Paycom Software, Inc.
For the period ended May 4, 2026. Filed Apr 2, 2026.
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May 4, 2026 · Filed Apr 2, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant
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Filed by a Party other than the Registrant
☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
Paycom Software, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
Letter from our Chief Executive Officer
In 2025, Paycom significantly advanced its full-solution automation strategy through continued innovation and disciplined capital allocation to deliver differentiated, cloud-based human capital management solutions to our customers. We took intentional action over the past few years to deliver meaningful operational efficiency enhancements and advance our growth goals.
2025 Highlights
We are proud to have delivered strong financial results by exceeding our initial expectations across key metrics through our strategic focus on full-solution automation, client ROI achievement and world-class service. We achieved total revenue of $2.05 billion, a 9% year-over-year increase and 10% year-over-year growth in recurring and other revenue. These strong results demonstrate our ability to scale efficiently while continuing to invest meaningfully in innovation, infrastructure and service. Our financial strength also enabled us to return significant value to our stockholders, including $85 million in dividends and the repurchase of over 1.7 million shares during 2025.
Innovating with Purpose
Innovation remains at the core of our strategy, and we see tremendous opportunity in our AI-powered and automated products, which have positioned Paycom as a leader in transforming how organizations manage their workforces. In 2025, we launched and saw the rapid adoption of IWant™, our industry-first command-driven AI engine, which is built directly into our single-database platform.
Our broader investments in AI and automation have been equally transformative, enabling automated processes such astime-off approvals through GONE® and reduced payroll processing labor through Beti®. Over the past year, we experienced a record number of clients returning to the Paycom platform, underscoring the effectiveness of our products as we grew our client base to approximately 39,200 clients.
Looking Ahead
Our achievements and tremendous progress have been made possible through the dedication and hard work of our talented team members who continue to prioritize client satisfaction as our driving mission. Their commitment to service excellence and operational discipline drives the value we deliver every day.
As we enter 2026, Paycom is focused on operating from a position of strength. We look forward to driving continued efficiency and long-term value.
Thank you for your continued support, investment and confidence in our vision.
CHAD RICHISON
Chief Executive Officer and Chairman of the Board of Directors
Letter from our Lead Independent Director
Paycom has taken decisive action over the past year to advance its automation strategy to deliver market-leading innovation to our clients. We are proud to have achieved strong results, including double-digit recurring revenue growth.
Engaged Board Overseeing Strategic Execution
We believe that active refreshment of perspectives begins at the Board level, and we continuously evaluate our composition to ensure we have the right set of qualified and engaged directors whose skills and expertise support robust oversight of Paycom’s full-solution automation strategy.
Over the past year, the Board continued its regular practice of engaging with our top stockholders to solicit feedback on our business, governance, compensation and sustainability practices. We value these conversations as stockholder perspectives are an important input in the Board’s discussions and strategic oversight. Many of our stockholders expressed appreciation for our continued engagement and the enhancements made to our executive compensation program in the past few years, which were implemented in response to stockholder feedback. We look forward to continuing this important dialogue with our stockholders.
Positioned for Long-Term Growth
As we look ahead to 2026, the Board is optimistic about Paycom’s trajectory. The Board’s current priorities include maintaining rigorous oversight of enterprise risk management, particularly in areas such as cybersecurity and AI, to promote disciplined and responsible execution as we advance our digital capabilities and solutions.
Stockholder Value
A cornerstone of our commitment to stockholders is returning capital through disciplined and strategic means. In 2025, we returned significant value via our stock repurchase program and quarterly dividends. These actions, combined with our strong financial performance, demonstrate our balanced approach to capital allocation, prioritizing investments in innovation while delivering direct returns to you, our stockholders.
On behalf of the Board of Directors, I am pleased to present our 2026 Proxy Statement and invite you to attend our Annual Meeting of Stockholders. We respectfully request your voting support on the ballot items.
Thank you for your investment and ongoing support of Paycom.
FREDERICK C. PETERS II Lead Independent Director
| NOTICE OF 2026 Annual Meeting of Stockholders | 7501 W. Memorial Road Oklahoma City, Oklahoma 73142 (405) 722-6900 |
|---|
| DATE AND TIME | LOCATION | RECORD DATE |
| May 4, 2026 11:00 a.m. local time | Gaillardia 5300 Gaillardia Boulevard Oklahoma City, Oklahoma 73142 | March 11, 2026 |
| ITEMS OF BUSINESS | |||
|---|---|---|---|
| Proposal · Board of Directors Recommendation · See Page | |||
| 1 | To elect two Class I directors, each to serve until the date of the 2029 annual meeting of stockholders and until his or her successor has been duly elected and qualified, or his or her earlier death, resignation or removal; | FOR each director nominee | 28 |
| 2 | To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2026; and | FOR | 31 |
| 3 | To approve, on an advisory basis, the compensation of our named executive officers. | FOR | 67 |
Stockholders will also transact such other business that may properly come before the Annual Meeting or any adjournment or postponement of the Annual Meeting.
| Voting | Adjournments and Postponements | |||
|---|---|---|---|---|
| In person Online By telephone By mail | To vote in person, you must attend the Annual Meeting and obtain and submit a ballot. The ballot will be provided at the Annual Meeting. You may vote by proxy online by following the instructions found on the proxy card. You may vote by proxy by calling the toll-free number found on the proxy card. You may vote by proxy by completing, signing, dating and promptly returning the enclosed proxy card in the postage-paid envelope. | Any action on the items of business described above may be considered at the Annual Meeting at the time and on the date specified above or at any time and date to which the Annual Meeting may be properly adjourned or postponed. Stockholder List A complete list of stockholders entitled to vote at the Annual Meeting will be available for inspection at the principal executive offices of the Company during regular business hours for a period of 10 calendar days ending on the day before the Annual Meeting. | ||
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING TO BE HELD ON MAY 4, 2026
In addition to delivering paper copies of these proxy materials to you by mail, this notice and the accompanying proxy statement, form of proxy and 2025 Annual Report are available at www.proxydocs.com/PAYC.
YOUR VOTE IS IMPORTANT. Regardless of whether you plan to attend the Annual Meeting, we urge you to vote your shares as soon as possible. For more information about voting, please refer to “Appendix B – Questions and Answers”.
By Order of the Board of Directors,
Chad Richison
Chief Executive Officer and
Chairman of the Board of Directors
Oklahoma City, Oklahoma
April 2, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.