Paycom Software, Inc. (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

On November 10, 2016, the Board of Directors (the
Board) of Paycom Software, Inc. (the
Company) appointed Henry C. Ric Duques
and J.C. Watts, Jr. to fill two existing vacancies on the Board.
Mr. Duques will serve as a Class III director, with a term
expiring at the annual meeting of the Companys stockholders to be
held in 2019, and Mr. Watts will serve as a Class I director,
with a term expiring at the annual meeting of the Companys
stockholders to be held in 2017. Each of Messrs. Duques and Watts
will receive a prorated portion of the standard compensation
package for the Companys non-management directors, which is
described in the Companys Definitive Proxy Statement on Schedule
14A filed with the Securities and Exchange Commission on March
30, 2016.The Board has not yet determined whether Mr. Duques or
Mr. Watts will serve on any committee(s).

Mr. Duques, 73, was the chairman and chief executive officer of
First Data Corporation, an electronic commerce and payment
services company, from 1992 to 2002 and again from 2006 to 2007.
Prior to joining First Data Corporation, he served as president
and chief executive officer of the Database Services Group of
American Express Travel Related Services Company, Inc., the
predecessor of First Data Corporation, from 1987 to 1992, and was
with Automatic Data Processing, Inc. from 1973 to 1987, where he
served as Group President Financial Services and as of member of
the board of directors from 1984 to 1987. Mr. Duques also served
on the boards of directors of Unisys Corporation from 1998 to
2014, including as the non-executive chairman from 2006 to 2008,
SunGard Corp. from 2003 to 2005 and CheckFree Corporation from
2000 to 2004. Mr. Duques earned his bachelors degree in business
administration from The George Washington University in 1965 and
an M.B.A from The George Washington University in 1968, and
served on board of trustees of The George Washington University
from 1998 to 2008.

Mr. Watts, 58, is the president and chief executive officer of
Watts Partners, a boutique corporate and government affairs
consulting firm he co-founded in 2003.Mr. Watts has served on the
board of directors of Dillards, Inc.
(Dillards) since August 2009, and
previously served on the Dillards board of directors and as a
member of its audit committee from 2003 to 2008. Mr. Watts also
served on the boards of directors of CSX Corporation from March
2011 to May 2014 and ITC Holdings Corp. from August 2011 to
February 2014. Mr. Watts was elected to the United States House
of Representatives in 1994 and served from January 1995 to
January 2003. During his time in Congress, Mr. Watts was chairman
of the Republican Conference from January 1999 to January 2003,
and also served on the United States House Committees on Armed
Services, Financial Services, and Transportation and
Infrastructure. Mr. Watts earned his bachelors degree in
journalism and public relations from the University of Oklahoma
in 1981.

The Company issued a press release announcing the appointment of
Messrs. Duques and Watts, a copy of which is attached to this
Current Report on Form 8-K as Exhibit 99.1 and is incorporated
herein by reference.

(d) Exhibits

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