Paycom Software, Inc. — Director's Dealing 2015

May 21, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paycom Software, Inc. (PAYC)
CIK: 0001590955
Period of Report: 2015-05-20

Reporting Person: Kerber William X. III (Chief Information Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-20	Common Stock	S	200000	$35.75	Disposed	679877	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	468298	Direct

Footnotes

F1: Represents shares of common stock owned by WK-EGI, Inc. ("WK-EGI"). Mr. Kerber is the sole director of WK-EGI, and WK-EGI is wholly owned by Mr. Kerber and certain trusts for which Mr. Kerber serves as trustee. Mr. Kerber may be deemed to beneficially own the shares of common stock owned by WK-EGI. Mr. Kerber disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. Neither the filing of this report nor anything herein shall be deemed an admission that Mr. Kerber is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose, the beneficial owner of such securities.

F2: Includes 116,921 shares of restricted stock.