1 unchanged sentence
Rule 10b5-1 Trading Arrangements
−Removed: During the quarter ended September 30, 2025 , no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted , modified , or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408(a) of Regulation S-K).
+Added: During the quarter ended March 31, 2026 , no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted , modified , or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408(a) of Regulation S-K).
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: Description of Exhibit
Amended and Restated Certificate of Incorporation of Paycom Software, Inc.
2 unchanged sentences
Amended and Restated Bylaws of Paycom Software, Inc.
−Removed: (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, filed with the SEC on October 31, 2024).
+Added: (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K/A dated February 18, 2026, filed with the SEC on February 19, 2026).
Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Amendment No.
1 to the Registration Statement on Form S-1/A dated March 31, 2014, filed with the SEC on March 31, 2014).
−Removed: First Amendment to the Paycom Software, Inc.
−Removed: 2023 Long-Term Incentive Plan.
−Removed: First Amendment to the Paycom Software, Inc.
−Removed: Employee Stock Purchase Plan.
−Removed: Letter Agreement, by and among Paycom Software, Inc., Paycom Payroll Holdings, LLC, Paycom Payroll, LLC and Shane Hadlock, dated August 18, 2025 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated August 13, 2025, filed with the SEC on August 18, 2025).
−Removed: Letter Agreement, by and among Paycom Software, Inc., Paycom Payroll Holdings, LLC, Paycom Payroll, LLC and Rachael Gannon, dated August 18, 2025 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated August 13, 2025, filed with the SEC on August 18, 2025).
−Removed: Transition Compensation and Release Agreement, by and between Paycom Software, Inc.
−Removed: and Bradley S.
−Removed: Smith, dated August 18, 2025 (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated August 13, 2025, filed with the SEC on August 18, 2025).
−Removed: Letter Agreement, by and among Paycom Software, Inc., Paycom Payroll, LLC and Bradley S.
−Removed: Smith, dated August 18, 2025 (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated August 13, 2025, filed with the SEC on August 18, 2025).
+Added: Letter Agreement, by and between Paycom Software, Inc.
+Added: and Chad Richison, dated February 18, 2026 (incorporated by reference to Exhibit 10.4.3 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026).
+Added: Independent Consultant and Services Agreement, by and between Paycom Payroll, LLC and Amy Walker, dated January 23, 2026 (incorporated by reference to Exhibit 10.7.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026).
+Added: Release and Award Cancellation and Acceleration Agreement, by and between Paycom Software, Inc.
+Added: and Amy Walker, dated January 23, 2026 (incorporated by reference to Exhibit 10.7.2 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026).
+Added: Letter Agreement, by and between Paycom Software, Inc.
+Added: and Shane Hadlock, dated February 18, 2026 (incorporated by reference to Exhibit 10.10.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026).
+Added: Amendment to Executive Employment Agreement, by and between Paycom Software, Inc.
+Added: and Jeffrey D.
+Added: York, dated January 23, 2026 (incorporated by reference to Exhibit 10.13.2 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 19, 2026).
+Added: Amendment No.
+Added: 3 to Credit Agreement, dated March 4, 2026, 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 other lenders party thereto, and JPMorgan Chase Bank, N.A., as the administrative agent.
+Added: Increasing Lender Supplement, dated March 12, 2026, by and among Paycom Payroll, LLC, JPMorgan Chase Bank, N.A.
+Added: and the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 12, 2026, filed with the SEC on March 12, 2026).
+Added: Amended and Restated Credit Agreement, dated April 23, 2026, 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 other lenders party thereto, and JPMorgan Chase Bank, N.A., as the administrative agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 23, 2026, filed with the SEC on April 23, 2026).
Certification of the Chief Executive Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
7 unchanged sentences
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: Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K.
+Added: Paycom Software, Inc.
+Added: agrees to furnish a copy of all omitted exhibits and schedules to the Securities and Exchange Commission upon request.
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.
PAYCOM SOFTWARE, INC.
−Removed: November 6, 2025
/s/ Chad Richison
Chad Richison
−Removed: President and Chief Executive Officer
+Added: Chief Executive Officer
(Principal Executive Officer)
−Removed: November 6, 2025
/s/ Robert D.
2 unchanged sentences
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.