UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) April 16, 2018
Paycom Software, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36393 | 80-0957485 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 7501 W. Memorial Road, Oklahoma City, Oklahoma | 73142 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (405) 722-6900
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company 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).
Emerging growth company ☐
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 16, 2018, the Board of Directors (the “Board”) of Paycom Software, Inc. (the “Company”) appointed Jon Evans as Chief Operating Officer of the Company.
Mr. Evans, 52, has served as the Company’s Senior Executive Vice President of Operations from March 2017 to April 2018, as the Company’s Executive Vice President of Accounting from December 2016 to March 2017 and as the Company’s Director of Accounting from December 2014 to December 2016. Before joining the Company, Mr. Evans served as the Chief Operating Officer of Chickasaw Nation Industries-Commercial, Inc., a holding company with businesses in multiple industries including business support services, defense logistics and manufacturing, from March 2011 to December 2014. Mr. Evans has over 31 years of senior financial and operations management experience. He earned his bachelor’s degree in business administration from Oklahoma State University.
Pursuant to Mr. Evans’s employment arrangement with the Company, he receives an annual salary of $288,750 and is entitled to participate in the Paycom Software, Inc. Annual Incentive Plan (the “Annual Incentive Plan”), pursuant to which he received a cash bonus of $109,998.80 for his performance during 2017.
| Item 7.01 | Regulation FD Disclosure. |
On April 17, 2018, the Company announced that the Board appointed Brad Smith as Chief Information Officer of the Company.
Mr. Smith, 48, has served as the Company’s Director of Software Development from January 2012 to April 2018 and as the Company’s Director of Information Technology from May 2005 to January 2012. Before joining the Company, Mr. Smith served as Senior Technical Consultant at BearingPoint from October 2003 to May 2005 and as Manager of Software Development and Business Intelligence at Fleming Companies, Inc. from May 1995 to October 2003. Mr. Smith has over 27 years of information technology and software development experience. He earned his bachelor’s degree in management information systems from Oklahoma State University.
Pursuant to Mr. Smith’s employment arrangement with the Company, he receives an annual salary of $300,000 and is entitled to participate in the Annual Incentive Plan, pursuant to which he received a cash bonus of $101,146.40 for his performance during 2017.
The Company issued a press release announcing the appointments of Mr. Evans as Chief Operating Officer and Mr. Smith as Chief Information Officer, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1.
The information furnished pursuant to Item 7.01 (including Exhibit 99.1 hereto), shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description of Exhibit | |
| 99.1 | Press Release issued April 17, 2018. | |
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: April 17, 2018 | By: | /s/ Craig E. Boelte | ||||||
| Name: | Craig E. Boelte | |||||||
| Title: | Chief Financial Officer | |||||||
Exhibit 99.1
Paycom Appoints Chief Operating Officer, Chief Information Officer
OKLAHOMA CITY—(BUSINESS WIRE)— Paycom Software, Inc. (“Paycom”) (NYSE: PAYC), a leading provider of comprehensive, cloud-based human capital management software, today announced the appointments of Jon Evans to chief operating officer (COO) and Brad Smith to chief information officer (CIO), effective April 16, 2018.
“I am incredibly pleased to announce these promotions as both Jon and Brad have demonstrated the leadership and aptitude to serve in their new capacities,” said Chad Richison, Paycom’s founder and chief executive officer. “They have been instrumental in our ability to further the innovation of our software and drive client adoption while continuing to make our clients successful in today’s rapidly changing business environment.”
Prior to becoming COO, Evans was Paycom’s senior executive vice president of operations after serving as executive vice president of accounting. Prior to joining Paycom in 2014 as its director of accounting, Evans served as the chief operating officer of Chickasaw Nation Industries-Commercial, Inc., a holding company with businesses in multiple industries, including business support services, defense logistics and manufacturing. Evans has more than 31 years of senior financial and operations management experience. He earned his bachelor’s degree in business administration from Oklahoma State University.
“I look forward to continuing the momentum we’ve built, leading our motivated workforce and helping our clients continually engage their employees through our software,” Evans said.
Smith has been with Paycom since 2005, when he was hired as the director of information technology. In 2012, he was promoted to director of software development. Before joining Paycom, Smith served as senior technical consultant at BearingPoint since 2003 and as manager of software development and business intelligence at Fleming Companies, Inc. from 1995 to 2003. Smith earned his bachelor’s degree in management information systems from Oklahoma State University and brings more than 27 years of information technology and software development experience.
“Being with Paycom for 13 years has been extremely rewarding and I look forward to continuing to build on the innovation and excellence that has made our software solution the leader it is today among organizations across the country,” Smith said.
As COO, Evans will continue to oversee Paycom’s ongoing business operations and will manage program directors who oversee the main facets of the organization’s operations. As CIO, Smith will continue to be responsible for the ongoing development of Paycom’s proprietary payroll and human capital management software.
Forward-Looking Statements
Certain statements in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements that look to future events and include, but are not limited to, statements regarding our business strategy; trends, opportunities and risks affecting our business, industry and financial results; future expansion or growth plans and potential for future growth; and our plan to open additional sales offices and our ability to effectively execute such plan. In addition, forward-looking statements also consist of statements involving trend analyses and statements including such words as “anticipate,” “believe,” “could,” “expect,” “may,” “might,” “plan,” “would,” and similar expressions or the negative of such terms or other comparable terminology. These forward-looking statements speak only as of the date
hereof and are subject to business and economic risks. As such, our actual results may differ materially from those set forth in the forward-looking statements as a result of the factors discussed in our filings with the Securities and Exchange Commission, including but not limited to those discussed in our Annual Report on Form 10-K for the year ended Dec. 31, 2017. We do not undertake any obligation to update or revise the forward-looking statements to reflect events that occur or circumstances that exist after the date on which such statements were made, except to the extent required by law.
About Paycom
As a leader in payroll and HR technology, Oklahoma City-based Paycom redefines the human capital management industry by allowing companies to effectively navigate a rapidly changing business environment. Its cloud-based software solution is based on a core system of record maintained in a single database for all human capital management functions, providing the functionality that businesses need to manage the complete employment life cycle, from recruitment to retirement. Paycom has the ability to serve businesses of all sizes and in every industry. As one of the leading human capital management providers, Paycom serves clients in all 50 states from offices across the country.
Paycom Software, Inc.
Media Contact:
Kathy Oden-Hall, 800-580-4505
CMO
media@paycom.com
or
Investor Relations Contact:
David Niederman, 855-603-1620
investors@paycom.com