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(d) As previously reported in the Original Form 8-K, in a non-binding advisory vote, a majority of the shares present in person or by proxyat the Annual Meeting voted for one year as the frequency to hold future Say-on-Pay votes.

As a result of this advisory vote,the Board determined that the Company will hold future Say-on-Pay votes every year until the occurrence of the next advisory vote on the frequency of Say-on-Pay votes, which is required to be held no later than the 2023 annual meeting of stockholders.

About PAYCHEX,INC. (NASDAQ:PAYX)

Paychex, Inc. is a provider of integrated human capital management (HCM) solutions for payroll, human resource (HR), retirement and insurance services for small- to medium-sized businesses in the United States. The Company also has operations in Germany. The Company offers services, including Payroll processing, Human Resource Services, and Accounting and Financial Services. As of May 31, 2016, the Company serviced approximately 605,000 payroll clients. It offers a portfolio of HCM services and products that allows its clients to meet their payroll and HR needs. Its payroll-related ancillary services and human resource service (HRS) offerings often leverage the information gathered in the base payroll processing service, allowing it to provide outsourcing services covering the HCM spectrum. The Company, through its HCM software-as-a-service platform, Paychex Flex, provides an integrated product suite that covers the employee life cycle from recruiting and hiring to retirement.