporation, a New York Stock Exchange listed company, and Cumulus Media Inc., a NASDAQ listed company. Within the past five years, Ms. Farrington also served on the board of directors of the following companies which were publicly listed at the time of her service: Collectors Universe, Inc., formerly a NASDAQ listed company, and RedBall Acquisition Corp., formerly a New York Stock Exchange listed company. Earlier in her career, Ms. Farrington was an investment banker and executive with Merrill Lynch & Co., an investment bank. We believe that Ms. Farrington’s executive leadership and extensive experience on boards of directors, as well as her experience in software and financial services, makes her well-qualified to serve as a director.

• Chair of the Corporate Governance and Nominating Committee
• Member of the Acquisition and Finance Committee
• Member of the Audit Committee

Mr. Hagerty has served as a director of Ceridian HCM Holding Inc. since September 2013, and other Ceridian entities between April 2008 and April 2018. Mr. Hagerty is a managing director of Thomas H. Lee Partners, L.P. (“THL”), a private equity firm, which he joined in 1988. Mr. Hagerty currently serves on the boards of directors of Dun & Bradstreet Holdings, Inc., Fidelity National Financial, Inc., and FleetCor Technologies, Inc., all New York Stock Exchange listed companies. Within the past five years, Mr. Hagerty also served as a director for Black Knight, Inc., Fidelity National Information Services, Inc. and Foley Trasimene Acquisition Corp., all New York Stock Exchange listed companies. We believe that Mr. Hagerty’s managerial and strategic expertise working with large growth-oriented companies as a managing director of THL and his experience in enhancing value at such companies, along with his expertise in corporate finance, make him well-qualified to serve as a director.

• Chair of the Acquisition and Finance Committee
• Member of the Compensation Committee

Ms. Mantia has served as a director of Ceridian HCM Holding Inc. since June 2020. In addition, Ms. Mantia currently serves on the board of directors of Maple Leaf Foods Inc., a Toronto Stock Exchange (“TSX”) listed company, and McKesson Corporation, a New York Stock Exchange (“NYSE”) listed company. Previously, she served on the board of MindBeacon Holdings Inc., a TSX listed company at the time of her service. Prior to joining our Board, Ms. Mantia was Senior Executive Vice President, Chief Operating Officer of Manulife Financial Corporation, an international insurance and financial service company listed on the NYSE and TSX. Ms. Mantia also previously served as Executive Vice President of Digital Banking, Payments and Cards at Royal Bank of Canada (“RBC”), a multinational financial services company listed on the NYSE, as well as in other leadership roles at RBC, including Executive Vice President, Global Cards and Payments. Earlier in her career, Ms. Mantia worked at McKinsey & Co., a global management consulting firm, and prior to that, she practiced law at Davies Ward Phillips & Vineberg LLC. 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.

• Member of the Audit Committee
• Member of the Corporate Governance and Nominating Committee

Mr. Rao has served as a director of Ceridian HCM Holding Inc. since September 2013, and other Ceridian entities between May 2013 and April 2018. Mr. Rao is a managing director of Thomas H. Lee Partners, L.P. (“THL”), a private equity firm, which he joined in 2000. Prior to joining THL, Mr. Rao worked at Morgan Stanley & Co. Incorporated in the mergers & acquisitions department. Mr. Rao currently serves on the boards of directors of Black Knight, Inc. and Dun & Bradstreet Holdings, Inc., both New York Stock Exchange listed companies. Previously, Mr. Rao also served as a director for MoneyGram International, Inc. a NASDAQ listed company. We believe that Mr. Rao’s managerial and strategic expertise working with large growth-oriented companies as a managing director of THL and his experience enhancing value at such companies make him well-qualified to serve as a director.

• Member of the Acquisition and Finance Committee
• Member of the Corporate Governance and Nominating Committee

Ms. Rosen has served as a director since July 2018. In addition, Ms. Rosen serves on the boards of directors of Emera Inc., a Toronto Stock Exchange (“TSX”) listed company, Manulife Financial Corporation, a New York Stock Exchange and TSX listed company, and Element Fleet Management Corp., a TSX listed company. Ms. Rosen was vice chair of TD Bank Financial Group, a company which offered a full range of financial products and services, and president of TD Canada Trust from 2002 to 2005. Previously, she was executive vice president of TD Commercial Banking and vice chair of TD Securities. We believe that Ms. Rosen’s experience on boards of directors and her strategic experience in those roles make her well-qualified to serve as a director.

• Member of the Audit Committee
• Member of the Compensation Committee

Mr. Throop has served as a director since April 2018 and Lead Director since November 2019. In addition, Mr. Throop currently serves on the board of directors of FleetCor Technologies, Inc., a New York Stock Exchange listed company. Since 2011, Mr. Throop has worked independently as a private equity investor, director, and advisor to early stage companies. Prior to 2011, he spent 17 years in executive leadership positions in the securities and banking industry, including the position of executive vice president, managing director, and head of equities for both National Bank of Canada and Merrill Lynch Canada. Mr. Throop has served as either a member of the board of directors or the chief financial officer of several companies that were Toronto Stock Exchange listed at the time of his service, including Workbrain Corporation, Toronto Stock Exchange, Call-Net Enterprises/Sprint Canada Inc., and Tie Telecommunications Canada Limited. Mr. Throop is a Chartered Public Accountant. We believe that Mr. Throop’s financial, managerial, and investment experience make him well-qualified to serve as a director.

• Lead Director
• Chair of the Audit Committee

Ms. Turner is Co-Chief Executive Officer of Ceridian HCM Holding Inc. and has been a member of the Board since February 2022. Ms. Turner joined Ceridian in 2018, serving as President from August 2018 until February 2022 and Chief Operating Officer from February 2020 until February 2022. Prior to joining Ceridian, Ms. Turner held the position of global chief operating officer, strategic customer program of SAP, an enterprise software and programming company, from October 2016 to August 2018Ms. Turner is a member of the board of directors for Manulife Financial Corporation, a New York Stock Exchange listed company. We believe that Ms. Turner’s managerial and operational expertise along with her deep knowledge of our industry make her well-qualified to serve as a director.