Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: The number of shares of common stock repurchased by us during the three months ended March 31, 2023 is set forth below.
+Added: The number of shares of common stock repurchased by us during the six months ended June 30, 2023 is set forth below.
Total Number of Shares Purchased
2 unchanged sentences
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (1)
−Removed: January 1 - 31, 2023 (2)
+Added: April 1 - 30, 2023 (2)
1,096,040,000
−Removed: February 1 - 28, 2023 (2)
+Added: May 1 - 31, 2023 (2)
1,088,565,000
−Removed: March 1 - 31, 2023 (2)
+Added: June 1 - 30, 2023 (2)
1,088,565,000
4 unchanged sentences
(2) Consists of shares withheld to satisfy tax withholding for certain employees upon the vesting of restricted stock.
+Added: The following exhibits are incorporated herein by reference or are filed with this Quarterly Report on Form 10-Q, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K):
+Added: Amended and Restated Certificate of Incorporation of Paycom Software, Inc.
+Added: (incorporated by reference to Exhibit 3.1 to the Company’s Amendment No.
+Added: 1 to the Registration Statement on Form S-1/A dated March 31, 2014, filed with the SEC on March 31, 2014).
+Added: Amended and Restated Bylaws of Paycom Software, Inc.
+Added: (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated April 21, 2023, filed with the SEC on April 24, 2023).
+Added: Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Amendment No.
+Added: 1 to the Registration Statement on Form S-1/A dated March 31, 2014, filed with the SEC on March 31, 2014).
+Added: Paycom Software, Inc.
+Added: 2023 Long-Term Incentive Plan (incorporated by reference to Exhibit 99.1 to the Company’s Registration Statement on Form S-8 dated May 1, 2023, filed with the SEC on May 1, 2023).
+Added: Form of Restricted Stock Unit Award Agreement - Performance-Based Vesting (Boelte) (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023).
+Added: Form of Restricted Stock Unit Award Agreement - Performance-Based Vesting (Faurot) (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023).
+Added: Form of Restricted Stock Unit Award Agreement - Performance-Based Vesting (Smith/Thomas) (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023).
+Added: Form of Restricted Stock Unit Award Agreement - Time-Based Vesting (Executive) (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023).
+Added: Form of Restricted Stock Award Agreement - Time-Based Vesting (Executive) (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023).
+Added: Amendment No.
+Added: 1 to Credit Agreement, dated May 17, 2023, by and among Paycom Software, Inc., Paycom Payroll, LLC, certain other subsidiaries of Paycom Software, Inc.
+Added: as guarantors, JPMorgan Chase Bank, N.A., as a lender, swingline lender, and issuing bank, the lenders party thereto, and JPMorgan Chase Bank, N.A.
+Added: as the administrative agent.
+Added: Amendment No.
+Added: 2 to Credit Agreement, dated July 28, 2023, by and among Paycom Software, Inc., Paycom Payroll, LLC, certain other subsidiaries of Paycom Software, Inc.
+Added: as guarantors, JPMorgan Chase Bank, N.A., as a lender, swingline lender, and issuing bank, the lenders party thereto, and JPMorgan Chase Bank, N.A.
+Added: as the administrative agent.
+Added: (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated July 28, 2023, filed with the SEC on August 1, 2023).
+Added: Certification of the Chief Executive Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Certification of the Chief Financial Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: Certification of the Chief Executive Officer and Chief Financial Officer of the Company, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: Inline XBRL Instance Document –
+Added: the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: Inline XBRL Taxonomy Extension Schema Document.
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document.
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document.
+Added: Inline XBRL Taxonomy Extension Label Linkbase Document.
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document.
+Added: Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
+Added: + Management contract or compensatory plan or arrangement.
+Added: * Filed herewith.
+Added: ** The certifications attached as Exhibit 32.1 are not deemed “filed”
+Added: with the SEC and are not to be incorporated by reference into any filing of Paycom Software, Inc.
+Added: under the Securities Act whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
+Added: PAYCOM SOFTWARE, INC.
+Added: August 3, 2023
+Added: /s/ Chad Richison
+Added: Chad Richison
+Added: President and Chief Executive Officer
+Added: (Principal Executive Officer)
+Added: August 3, 2023
+Added: Chief Financial Officer
+Added: (Principal Accounting Officer and Principal Financial Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.