Paycom Software, Inc. — fact timeline

Paycom Software, Inc. shareholders voted on Approval, on an advisory basis, of the compensation of the Company’s named executive officers at the 2026-05-04 meeting.

“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 21,125,671.91 13,610,087.13 35,563.04 5,557,980.69”

Paycom Software, Inc. shareholders voted on Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-05-04 meeting.

“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, 2026 Votes Cast For Votes Cast Against Abstentions 40,006,177.47 307,228.31 15,897.00”

Paycom Software, Inc. shareholders voted on Election of two Class I directors at the 2026-05-04 meeting.

“Proposal 1: Election of two Class I directors, each to serve until the date of the 2029 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 Cast Against Abstentions Broker Non-Votes Sharen J. Turney 22,025,798.98 12,647,730.33 97,761.77 5,558,011.69 J.C. Watts, Jr. 25,772,682.13 8,962,923.19 35,685.77 5,558,011.69”

Paycom Software, Inc. reported the quarter ended March 31, 2026 results: revenue $571.9 million, net income $155.7 million, EPS $3.04 per diluted share.

“Total Revenues of $571.9 million represented a 7.8% increase compared to total revenues of $530.5 million in the same period last year. Recurring and other revenues of $544.0 million increased 8.8% from the comparable prior year period and constituted 95.1% of total revenues. GAAP Net Income was $155.7 million, or $3.04 per diluted share, compared to GAAP net income of $139.4 million, or $2.48 per diluted share, in the same period last year.”

Paycom Software, Inc. entered into Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. (effective 2026-04-23).

“On April 23, 2026, Paycom Software, Inc., a Delaware corporation (the “ Company ”), entered into an Amended and Restated Credit Agreement (the “ Amended and Restated Credit Agreement ”)”

Paycom Software, Inc. amended revolving credit of up to $2.125 billion with JPMorgan Chase Bank, N.A. at ABR plus applicable margin or SOFR plus applicable margin maturing April 23, 2031.

“On April 23, 2026, Paycom Software, Inc., a Delaware corporation (the “ Company ”), entered into an Amended and Restated Credit Agreement (the “ Amended and Restated Credit Agreement ”)”

Paycom Software, Inc. amended revolving credit of $1.46 billion with JPMorgan Chase Bank, N.A..

“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.”

Paycom Software, Inc.: Amended and restated bylaws to update description of President's role (duties assignable by Board or CEO) and redefine 'Principal Competitor' (effective 2026-02-18).

“On February 18, 2026, the Board approved amended and restated bylaws of the Company (as so amended and restated, the “ Amended and Restated Bylaws ”). The Amended and Restated Bylaws reflect an updated description of the role of the President, such that the President’s duties may be assigned by the Board or the Chief Executive Officer, rather than the Board alone, and the President’s performance of his duties is subject to the direction of the Board or the Chief Executive Officer, rather than the Board alone. The Amended and Restated Bylaws also include an updated definition of “Principal Competitor,” as such term is used in the advance notice provisions. Previously, the definition of “Principal Competitor” referenced competitors of the Company identified in certain filings with the Securities and Exchange Commission made by the Company. Pursuant to the Amended and Restated Bylaws, “Principal Competitor” means any entity that the Board determines, in good faith, provides products or se”

Paycom Software, Inc.: Updated definition of 'Principal Competitor' in advance notice provisions: now means any entity that the Board determines, in good faith, provides competing products or services (effective 2026-02-18).

“Pursuant to the Amended and Restated Bylaws, “Principal Competitor” means any entity that the Board determines, in good faith, provides products or services that compete with or are alternatives to the principal products produced or services provided by the Company or its affiliates.”

Paycom Software, Inc.: Updated description of the President's role: duties may be assigned by Board or CEO, and performance subject to direction of Board or CEO, instead of Board alone (effective 2026-02-18).

“The Amended and Restated Bylaws reflect an updated description of the role of the President, such that the President’s duties may be assigned by the Board or the Chief Executive Officer, rather than the Board alone, and the President’s performance of his duties is subject to the direction of the Board or the Chief Executive Officer, rather than the Board alone.”

Bob Foster was appointed as Chief Financial Officer at Paycom Software, Inc..

“On February 12, 2025, the Board of Directors (the “ Board ”) of Paycom Software, Inc. (the “ Company ”) appointed Bob Foster to serve as Chief Financial Officer of the Company, effective immediately following Craig Boelte’s retirement on February 21, 2025.”

Craig Boelte retired as Chief Financial Officer at Paycom Software, Inc..

“Mr. Boelte notified the Board on July 31, 2024 that he intended to retire from his role as Chief Financial Officer within nine to 12 months.”

Robert J. Levenson retired as Director at Paycom Software, Inc..

“On September 16, 2024, Robert J. Levenson notified the Board of Directors (the “ Board ”) of Paycom Software, Inc. (the “ Company ”) of his retirement from the Board and all committees thereof, effective September 17, 2024.”

Craig Boelte departed as Chief Financial Officer at Paycom Software, Inc..

“On July 31, 2024, Craig Boelte, Chief Financial Officer of Paycom Software, Inc. (the “Company”), notified the Board of Directors of the Company that he intends to retire from his role as Chief Financial Officer in the next nine to 12 months.”

Archana Vemulapalli was appointed as Director at Paycom Software, Inc..

“on July 12, 2024, 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 Archana Vemulapalli to the Board to serve as a Class I director, effective July 30, 2024.”

Christopher G. Thomas resigned as Co-Chief Executive Officer at Paycom Software, Inc..

“On May 29, 2024, for personal reasons, Christopher G. Thomas resigned from his position as Co-Chief Executive Officer of the Company, effective immediately.”

Randy Peck was appointed as Chief Operating Officer at Paycom Software, Inc..

“On May 30, 2024, the Board of Directors of Paycom Software, Inc. (the “ Company ”) appointed Randy Peck to serve as Chief Operating Officer of the Company.”

Paycom Software, Inc. shareholders approved Approval, on an advisory basis, of the compensation of the Company’s named executive officers at the 2024-04-29 meeting.

“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 23,674,343.24 20,062,266.56 91,025.22 4,767,001.12”

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, 2024 at the 2024-04-29 meeting.

“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, 2024 Votes Cast For Votes Cast Against Abstentions 47,977,540.00 582,144.83 34,951.31”

Paycom Software, Inc. shareholders voted on Election of three Class II directors at the 2024-04-29 meeting.

“Proposal 1: Election of three Class II directors, each to serve until the date of the 2027 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 Cast Against Abstentions Broker Non-Votes Robert J. Levenson 32,816,466.77 10,963,313.50 47,854.75 4,767,001.12 Frederick C. Peters II 40,732,347.27 3,014,757.00 80,530.75 4,767,001.12 Felicia Williams 30,019,657.40 13,318,399.26 489,534.36 4,767,045.12”

Paycom Software, Inc. reported the quarter ended March 31, 2024 results: revenue $499.9 million, net income $247.2 million, or $4.37 per diluted share, EPS $4.37 per diluted share.

“Paycom Software, Inc. Reports First Quarter 2024 Results First Quarter Revenues of $500 million, up 11% from the comparable prior year period First Quarter GAAP Net Income of $247 million, representing 49% of total revenues, or $4.37 per diluted share First Quarter Non-GAAP Net Income of $147 million, or $2.59 per diluted share First Quarter Adjusted EBITDA of $230 million, representing 46% of total revenues”

Holly Faurot changed role as Chief Sales Officer at Paycom Software, Inc..

“Holly Faurot, the Company’s former Chief Sales Officer, will transition to a non-employee consulting role.”

Amy Walker was appointed as Executive Vice President of Sales at Paycom Software, Inc..

“On April 1, 2024, the Board of Directors of Paycom Software, Inc. (the “ Company ”) appointed Amy Walker to serve as Executive Vice President of Sales.”

Paycom Software, Inc.: Amended and Restated Bylaws to allow two persons to serve simultaneously in the same officer position (effective 2024-02-07).

“The Amended and Restated Bylaws, which are effective February 7, 2024, provide that the Board may, by resolution, appoint two persons to the same office, such that an officer position may be filled by two individuals serving simultaneously.”

Paycom Software, Inc. reported the quarter and year ended December 31, 2023 results: revenue $434.6 million, net income $81.8 million, EPS $1.43 per diluted share.

“Full Year Revenues of $1,694 million, up 23% year-over-year Full Year GAAP Net Income of $341 million, representing 20% of total revenues, or $5.88 per diluted share”

Chad Richison was appointed as Co-Chief Executive Officer, President and Chairman of the Board at Paycom Software, Inc..

“Effective February 7, 2024, Mr. Richison’s new title is Co-Chief Executive Officer, President and Chairman of the Board.”

Christopher G. Thomas was appointed as Co-Chief Executive Officer at Paycom Software, Inc..

“appointed Christopher G. Thomas as Co-Chief Executive Officer of the Company.”

Jason D. Clark resigned as Director at Paycom Software, Inc..

“Mr. Clark will resign from such Board and committee positions immediately prior to assuming his duties as Chief Administrative Officer on December 4, 2023.”

Jason D. Clark was appointed as Chief Administrative Officer at Paycom Software, Inc..

“On November 17, 2023, the Board of Directors (the “ Board ”) of Paycom Software, Inc. (the “ Company ”) approved the appointment of Jason D. Clark as Chief Administrative Officer of the Company, effective December 4, 2023.”

Paycom Software, Inc.: Amended and restated bylaws to adopt a majority vote standard in uncontested director elections with a resignation policy for incumbent directors who fail to receive sufficient votes (effective 2023-10-12).

“On October 12, 2023, in response to the advisory approval of the Stockholder Proposal, the Board of Directors of the Company (the “ Board ”) amended and restated the Company’s existing amended and restated bylaws (as so amended and restated, the “ Amended and Restated Bylaws ”) to implement a majority vote standard in uncontested director elections, with a resignation policy for incumbent directors who fail to receive sufficient votes under the majority vote standard.”

Paycom Software, Inc. amended revolving credit of Increased from $650.0 million to $1.0 billion with JPMorgan Chase Bank, N.A. at Not specified in excerpt maturing Not specified in excerpt.

“On July 28, 2023, the Loan Parties and the Lenders entered into Amendment No. 2 to the Credit Agreement (“ Amendment No. 2 ”), pursuant to which, among other things, (i) the aggregate revolving commitments under the Revolving Credit Facility were increased from $650.0 million to $1.0 billion, (ii) the Term Loan Facility was terminated and (iii) the Credit Agreement was amended in contemplation of the formation and future operating activities of Paycom Client Trust (the “ Client Trust ”) and Paycom National Trust Bank, NA (the “ Trust Bank ”).”

Paycom Software, Inc. amended Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto valued at $1.0 billion (effective 2023-07-28).

“On July 28, 2023, the Loan Parties and the Lenders entered into Amendment No. 2 to the Credit Agreement (“ Amendment No. 2 ”), pursuant to which, among other things, (i) the aggregate revolving commitments under the Revolving Credit Facility were increased from $650.0 million to $1.0 billion, (ii) the Term Loan Facility was terminated and (iii) the Credit Agreement was amended in contemplation of the formation and future operating activities of Paycom Client Trust (the “ Client Trust ”) and Paycom National Trust Bank, NA (the “ Trust Bank ”).”

Paycom Software, Inc. reported the quarter ended June 30, 2023 results: revenue $401.1 million, net income $64.5 million, EPS $1.11 per diluted share.

“Paycom Software, Inc. Reports Second Quarter 2023 Results Second Quarter Revenues of $401 million, up 27% from the comparable prior year period Second Quarter GAAP Net Income of $65 million, representing 16% of total revenues, or $1.11 per diluted share”

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 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”

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 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”

Paycom Software, Inc. shareholders approved Approval of the Paycom Software, Inc. 2023 Long-Term Incentive Plan at the 2023-05-01 meeting.

“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”

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 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”

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 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”

Paycom Software, Inc. shareholders approved Election of two Class I directors at the 2023-05-01 meeting.

“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”

Paycom Software, Inc. reported the quarter ended March 31, 2023 results: revenue $452 million, net income $119 million, EPS $2.06 per diluted share.

“Paycom Software, Inc. Reports First Quarter 2023 Results First Quarter Revenues of $452 million, up 28% from the comparable prior year period First Quarter GAAP Net Income of $119 million, representing 26% of total revenues, or $2.06 per diluted share First Quarter Non-GAAP Net Income of $143 million, of $2.46 per diluted share First Quarter Adjusted EBITDA of $221 million, representing 49% of total revenues”

Paycom Software, Inc.: Removed requirements for stockholder notices to include plans or proposals to nominate directors at other public companies within 12 months and any such nominations within previous 36 months (effective 2023-04-21).

“On April 21, 2023, the Board of Directors (the “ Board ”) of Paycom Software, Inc. (the “ Company ”) amended and restated the Company’s existing amended and restated bylaws (as so amended and restated, the “ Amended and Restated Bylaws ”) to remove the requirements that, in connection with the nomination of any nominee to stand for election to the Board, a proposing stockholder’s timely notice to the Secretary of the Company set forth or include as to the proposing stockholder (i) any plans or proposals on the part of such proposing stockholder or any related person of such proposing stockholder to nominate directors at any other public company within the following 12 months and (ii) any proposals or nominations submitted on behalf of such proposing stockholder or any related person of such proposing stockholder seeking to nominate directors at any other public company within the previous 36 months, whether or not such proposal or nomination was publicly disclosed.”

Justin Long resigned as Vice President of Operations at Paycom Software, Inc..

“On March 28, 2023, Justin Long resigned from the position of Vice President of Operations of Paycom Software, Inc.”

Justin Long was appointed as Vice President of Operations at Paycom Software, Inc..

“Justin Long will serve as Vice President of Operations.”

Chris Thomas was appointed as Senior Executive Vice President of Operations at Paycom Software, Inc..

“announced the appointment of Chris Thomas as Senior Executive Vice President of Operations, effective March 8, 2023.”

Paycom Software, Inc. reported financial results for the quarter and year ended December 31, 2022.

“On February 7, 2023, Paycom Software, Inc. (the “ Company ”) issued a press release announcing its financial results for the quarter and year ended December 31, 2022.”

Paycom Software, Inc. reported the quarter ended September 30, 2022 results: revenue $334.2 million, net income $52.2 million, EPS $0.90 per diluted share.

“forth by specific reference in such filing. --- EX-99.1 (EX-99.1) --- EX-99.1 Exhibit 99.1 Paycom Software, Inc. Reports Third Quarter 2022 Results Third Quarter Revenues of $334 million, up 30% from the comparable prior year period Third Quarter GAAP Net Income of $52 million, representing 16% of total revenues, or $0.90 per diluted share Third Quarter Non-GAAP”

Felicia Williams was appointed as Class II Director at Paycom Software, Inc..

“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.”

Justin Long was appointed as Chief Operating Officer at Paycom Software, Inc..

“Justin Long, the Company’s Executive Vice President of Operations, will assume Mr. Evans’s responsibilities.”

Jon Evans departed as Chief Operating Officer at Paycom Software, Inc..

“On April 14, 2022, Paycom Software, Inc. (the “ Company ”) announced the departure of Jon Evans from the position of Chief Operating Officer of the Company, effective immediately.”

Sharen Jester Turney was appointed as Director at Paycom Software, Inc..

“Effective September 28, 2021, the Board accepted Ms. Haugen’s resignation and appointed Sharen Jester Turney to serve as a Class I director to fill the resulting vacancy.”