--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-135902" form_type: "8-K" ticker: "PAYC" cik: "0001590955" company_name: "Paycom Software, Inc." filed_at: "2023-05-04T23:59:59+00:00" generated_at: "2026-06-15T21:58:58.454062+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Paycom shareholders approve 2023 LTIP and charter amendment at annual meeting ## Summary - 2023 LTIP approved with 48.3M shares for (97.3% of votes cast), effective May 1, 2023. - Charter amendment limiting officer liability approved with 38.7M shares for (78.0% of votes cast). - Advisory say-on-pay approved with 31.7M shares for (64.0% of votes cast). - Shareholder proposal for majority vote standard rejected with 21.5M against (56.8% of votes cast). - Grant Thornton ratified as auditor with 53.3M shares for (99.3% of votes cast). ## SEC filing metadata - accession: 0001193125-23-135902 - form_type: 8-K - ticker: PAYC - cik: 0001590955 - company_name: Paycom Software, Inc. - filed_at: 2023-05-04T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/d355981d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-135902 - JSON: https://secwatch.observer/filing/0001193125-23-135902.json - Plain text: https://secwatch.observer/filing/0001193125-23-135902.txt ## Key facts - Shareholder Votes Paycom Software, Inc. shareholders approved Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 at the 2023-05-01 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 2: Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 Votes Cast For Votes Cast Against Abstentions 53,260,760 383,375 24,601 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - Shareholder Votes Paycom Software, Inc. shareholders approved Election of two Class I directors at the 2023-05-01 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 1: Election of two Class I directors, each to serve until the date of the 2026 annual meeting of stockholders and until his or her successor has been duly elected and qualified, or his or her earlier death, resignation or removal Nominees Votes Cast For Votes Withheld Broker Non-Votes Sharen J. Turney 28,686,009 20,952,640 4,030,087 J.C. Watts, Jr. 30,397,407 19,239,180 4,032,149 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - Shareholder Votes Paycom Software, Inc. shareholders approved Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company at the 2023-05-01 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 5: Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to limit the liability of certain officers of the Company Votes Cast For Votes Cast Against Abstentions Broker Non-Votes 38,677,387 10,911,265 52,997 4,027,087 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - Shareholder Votes Paycom Software, Inc. shareholders approved Approval, on an advisory basis, of a stockholder proposal requesting that the Company adopt a majority vote standard in uncontested director elections at the 2023-05-01 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 6: Approval, on an advisory basis, of a stockholder proposal requesting that the Company adopt a majority vote standard in uncontested director elections Votes Cast For Votes Cast Against Abstentions Broker Non-Votes 28,134,299 21,456,741 50,609 4,027,087 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - Shareholder Votes Paycom Software, Inc. shareholders approved Approval of the Paycom Software, Inc. 2023 Long-Term Incentive Plan at the 2023-05-01 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 4: Approval of the Paycom Software, Inc. 2023 Long-Term Incentive Plan Votes Cast For Votes Cast Against Abstentions Broker Non-Votes 48,255,108 1,348,478 38,063 4,027,087 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm - Shareholder Votes Paycom Software, Inc. shareholders approved Approval, on an advisory basis, of the compensation of the Company’s named executive officers at the 2023-05-01 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-01 source text: Proposal 3: Approval, on an advisory basis, of the compensation of the Company’s named executive officers Votes Cast For Votes Cast Against Abstentions Broker Non-Votes 31,719,606 17,875,302 46,776 4,027,052 evidence_url: https://www.sec.gov/Archives/edgar/data/1590955/000119312523135902/0001193125-23-135902-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.