Form 8-K

8-K — Paycom Software, Inc.

Accession: 0001193125-26-299695

Filed: 2026-07-09

Period: 2026-07-08

CIK: 0001590955

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — payc-20260708.htm (Primary)

EX-99.1 (payc-ex99_1.htm)

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8-K

8-K (Primary)

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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): July 8, 2026

Paycom Software, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-36393

(Commission

File Number)

80-0957485

(IRS Employer

Identification No.)

7501 W. Memorial Road, Oklahoma City, Oklahoma

(Address of principal executive offices)

73142

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

PAYC

New York Stock Exchange

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 July 8, 2026, the Board of Directors (the “Board”) of Paycom Software, Inc. (the “Company”) increased the size of the Board from six directors to eight directors and appointed (i) Craig E. Boelte to the Board to serve as a Class I director and (ii) William Kerber to the Board to serve as a Class III director. Mr. Kerber was also appointed to serve on the audit committee of the Board concurrently with his appointment to the Board.

Since his retirement in February 2025, Mr. Boelte, 62, has devoted his time to overseeing and managing his family office and its investment portfolio, as well as serving as a member of the board of directors for Kirkpatrick Bank. He previously served as the Company’s (i) Chief Financial Officer from February 2006 to February 2025, (ii) Treasurer from May 2017 to February 2025 and (iii) Secretary from May 2017 to February 2024. Before joining the Company, Mr. Boelte founded and ran his own accounting firm for 11 years. Prior to that, Mr. Boelte spent nine years at Deloitte & Touche. Mr. Boelte has nearly 40 years of experience in the workforce management and HR industry. Mr. Boelte is a member of the Oklahoma Society of CPAs and the American Institute of CPAs. Mr. Boelte received his bachelor’s degree in business administration and his master’s degree in accounting from Oklahoma State University.

Mr. Kerber, 50, is the Chief Executive Officer of Human Mode, LLC, a robotics company focused on advancing humanoid and collaborative robotic systems that can assist humans in unpredictable environments. Prior to founding Human Mode, Mr. Kerber served as the Company’s Chief Information Officer from July 2007 to October 2017. He joined the Company in 1999 as one of its original employees and served as a software developer and network architect. Mr. Kerber has over 25 years of software development and network design experience. Mr. Kerber received his bachelor’s degree in computer science from the University of Oklahoma. He previously served on the University of Oklahoma School of Computer Science’s board of advisors, is an OU Felgar Society distinguished graduate recipient and sponsored the William Kerber Software Studio.

Each of Mr. Boelte and Mr. Kerber will receive the Company’s standard compensation for non-employee directors, which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2026. There are no arrangements or understandings between Mr. Boelte or Mr. Kerber and any other person pursuant to which Mr. Boelte or Mr. Kerber was named a director of the Company. Neither Mr. Boelte nor Mr. Kerber has any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On July 9, 2026, the Company issued a press release announcing the appointment of each of Mr. Boelte and Mr. Kerber to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities 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, dated July 9, 2026, issued by Paycom Software, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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:

July 9, 2026

By:

/s/ Robert D. Foster

Robert D. Foster

Chief Financial Officer

EX-99.1

Filename: payc-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Craig Boelte and William Kerber appointed to Paycom’s board of directors

OKLAHOMA CITY (July 9, 2026) — Paycom Software, Inc. (NYSE: PAYC) (“Paycom”), a leading provider of comprehensive, cloud-based human capital management software, today announced the appointment of Craig Boelte and William Kerber to its board of directors, effective July 8, 2026. The appointments increase the size of the board from six to eight directors.

“Craig and William have each played an important role in Paycom’s success,” said Chad Richison, Paycom founder, CEO and chairman. “Their deep knowledge of our business, industry expertise and longstanding commitment to our mission will provide valuable insight as we continue to drive innovation and create long-term value for our clients, employees and stockholders.”

Since Boelte’s retirement as Paycom’s chief financial officer in 2025, he has devoted his time to overseeing and managing his family office and its investment portfolio, as well as serving as a member of the board of directors for Kirkpatrick Bank. Boelte was Paycom’s chief financial officer for nearly 20 years and was instrumental in its transition to a public company in 2014 and subsequent rapid revenue growth, from $108 million in 2013 to approaching $2 billion in the year prior to his retirement. Before joining Paycom, he founded and ran his own accounting firm for 11 years, following nine years at Deloitte & Touche. He has nearly 40 years of experience in the workforce management and HR industry. Boelte received his bachelor’s degree in business administration and his master’s degree in accounting from Oklahoma State University.

“I’m honored to rejoin Paycom in this new capacity and continue serving a company that has been such a meaningful part of my career,” said Boelte. “I look forward to supporting the company’s continued success and helping advance its mission to simplify business and empower employees through technology.”

Kerber is the chief executive officer of Human Mode, LLC, a robotics company focused on advancing humanoid and collaborative robotic systems that can assist humans in unpredictable environments. Prior to founding Human Mode, he was one of the original employees of Paycom, starting with the company in 1999 — almost immediately after its founding — and serving as a software developer and network architect. He was promoted to chief information officer in 2007 and held that position until he left the company in 2017. Kerber received his bachelor’s degree in computer science from the University of Oklahoma. He previously served on the University of Oklahoma School of Computer Science’s board of advisers, is an OU Felgar Society distinguished graduate recipient and sponsored the William Kerber Software Studio.

“Paycom has long set the standard for innovation in HR and payroll technology, and I’m honored to join the board of directors at such an exciting time,” said Kerber. “I look forward to supporting the company as it continues to lead the industry through automation, deliver exceptional value for clients and drive long-term growth.”

About Paycom

Paycom Software, Inc. (NYSE: PAYC) is a cloud-based human capital management software provider that allows organizations of all sizes across the U.S. and internationally to set numerous HR and payroll tasks to “automatic” through employee-first technology. Built on a truly single database, Paycom’s full-solution automation manages the entire employment life cycle, helping organizations streamline processes and improve data accuracy. With its industry-first AI engine, IWant™, Paycom provides instant access to accurate employee data without requiring users to navigate or learn the software. For over 25 years, Paycom has been repeatedly recognized by third‑party reviewers as a leading payroll and HCM solution.

Investor Relations:

James Samford

investors@paycom.com

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