| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PAYC | Common Stock | Sale | -$98.7K | -547 | -0.02% | $180.40 | 3.09M | May 17, 2024 | Direct | F1, F2, F3 |
| transaction | PAYC | Common Stock | Sale | -$254K | -1.4K | -0.05% | $180.99 | 3.09M | May 17, 2024 | Direct | F2, F4 |
| transaction | PAYC | Common Stock | Sale | -$98.7K | -547 | -0.01% | $180.40 | 3.67M | May 17, 2024 | By Ernest Group, Inc. | F2, F3, F5 |
| transaction | PAYC | Common Stock | Sale | -$254K | -1.4K | -0.04% | $180.99 | 3.67M | May 17, 2024 | By Ernest Group, Inc. | F2, F4, F5 |
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Faye Penelope Richison 2023 Irrevocable Trust | F6 | |||||
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Rome West Pedersen 2023 Irrevocable Trust | F7 | |||||
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Lane West Richison 2022 Irrevocable Trust | F8 | |||||
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Kase Gabriel Richison 2022 Irrevocable Trust | F9 | |||||
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Sage Elizabeth Richison 2022 Irrevocable Trust | F10 | |||||
| holding | PAYC | Common Stock | 1.01K | May 17, 2024 | By Charles Banks Pedersen 2022 Irrevocable Trust | F11 | |||||
| holding | PAYC | Common Stock | 253 | May 17, 2024 | By Ava L. Richison 2012 Irrevocable Trust | F12 | |||||
| holding | PAYC | Common Stock | 253 | May 17, 2024 | By Ian D. Richison 2012 Irrevocable Trust | F13 | |||||
| holding | PAYC | Common Stock | 56 | May 17, 2024 | By Abrie R. Richison 2012 Irrevocable Trust | F14 | |||||
| holding | PAYC | Common Stock | 12.5K | May 17, 2024 | By Charis Michelle Richison Trust | F15 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | Under Section 16(b) of the Securities Exchange Act of 1934, as amended, the sale transactions reported herein are matchable with the reporting person's purchase of one share of common stock on December 14, 2023 at a price of $201.86. Because the purchase price exceeded the sale prices for all transactions reported herein, no profit was realized by the reporting person. The reporting person has agreed to voluntarily disgorge to Paycom Software, Inc. (the "Issuer") any profits realized from matchable transactions occurring within less than six months of the previously reported purchase transaction. |
| F2 | The sales reported on this Form 4 were effected pursuant to a joint Rule 10b5-1 trading plan adopted by the reporting person and Ernest Group, Inc. ("Ernest Group") on February 16, 2024. |
| F3 | The price reported is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $179.79 to $180.62, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold in the transactions at each separate price within the range set forth in this footnote. |
| F4 | The price reported is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $180.63 to $181.29, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold in the transactions at each separate price within the range set forth in this footnote. |
| F5 | Represents shares of common stock owned by Ernest Group. The reporting person is the sole director of Ernest Group, and Ernest Group is wholly owned by the reporting person and certain trusts for the reporting person's children, for which the reporting person serves as trustee. The reporting person may be deemed to beneficially own the shares of common stock owned by Ernest Group. |
| F6 | Represents shares of common stock owned by the Faye Penelope Richison 2023 Irrevocable Trust (the "FPR Trust"). The reporting person is the settlor and sole trustee for the FPR Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the FPR Trust. |
| F7 | Represents shares of common stock owned by the Rome West Pedersen 2023 Irrevocable Trust (the "RWP Trust"). The reporting person is the settlor and sole trustee for the RWP Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the RWP Trust. |
| F8 | Represents shares of common stock owned by the Lane West Richison 2022 Irrevocable Trust (the "LWR Trust"). The reporting person is the settlor and sole trustee for the LWR Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the LWR Trust. |
| F9 | Represents shares of common stock owned by the Kase Gabriel Richison 2022 Irrevocable Trust (the "KGR Trust"). The reporting person is the settlor and sole trustee for the KGR Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the KGR Trust. |
| F10 | Represents shares of common stock owned by the Sage Elizabeth Richison 2022 Irrevocable Trust (the "SER Trust"). The reporting person is the settlor and sole trustee for the SER Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the SER Trust. |
| F11 | Represents shares of common stock owned by the Charles Banks Pedersen 2022 Irrevocable Trust (the "CBP Trust"). The reporting person is the settlor and sole trustee for the CBP Trust, which is for the benefit of the reporting person's grandchild. The reporting person may be deemed to beneficially own the shares of common stock owned by the CBP Trust. |
| F12 | Represents shares of common stock owned by the Ava L. Richison 2012 Irrevocable Trust (the "ALR Trust"). The reporting person is the settlor and sole trustee for the ALR Trust, which is for the benefit of the reporting person's child. The reporting person may be deemed to beneficially own the shares of common stock owned by the ALR Trust. |
| F13 | Represents shares of common stock owned by the Ian D. Richison 2012 Irrevocable Trust (the "IDR Trust"). The reporting person is the settlor and sole trustee for the IDR Trust, which is for the benefit of the reporting person's child. The reporting person may be deemed to beneficially own the shares of common stock owned by the IDR Trust. |
| F14 | Represents shares of common stock owned by the Abrie R. Richison 2012 Irrevocable Trust (the "ARR Trust"). The reporting person is the settlor and sole trustee for the ARR Trust, which is for the benefit of the reporting person's child. The reporting person may be deemed to beneficially own the shares of common stock owned by the ARR Trust. |
| F15 | Represents shares of common stock owned by the Charis Michelle Richison Trust (the "Spouse Trust"). The Spouse Trust is a revocable trust for the benefit of the reporting person's spouse. The reporting person may be deemed to beneficially own the shares of common stock owned by the Spouse Trust. |
Exhibit 24 - Power of Attorney