Paycom Software, Inc. (NYSE:PAYC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Paycom Software, Inc. (NYSE:PAYC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

As described below under Item5.07 of this Current Report on Form
8-K (this Current Report), on May1,
2017, at the annual meeting of stockholders (the
Annual Meeting) of Paycom Software,
Inc. (the Company), the Companys
stockholders approved an amendment to the Paycom Software, Inc.
2014 Long-Term Incentive Plan (the
LTIP) to increase the number of shares
reserved for issuance to awards under the LTIP by 2,000,000
shares (the LTIP Amendment). As a
result, the LTIP Amendment became effective on May1, 2017.

A description of the LTIP Amendment was included under the
heading Proposal 4: Approval of an Amendment to the LTIP to
Increase the Number of Shares Reserved for Issuance to Awards in
the Definitive Proxy Statement on Schedule 14A filed with the
Securities and Exchange Commission on March29, 2017 (the
Proxy Statement). Such description is
qualified in its entirety by reference to the full text of the
LTIP Amendment, a copy of which is attached as Exhibit 10.1 to
this Current Report and is incorporated herein by reference. A
description of the material terms of the LTIP was included under
the heading Proposal 5: Approval of the Material Terms of the
Performance Goals Set Forth in the LTIP in the Proxy Statement.

Item5.07 Submission of Matters to a Vote of Security
Holders.

The Company held the Annual Meeting on May1, 2017. A total of
52,090,436 shares of the Companys common stock were present in
person or represented by proxy at the Annual Meeting. The matters
submitted for a vote and the related results are set forth below.
A more detailed description of each proposal was included in the
Proxy Statement.

Proposal 1: Election of two Class I directors,
each to serve until the date of the 2020 annual meeting of
stockholders and until his successor has been duly elected and
qualified, or his earlier death, resignation or removal

Nominees

Votes Cast For

Votes Withheld

Broker Non-Votes

Larry Parman

46,807,429 54,872 5,228,135

J.C. Watts, Jr.

46,085,950 776,351 5,228,135

Proposal 2: Ratification of the appointment of
Grant Thornton LLP as the Companys independent registered public
accounting firm for the year ending December31, 2017

Votes Cast For

Votes Cast Against

Abstentions

51,954,436

124,995 11,005

Proposal 3: Approval, on an advisory basis, of
the compensation of the Companys named executive officers

Votes Cast For

Votes Cast Against

Abstentions

Broker Non-Votes

42,260,916

4,584,205 17,180 5,228,135

Proposal 4: Approval of the LTIP Amendment

Votes Cast For

Votes Cast Against

Abstentions

Broker Non-Votes

44,711,391

2,136,670 14,240 5,228,135

Proposal 5: Approval of the material terms of
the performance goals set forth in the LTIP for purposes of
complying with Section 162(m) of the Internal Revenue Code of
1986, as amended

Votes Cast For

Votes Cast Against

Abstentions

Broker Non-Votes

45,823,331

1,018,228 20,741 5,228,136

Item9.01 Financial Statements and Exhibits.

(d) Exhibits

ExhibitNo.

Description of Exhibit

10.1 First Amendment to the Paycom Software, Inc. 2014 Long-Term
Incentive Plan


About Paycom Software, Inc. (NYSE:PAYC)

Paycom Software, Inc. (Paycom) is a provider of cloud-based human capital management (HCM) software solution delivered as software as a service (SaaS). The Company’s solution is based on a system of record maintained in a single database for all HCM functions, including talent acquisition, time and labor management, payroll, talent management and human resources (HR) management applications. Talent acquisition includes applicant tracking, on-boarding, e-verify and tax credit services. Time and labor management includes time and attendance, scheduling/schedule exchange, time-off requests, labor allocation and labor management reports/push reporting. Payroll includes payroll and tax management, Paycom pay, expense management, garnishment management and GL Concierge. Talent management includes employee self-service, executive dashboard and Paycom learning. Human resources management includes document and task management, government and compliance, and benefits administration.

Paycom Software, Inc. (NYSE:PAYC) Recent Trading Information

Paycom Software, Inc. (NYSE:PAYC) closed its last trading session up +0.28 at 63.58 with 1,879,597 shares trading hands.