Paycom Software, Inc. — Director's Dealing 2019

Feb 15, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paycom Software, Inc. (PAYC)
CIK: 0001590955
Period of Report: 2019-02-13

Reporting Person: York Jeffrey D. (Chief Sales Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-13	Common Stock	F	5206	$173.06	Disposed	197891	Direct
2019-02-13	Common Stock	S	300	$172.37	Disposed	562931	Indirect
2019-02-13	Common Stock	S	5123	$173.1264	Disposed	557808	Indirect
2019-02-13	Common Stock	S	17771	$174.1413	Disposed	540037	Indirect
2019-02-13	Common Stock	S	1806	$174.7476	Disposed	538231	Indirect

Footnotes

F1: Represents shares of common stock of Paycom Software, Inc. (the "Issuer") withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of 14,000 shares of restricted stock granted to the reporting person on January 17, 2019. No shares were issued or sold in this transaction.

F2: Includes 56,000 unvested shares of restricted stock.

F3: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2018.

F4: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.30 to $172.45, 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 at each separate price within the range set forth in this footnote.

F5: The general partner of JCY Holdings, LP ("JCY Holdings") is JCY General LLC ("JCY General") and the limited partners of JCY Holdings are the reporting person and his spouse. Each of the reporting person and his spouse owns 50% of the membership interests of JCY General.

F6: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.50 to $173.48, 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 at each separate price within the range set forth in this footnote.

F7: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $173.50 to $174.48, 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 at each separate price within the range set forth in this footnote.

F8: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.52 to $175.51, 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 at each separate price within the range set forth in this footnote.