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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Paycom Software, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”) on May 2, 2022. A total of 53,328,181 shares of the Company’s common stock were present in person or represented by proxy at the Annual Meeting. The matters submitted for a vote and the related results are set forth below. A more detailed description of each proposal was included in the Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 31, 2022.
Proposal 1: Election of three Class III directors, each to serve until the date of the 2025 annual meeting of stockholders and until his successor has been duly elected and qualified, or his earlier death, resignation or removal
| Nominees |
Votes Cast For |
Votes Withheld |
Broker Non-Votes | |||
| Jason D. Clark |
25,084,784.96 | 24,224,822.72 | 4,018,573.31 | |||
| Henry C. Duques |
32,517,451.51 | 16,792,156.16 | 4,018,573.31 | |||
| Chad Richison |
35,961,833.13 | 13,352,494.55 | 4,013,853.31 |
Proposal 2: Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022
| Votes Cast For |
Votes Cast Against |
Abstentions | ||
| 52,985,597.02 |
332,764.80 | 9,819.16 |
Proposal 3: Advisory approval of the compensation of the Company’s named executive officers
| Votes Cast For |
Votes Cast Against |
Abstentions |
Broker Non-Votes | |||
| 24,275,912.02 |
24,973,777.47 | 68,032.18 | 4,010,459.31 |
Proposal 4: Advisory vote on the frequency of future advisory votes on executive compensation
| 1 Year |
2 Years |
3 Years |
Abstentions | |||
| 48,709,353.70 |
31,210.78 | 551,002.21 | 26,113.98 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PAYCOM SOFTWARE, INC. | ||||||
| Date: May 6, 2022 | By: | /s/ Craig E. Boelte | ||||
| Name: | Craig E. Boelte | |||||
| Title: | Chief Financial Officer | |||||
