Paycom Software, Inc. — Director's Dealing 2020

Oct 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paycom Software, Inc. (PAYC)
CIK: 0001590955
Period of Report: 2020-10-01

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-01	Common Stock	S	16174	$315.49	Disposed	3711331	Direct
2020-10-01	Common Stock	S	9076	$316.54	Disposed	3702255	Direct
2020-10-01	Common Stock	S	10472	$317.56	Disposed	3691783	Direct
2020-10-01	Common Stock	S	7874	$318.52	Disposed	3683909	Direct
2020-10-01	Common Stock	S	1404	$319.27	Disposed	3682505	Direct
2020-10-02	Common Stock	S	15980	$329.09	Disposed	3666525	Direct
2020-10-02	Common Stock	S	25120	$330.03	Disposed	3641405	Direct
2020-10-02	Common Stock	S	3900	$330.64	Disposed	3637505	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3670999	Indirect
Common Stock	56	Indirect
Common Stock	56	Indirect
Common Stock	56	Indirect

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 7, 2020.

F2: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $315.00 to $315.99, inclusive. The reporting person undertakes to provide to Paycom Software, Inc. (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 at each separate price within the range set forth in this footnote.

F3: Includes 224,000 unvested shares of restricted stock.

F4: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $316.01 to $316.99, 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 price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $317.00 to $317.99, 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.

F6: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $318.01 to $318.99, 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 $319.02 to $319.67, 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 $328.54 to $329.53, 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.

F9: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $329.54 to $330.53, 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.

F10: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $330.54 to $330.78, 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.

F11: Represents shares of common stock owned by Ernest Group, Inc. ("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.

F12: Represents shares of common stock owned by the Abrie R. Richison 2012 Irrevocable Trust U/T/A DTD 12/21/2012 (the "Abrie R. Richison 2012 Irrevocable Trust"). The reporting person is the settlor and sole trustee for the Abrie R. Richison 2012 Irrevocable 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 Abrie R. Richison 2012 Irrevocable Trust.

F13: Represents shares of common stock owned by the Ava L. Richison 2012 Irrevocable Trust U/T/A DTD 12/21/2012 (the "Ava L. Richison 2012 Irrevocable Trust"). The reporting person is the settlor and sole trustee for the Ava L. Richison 2012 Irrevocable 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 Ava L. Richison 2012 Irrevocable Trust.

F14: Represents shares of common stock owned by the Ian D. Richison 2012 Irrevocable Trust U/T/A DTD 12/21/2012 (the "Ian D. Richison 2012 Irrevocable Trust"). The reporting person is the settlor and sole trustee for the Ian D. Richison 2012 Irrevocable 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 Ian D. Richison 2012 Irrevocable Trust.