Paycom Software, Inc. — Director's Dealing 2014

Apr 22, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paycom Software, Inc. (PAYC)
CIK: 0001590955
Period of Report: 2014-04-21

Reporting Person: Richison Chad R. (Director, President and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-21	Common Stock	P	52600	$15.00	Acquired	5671195	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7170999	Indirect
Common Stock	229135	Indirect

Footnotes

F1: Includes 5,029,219 shares of restricted stock.

F2: The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or otherwise, the beneficial owner of any securities covered by this statement. The reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.

F3: This common stock is owned by Ernest Group, Inc. ("Ernest Group"). Mr. Richison is the sole director of Ernest Group and Ernest Group is wholly owned by Mr. Richison and certain trusts for Mr. Richison's children, for which Mr. Richison serves as trustee. Mr. Richison may be deemed to beneficially own the shares of common stock owned by Ernest Group.

F4: This common stock is owned by The Ruby Group, Inc. ("Ruby Group"). Mr. Richison is the sole director and sole shareholder of Ruby Group and may be deemed to beneficially own the shares of common stock owned by Ruby Group.