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8-K

Paycom Software, Inc. (PAYC)

8-K 2026-03-12 For: 2026-03-12
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Added on April 12, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): March 12, 2026

Paycom Software, Inc.

(Exact name of registrant as specified in its charter)

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Delaware<br><br>(State or other jurisdiction<br>of incorporation) 001-36393<br><br>(Commission<br>File Number) 80-0957485<br><br>(IRS Employer<br>Identification No.)
7501 W. Memorial Road, Oklahoma City, Oklahoma<br><br>(Address of principal executive offices) 73142<br><br>(Zip Code)

Registrant’s telephone number, including area code: (405)

722-6900

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value PAYC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§240.12b–2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On March 12, 2026, Paycom Payroll, LLC (the “Borrower”), a wholly owned subsidiary of Paycom Software, Inc. (the “Company”), entered into an Increasing Lender Supplement (the “Increasing Lender Supplement”) with JPMorgan Chase Bank, N.A. (the “Administrative Agent”) and certain other lenders, whereby the aggregate commitments under the Credit Agreement (as defined below) were increased by $461.6 million, such that the Credit Agreement now provides for a senior secured revolving credit facility (the “Revolving Facility”) of $1.46 billion. Except as described in the preceding sentence, the material terms of the Credit Agreement dated as of July 29, 2022, by and among the Company, the Borrower, certain other subsidiaries of the Company, the Administrative Agent, and the other lenders party thereto (as amended from time to time, the “Credit Agreement”) remain unchanged. The material terms of the Credit Agreement are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on February 19, 2026. As of March 12, 2026, the Company has borrowed approximately $675.0 million under the Revolving Facility.

The foregoing description of the terms of the Increasing Lender Supplement is not complete and is qualified in its entirety by reference to the full text of the Increasing Lender Supplement, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description of Exhibit
10.1 Increasing Lender Supplement, dated March 12, 2026, by and among Paycom Payroll, LLC, JPMorgan Chase Bank, N.A. and the lenders party thereto.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PAYCOM SOFTWARE, INC.
Date: March 12, 2026 By: /s/ Robert D. Foster
Robert D. Foster
Chief Financial Officer

EX-10.1

INCREASING LENDER SUPPLEMENT

INCREASING LENDER SUPPLEMENT, dated March 12, 2026 (this “Supplement”), by and among each of the signatories hereto, to the Credit Agreement, dated as of July 29, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Paycom Payroll, LLC, a Delaware limited liability company (the “Borrower”), Paycom Software, Inc., a Delaware corporation (“Holdings”), the Guarantors from time to time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

W I T N E S E T H

WHEREAS, pursuant to Section 2.22 of the Credit Agreement, the Borrower has the right, subject to the terms and conditions thereof, to effectuate from time to time an increase in the aggregate Revolving Commitments and/or one or more tranches of Incremental Term Loans under the Credit Agreement by requesting one or more Lenders to increase the amount of its Revolving Commitment and/or to participate in such a tranche;

WHEREAS, the Borrower has given notice to the Administrative Agent of its intention to increase the aggregate Revolving Commitments pursuant to such Section 2.22; and

WHEREAS, pursuant to Section 2.22 of the Credit Agreement, each undersigned Increasing Lender now desires to increase the amount of its Revolving Commitment under the Credit Agreement by executing and delivering to the Borrower and the Administrative Agent this Supplement;

NOW, THEREFORE, each of the parties hereto hereby agrees as follows:

  1. Each undersigned Increasing Lender agrees, subject to the terms and conditions of the Credit Agreement, that on the date of this Supplement it shall have its Revolving Commitment increased by the amount indicated next to such Increasing Lender’s name on Schedule A appended hereto. Immediately after giving effect to such increase, the total Revolving Commitment of each Lender is set forth next to such Lender’s name on such Schedule B.

  2. The Borrower hereby represents and warrants that no Default or Event of Default has occurred and is continuing on and as of the date hereof.

  3. Terms defined in the Credit Agreement shall have their defined meanings when used herein.

  4. This Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.

  5. This Supplement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same document.

[Signature Pages Follow]

IN WITNESS WHEREOF, each of the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.

JPMorgan Chase Bank, N.A., as an Increasing Lender

By: /s/ Christine Lathrop
Name: Christine Lathrop Title: Executive Director

BMO Bank N.A., as an Increasing Lender

By: /s/ James Kutter
Name: James Kutter Title: Director [Increasing Lender Supplement]

PNC Bank, National Association, as an Increasing Lender

By: /s/ Brendan Saldana
Name: Braden Saldana Title: Vice President [Increasing Lender Supplement]

U.S. Bank National Association, as an Increasing Lender

By: /s/ Kokima Shimada
Name: Kokimi Shimada Title: Vice President [Increasing Lender Supplement]

WELLS FARGO BANK, National association, as an Increasing Lender

By: /s/ James Travagline
Name: James Travagline Title: Managing Director [Increasing Lender Supplement]

BANK OF AMERICA, N.A., as an Increasing Lender

By: /s/ Scott Blackman
Name: Scott Blackman Title: SVP [Increasing Lender Supplement]

TRUIST bank, as an Increasing Lender

By: /s/ Alfonso Brigham
Name: Alfonso Brigham Title: Director

[Increasing Lender Supplement]

Accepted and agreed to as of the date first written above:

PAYCOM PAYROLL, LLC

By: /s/ Robert D. Foster
Name: Robert D. Foster Title: Chief Financial Officer and Treasurer

[Increasing Lender Supplement]

Acknowledged as of the date first written above:

JPMORGAN CHASE BANK, N.A. as Administrative Agent

By: /s/ Christine Lathrop Name: Christine Lathrop Title: Executive Director

[Increasing Lender Supplement]