8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report: July 19, 2017

(Date of earliest event reported)

PAYCHEX, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	0-11330		16-1124166
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification Number)
911 PANORAMA TRAIL SOUTH, ROCHESTER, NEW YORK		14625-2396
(Address of principal executive offices)		(Zip Code)

(585) 385-6666

(Registrant’s telephone number, including area code)

N/A

(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 (§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 July 19, 2017, Paychex, Inc. (the “Company”) announced that the Board of Directors (the “Board”) has appointed Kara Wilson to the Board.  The Company’s press release dated July 19, 2017, announcing the appointment of Ms. Wilson, is furnished as Exhibit 99.1 to this Current Report on Form 8-K (“Form 8-K”).  Ms. Wilson succeeds Pamela A. Joseph, who resigned her position with the Board earlier this year.

Ms. Wilson, age 47,  currently serves as the Chief Marketing Officer of Rubrik, a market leader in cloud data management, since June 2017.  From 2013 to June 2017, she served as Executive  Vice President and Chief Marketing Officer of FireEye, Inc., a cyber-security firm.  From 2012 to 2013, she served as Chief Marketing Officer of Okta, Inc., an information technology access security solutions company. 

Ms. Wilson has more than 20 years of experience in marketing leadership roles for some of the technology industry’s most significant companies, including Cisco, SAP, SuccessFactors, PeopleSoft/Oracle, Okta, and FireEye.   While Chief Marketing Officer at FireEye, she helped launch the company’s initial public offering and was responsible for the organization’s global marketing initiatives. She is a graduate of the University of California, Berkeley. 

Ms. Wilson’s appointment to the Board is effective immediately.  She has been appointed to serve on the Audit Committee of the Board.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

The following exhibit relating to Item 5.02 of this Form 8-K is furnished herewith:

Exhibit 99.1 Press Release of Paychex, Inc. dated July 19, 2017.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		PAYCHEX, INC.
Date:	July 19, 2017	/s/ Martin Mucci
		Martin Mucci
		President and Chief Executive Officer
Date:	July 19, 2017	/s/ Efrain Rivera
		Efrain Rivera
		Senior Vice President, Chief Financial Officer, and Treasurer

EX-99.1

EXHIBIT 99.1

PRESS RELEASE OF PAYCHEX, INC. DATED JULY 19, 2017

For Immediate Release

Paychex Elects New Board Member
Kara Wilson ischief marketing officer of Rubrik, a leading cloud data management company, and has 20+ years marketing leadership experience with top technology companies

Rochester, N.Y.  (July 19, 2017) – Paychex, Inc., a leading provider of integrated human capital management solutions for small- to medium-sized businesses, today announced that the Paychex Board of Directors has electedKara Wilson as a board member.  Ms. Wilson is chief marketing officer of Rubrik, a market leader in cloud data management. She succeeds Pamela A. Joseph, who resigned her position with the Paychex Board of Directors earlier this year.

Ms.  Wilson has more than 20 years of experience in marketing leadership roles for some of the technology industry’s most significant companies. Immediately prior to joining Rubrik, she was executive vice president and chief marketing officer of cybersecurity firm FireEye, Inc. (NASDAQ: FEYE). In her position with FireEye, Ms. Wilson helped launch the company’s initial public offering (IPO) and was responsible for the organization’s global marketing initiatives.

“Kara Wilson brings a wealth of experience to the Paychex Board of Directors,” said Paychex president and CEO Martin Mucci. “Her many years in marketing leadership at influential technology companies such as Cisco, SAP, SuccessFactors, and FireEye will provide great insight for our growth as a technology and service leader in providing human capital management solutions, as well as our expanded investment in digital marketing initiatives.  Kara will be a valuable addition to the Paychex Board of Directors.”

Ms. Wilson holds a Bachelor of Science degree from the University of California, Berkeley.  Her appointment to the Paychex Board of Directors is effective immediately.

About Paychex

Paychex, Inc. (NASDAQ: PAYX) is a leading provider of integrated human capital management solutions for payroll, HR, retirement, and insurance services. By combining its innovative software-as-a-service technology and mobility platform with dedicated, personal service, Paychex empowers small- and medium-sized business owners to focus on the growth and management of their business. Backed by 45 years of industry expertise, Paychex serves approximately 605,000 payroll clients as of May 31, 2017 across more than 100 locations and pays one out of every 12 American private sector employees. Learn more about Paychex by visiting www.paychex.com, and stay connected on Twitter and LinkedIn.

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EXHIBIT 99.1

PRESS RELEASE OF PAYCHEX, INC. DATED JULY 19, 2017

Media Contact:

Laura Saxby Lynch
Director, Corporate Communications

Paychex, Inc.

585-383-3074

lsaxbylynch@paychex.com

@PaychexNews