PCTY

SEC source: 0001591698-24-000395 · wk-form4_1732914204.xml · nonDerivative · entry 1

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2006 Direct Fund L.P.

Disclosed balance after: 9,496

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $200.99, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F2 · ownership.nature: Shares held directly by Adams Street 2006 Direct Fund, L.P. ("AS 2006") and indirectly by Adams Street Partners, LLC as the managing member of the general partner of AS 2006. The securities owned by AS 2006 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2006. Such persons and entities disclaim beneficial ownership of shares held by AS 2006, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000380 · wk-form4_1732309424.xml · nonDerivative · entry 4

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,272,906

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F5 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $196.81 to $196.82, inclusive.

SEC source: 0001591698-24-000380 · wk-form4_1732309424.xml · nonDerivative · entry 3

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,273,476

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $195.54 to $196.45, inclusive.

SEC source: 0001591698-24-000380 · wk-form4_1732309424.xml · nonDerivative · entry 2

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,278,263

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $194.53 to $195.53, inclusive.

SEC source: 0001591698-24-000380 · wk-form4_1732309424.xml · nonDerivative · entry 1

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,287,353

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F2 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $193.46 to $194.44, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 2, 3, 4 and 5 of this Form 4.

SEC source: 0001591698-24-000377 · wk-form4_1732137051.xml · nonDerivative · entry 1

Cappotelli Andrew · CIK 0001742758 · Sr Vice President Operations

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 14,634

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on May 15, 2024.

SEC source: 0001591698-24-000376 · wk-form4_1732137040.xml · nonDerivative · entry 1

Lohani Rachit · CIK 0001884429 · Senior Vice President

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 37,988

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 5, 2023.

F2 · balance_after: Includes 72 shares of Paylocity Holding Corporation's common stock acquired pursuant to Paylocity Holding Corporation's Employee Stock Purchase Plan ("ESPP") on November 15, 2024.

SEC source: 0001591698-24-000375 · wk-form4_1732137029.xml · nonDerivative · entry 1

Rost Nicholas · CIK 0001880681 · VP CAO & Treasurer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 7,364

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on March 13, 2024.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 8

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,288,350

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F9 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $195.97 to $196.18, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 7

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,288,690

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F8 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $194.92 to $195.88, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 6

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,295,659

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F7 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $193.89 to $194.88, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 5

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,300,593

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F6 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $192.77 to $193.67, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 6, 7, 8 and 9 of this Form 4.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 4

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,300,847

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F5 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $197.98 to $198.73, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 3

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,301,339

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $196.89 to $197.87, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 2

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,304,318

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $195.88 to $196.86, inclusive.

SEC source: 0001591698-24-000374 · wk-form4_1732137018.xml · nonDerivative · entry 1

Sarowitz Steven I · CIK 0001597870 · Director · 10% owner

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,307,956

F1 · shares: The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 15, 2023.

F2 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $194.87 to $195.84, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 2, 3, 4 and 5 of this Form 4.

SEC source: 0001591698-24-000360 · wk-form4_1732050643.xml · nonDerivative · entry 1

Beauchamp Steven R · CIK 0001314830 · Director · Executive Chairman

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,770,217

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 16

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street Co-Investment Fund II, L.P.

Disclosed balance after: 6,836

F9 · ownership.nature: Shares held directly by Adams Street Co-Investment Fund II, L.P. ("AS CIF") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS CIF. The securities owned by AS CIF may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS CIF. Such persons and entities disclaim beneficial ownership of shares held by AS CIF, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 15

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street Co-Investment Fund II, L.P.

Disclosed balance after: 6,905

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F9 · ownership.nature: Shares held directly by Adams Street Co-Investment Fund II, L.P. ("AS CIF") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS CIF. The securities owned by AS CIF may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS CIF. Such persons and entities disclaim beneficial ownership of shares held by AS CIF, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 14

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2012 Direct Fund LP

Disclosed balance after: 1,772

F8 · ownership.nature: Shares held directly by Adams Street 2012 Direct Fund LP ("AS 2012") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2012's general partner. The securities owned by AS 2012 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2012. Such persons and entities disclaim beneficial ownership of shares held by AS 2012, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 13

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2012 Direct Fund LP

Disclosed balance after: 1,790

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F8 · ownership.nature: Shares held directly by Adams Street 2012 Direct Fund LP ("AS 2012") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2012's general partner. The securities owned by AS 2012 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2012. Such persons and entities disclaim beneficial ownership of shares held by AS 2012, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 12

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2011 Direct Fund LP

Disclosed balance after: 1,767

F7 · ownership.nature: Shares held directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2011. Such persons and entities disclaim beneficial ownership of shares held by AS 2011, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 11

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2011 Direct Fund LP

Disclosed balance after: 1,785

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F7 · ownership.nature: Shares held directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2011. Such persons and entities disclaim beneficial ownership of shares held by AS 2011, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 10

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2010 Direct Fund L.P.

Disclosed balance after: 2,199

F6 · ownership.nature: Shares held directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2010. Such persons and entities disclaim beneficial ownership of shares held by AS 2010, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 9

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2010 Direct Fund L.P.

Disclosed balance after: 2,221

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F6 · ownership.nature: Shares held directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2010. Such persons and entities disclaim beneficial ownership of shares held by AS 2010, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 8

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2009 Direct Fund L.P.

Disclosed balance after: 3,637

F5 · ownership.nature: Shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2009. Such persons and entities disclaim beneficial ownership of shares held by AS 2009, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 7

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2009 Direct Fund L.P.

Disclosed balance after: 3,675

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F5 · ownership.nature: Shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2009. Such persons and entities disclaim beneficial ownership of shares held by AS 2009, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 6

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2008 Direct Fund L.P.

Disclosed balance after: 18,460

F4 · ownership.nature: Shares held directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2008. The securities owned by AS 2008 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2008. Such persons and entities disclaim beneficial ownership of shares held by AS 2008, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 5

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2008 Direct Fund L.P.

Disclosed balance after: 18,647

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F4 · ownership.nature: Shares held directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2008. The securities owned by AS 2008 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2008. Such persons and entities disclaim beneficial ownership of shares held by AS 2008, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 4

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2007 Direct Fund L.P.

Disclosed balance after: 12,865

F3 · ownership.nature: Shares held directly by Adams Street 2007 Direct Fund, L.P. ("AS 2007") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2007. The securities owned by AS 2007 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2007. Such persons and entities disclaim beneficial ownership of shares held by AS 2007, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 3

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2007 Direct Fund L.P.

Disclosed balance after: 12,996

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F3 · ownership.nature: Shares held directly by Adams Street 2007 Direct Fund, L.P. ("AS 2007") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2007. The securities owned by AS 2007 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2007. Such persons and entities disclaim beneficial ownership of shares held by AS 2007, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 2

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2006 Direct Fund L.P.

Disclosed balance after: 11,558

F2 · ownership.nature: Shares held directly by Adams Street 2006 Direct Fund, L.P. ("AS 2006") and indirectly by Adams Street Partners, LLC as the managing member of the general partner of AS 2006. The securities owned by AS 2006 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2006. Such persons and entities disclaim beneficial ownership of shares held by AS 2006, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000369 · wk-form4_1732050759.xml · nonDerivative · entry 1

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2006 Direct Fund L.P.

Disclosed balance after: 11,675

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $203.44 to $204.41, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 of this Form 4.

F2 · ownership.nature: Shares held directly by Adams Street 2006 Direct Fund, L.P. ("AS 2006") and indirectly by Adams Street Partners, LLC as the managing member of the general partner of AS 2006. The securities owned by AS 2006 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2006. Such persons and entities disclaim beneficial ownership of shares held by AS 2006, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 24

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street Co-Investment Fund II, L.P.

Disclosed balance after: 6,945

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F11 · ownership.nature: Shares held directly by Adams Street Co-Investment Fund II, L.P. ("AS CIF") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS CIF. The securities owned by AS CIF may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS CIF. Such persons and entities disclaim beneficial ownership of shares held by AS CIF, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 23

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street Co-Investment Fund II, L.P.

Disclosed balance after: 7,028

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F11 · ownership.nature: Shares held directly by Adams Street Co-Investment Fund II, L.P. ("AS CIF") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS CIF. The securities owned by AS CIF may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS CIF. Such persons and entities disclaim beneficial ownership of shares held by AS CIF, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 22

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street Co-Investment Fund II, L.P.

Disclosed balance after: 7,115

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $201.00, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F11 · ownership.nature: Shares held directly by Adams Street Co-Investment Fund II, L.P. ("AS CIF") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS CIF. The securities owned by AS CIF may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS CIF. Such persons and entities disclaim beneficial ownership of shares held by AS CIF, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 21

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2012 Direct Fund LP

Disclosed balance after: 1,800

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F10 · ownership.nature: Shares held directly by Adams Street 2012 Direct Fund LP ("AS 2012") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2012's general partner. The securities owned by AS 2012 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2012. Such persons and entities disclaim beneficial ownership of shares held by AS 2012, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 20

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2012 Direct Fund LP

Disclosed balance after: 1,822

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F10 · ownership.nature: Shares held directly by Adams Street 2012 Direct Fund LP ("AS 2012") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2012's general partner. The securities owned by AS 2012 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2012. Such persons and entities disclaim beneficial ownership of shares held by AS 2012, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 19

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2012 Direct Fund LP

Disclosed balance after: 1,845

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $201.00, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F10 · ownership.nature: Shares held directly by Adams Street 2012 Direct Fund LP ("AS 2012") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2012's general partner. The securities owned by AS 2012 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2012. Such persons and entities disclaim beneficial ownership of shares held by AS 2012, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 18

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2011 Direct Fund LP

Disclosed balance after: 1,795

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F9 · ownership.nature: Shares held directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2011. Such persons and entities disclaim beneficial ownership of shares held by AS 2011, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 17

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2011 Direct Fund LP

Disclosed balance after: 1,817

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F9 · ownership.nature: Shares held directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2011. Such persons and entities disclaim beneficial ownership of shares held by AS 2011, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 16

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2011 Direct Fund LP

Disclosed balance after: 1,840

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $201.00, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F9 · ownership.nature: Shares held directly by Adams Street 2011 Direct Fund LP ("AS 2011") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2011's general partner. The securities owned by AS 2011 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2011. Such persons and entities disclaim beneficial ownership of shares held by AS 2011, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 15

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2010 Direct Fund L.P.

Disclosed balance after: 2,234

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F8 · ownership.nature: Shares held directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2010. Such persons and entities disclaim beneficial ownership of shares held by AS 2010, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 14

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2010 Direct Fund L.P.

Disclosed balance after: 2,261

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F8 · ownership.nature: Shares held directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2010. Such persons and entities disclaim beneficial ownership of shares held by AS 2010, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 13

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2010 Direct Fund L.P.

Disclosed balance after: 2,289

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $201.00, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F8 · ownership.nature: Shares held directly by Adams Street 2010 Direct Fund, L.P. ("AS 2010") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2010. The securities owned by AS 2010 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2010. Such persons and entities disclaim beneficial ownership of shares held by AS 2010, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 12

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2009 Direct Fund L.P.

Disclosed balance after: 3,696

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F7 · ownership.nature: Shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2009. Such persons and entities disclaim beneficial ownership of shares held by AS 2009, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 11

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2009 Direct Fund L.P.

Disclosed balance after: 3,740

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F7 · ownership.nature: Shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2009. Such persons and entities disclaim beneficial ownership of shares held by AS 2009, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 10

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2009 Direct Fund L.P.

Disclosed balance after: 3,786

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $200.00 to $201.00, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1, 3 and 4 of this Form 4.

F7 · ownership.nature: Shares held directly by Adams Street 2009 Direct Fund, L.P. ("AS 2009") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2009. The securities owned by AS 2009 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2009. Such persons and entities disclaim beneficial ownership of shares held by AS 2009, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 9

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2008 Direct Fund L.P.

Disclosed balance after: 18,755

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $202.06 to $202.99, inclusive.

F6 · ownership.nature: Shares held directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2008. The securities owned by AS 2008 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2008. Such persons and entities disclaim beneficial ownership of shares held by AS 2008, except to the extent of any pecuniary interest therein.

SEC source: 0001591698-24-000368 · wk-form4_1732050733.xml · nonDerivative · entry 8

Diehl Jeffrey T · CIK 0001597881 · Director

10b5-1 filing: No plan indicated

Ownership: Indirect · by Adams Street 2008 Direct Fund L.P.

Disclosed balance after: 18,980

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $201.01 to $201.95, inclusive.

F6 · ownership.nature: Shares held directly by Adams Street 2008 Direct Fund, L.P. ("AS 2008") and indirectly by Adams Street Partners, LLC, as the managing member of the general partner of AS 2008. The securities owned by AS 2008 may be deemed to be beneficially owned by Adams Street Partners, LLC. Thomas S. Bremner, Jeffrey T. Diehl, Brian Dudley, Elisha P. Gould, Robin Murray and Fred Wang are partners of Adams Street Partners, LLC (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2008. Such persons and entities disclaim beneficial ownership of shares held by AS 2008, except to the extent of any pecuniary interest therein.