UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On April 21, 2023, the Board of Directors (the “Board”) of Paycom Software, Inc. (the “Company”) amended and restated the Company’s existing amended and restated bylaws (as so amended and restated, the “Amended and Restated Bylaws”) to remove the requirements that, in connection with the nomination of any nominee to stand for election to the Board, a proposing stockholder’s timely notice to the Secretary of the Company set forth or include as to the proposing stockholder (i) any plans or proposals on the part of such proposing stockholder or any related person of such proposing stockholder to nominate directors at any other public company within the following 12 months and (ii) any proposals or nominations submitted on behalf of such proposing stockholder or any related person of such proposing stockholder seeking to nominate directors at any other public company within the previous 36 months, whether or not such proposal or nomination was publicly disclosed.
The foregoing description of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, a copy of which is filed with this Current Report on Form 8-K as Exhibit 3.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description of Exhibit | |
| 3.1 | Amended and Restated Bylaws of 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: April 24, 2023 | By: | /s/ Craig E. Boelte | ||||
| Name: | Craig E. Boelte | |||||
| Title: | Chief Financial Officer | |||||