8-K

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) May 9, 2022

Paycom Software, Inc.

(Exact name of registrant as specified in its charter)

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:

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

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.  ☐

Effective May 9, 2022, the Board of Directors (the “

Board

”) of Paycom Software, Inc. (the “

Company

”) increased the size of the Board from seven directors to eight directors and appointed Felicia Williams to serve as a Class II director. Ms. Williams will stand for re-election at the Company’s annual meeting of stockholders in 2024. Ms. Williams has been appointed to serve on the audit committee of the Board. As compensation for her service, Ms. Williams will receive the Company’s standard compensation for non-employee directors, which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 31, 2022.
Ms. Williams, 56, has over 30 years of audit and corporate financial leadership experience in various industries. Since 2004, Ms. Williams has served in senior leadership roles at Macy’s and currently serves as Senior Vice President, Finance and the Macy’s Fellow for CEO Action for Racial Equality, a business-led coalition that identifies and develops public policies and corporate engagement solutions to address systemic racism. Ms. Williams was an executive officer of Macy’s from 2016 to 2020 in the roles of Interim Chief Financial Officer from June 2020 to November 2020 and Senior Vice President, Controller and Enterprise Risk Officer from June 2016 to June 2020. She served as Senior Vice President, Finance and Risk Management from February 2011 to June 2016 and prior thereto across key corporate finance functions at Macy’s, including treasury, investor relations, risk management, financial services, financial planning and analysis, and internal audit. From 1994 to 2004, Ms. Williams served in various financial positions at the Coca-Cola Hellenic Bottling Company in Athens, Greece and the Coca-Cola Company in Atlanta, Georgia. Before joining Coca-Cola, Williams worked for Bristol-Myers Squibb and Arthur Andersen & Company. Ms. Williams currently serves on the board of directors and as chairwoman of the audit committee of Meridian Bioscience, Inc. (NASDAQ: VIVO) and on the board of directors and as the chairwoman of the audit committee of Realogy Holding Corp. (NYSE: RLGY). Additionally, Ms. Williams has served on the board of trustees of the Cincinnati Children’s Hospital for the past 14 years. Ms. Williams received her bachelor’s degree from Florida A&M University and is a Certified Public Accountant. Ms. Williams was selected to serve on the Board based on her public company leadership experience spanning audit, controller and risk management roles as well as her broad-based knowledge of the financial and operational issues affecting complex organizations.

The Company issued a press release announcing Ms. Williams’s appointment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1.

(d) Exhibits

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.

EX-99.1

Exhibit 99.1

Felicia Williams Appointed to Paycom’s Board of Directors

May 9, 2022

OKLAHOMA CITY – Paycom Software, Inc. (NYSE:PAYC), a leading provider of comprehensive cloud-based human capital management software, today announced the appointment of Felicia Williams to Paycom’s board of directors as a Class II director.

Williams currently serves at Macy’s, Inc., as senior vice president of finance and Fellow for CEO Action for Racial Equality. She brings more than 30 years of experience in audit and corporate financial leadership in the consumer goods and retail sectors. Williams served as interim chief financial officer at Macy’s from June 2020 to November 2020. Since joining Macy’s in 2004, Williams has served in various roles, including spearheading the company’s internal audit, controller, risk management, treasury and investor relations functions.

Williams previously led international audit and capital markets organizations at Coca-Cola and Bristol Myers Squibb.

“Felicia’s background is an ideal fit as she adds to the strength of the board by leveraging the skills she has developed in her previous positions,” said Chad Richison, Paycom’s founder, chairman of the board and CEO.

A licensed CPA, Williams is a graduate of Florida Agricultural and Mechanical University where she earned her accounting degree. She has served on the board of Cincinnati Children’s Hospital for the past 14 years. Williams also serves on the board of Meridian Bioscience, Inc., an international producer and distributor of diagnostic and life science products, where she is audit committee chair, and Realogy Holdings Corp., a real estate and relocation services company, where she also serves as chair of the audit committee.

“It is an honor to join a company like Paycom that aligns with my core values and believes in bringing the whole person to work,” Williams said. “Paycom is a high-growth organization that is paving a new path of innovation for its workforce and those who use its software.”

AboutPaycom

As a leader in payroll and HR technology, Oklahoma City-based Paycom redefines the human capital management industry by allowing companies to effectively navigate a rapidly changing business environment. Its cloud-based software solution is based on a core system of record maintained in a single database for all human capital management functions, providing the functionality that businesses need to manage the complete employment life cycle, from recruitment to retirement. Paycom has the ability to serve businesses of all sizes and in every industry. As one of the leading human capital management providers, Paycom serves clients in all 50 states from offices across the country. For more information, visit paycom.com.