EFTA01447049.pdf

*** APPROVED FOR EXTERNAL DISTRIBUTION *** Issuer: Paylocity Holding Corp Symbol: PRY Deal size: 7,045,000 shares (71% primary / 29% secondary) plus 15% greenshoe (35% primary / 65% secondary) *** upsize from 6,670,000 shares Offer price: 517.00 Exchange: Nasdaq Trade date: 3/18 Settlement date: 3/24 Bookrunners: Deutsche Bank BAML William Blair Co-managers: Raymond James IMP Needham The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site, at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll -free 1-800-503-4611 or by mail from Deutsche Bank Securities Inc., 60 Wall Street, New York, New York 10016, or by email at prospectus.cpdgOdb.com (Embedded image moved to file: pic01650.gif) Tazia Smith Director I Key Client Partners - US Deutsche Bank Securities Inc Deutsche Asset & Wealth Management 345 Park Avenue, 26th Floor New York NY 10154 Tel. Fax CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0101541 CONFIDENTIAL SDNY_GM_00247725 EFTA01447049