Felicia Williams exits Paycom (PAYC) board; audit chair role shifts

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Paycom Software, Inc. reported that director Felicia Williams has notified the Board of her retirement from the Board and all its committees, effective September 30, 2025. At that time, the Board size will be reduced from eight to seven directors, reflecting her departure.

The company stated that Ms. Williams’s retirement is not due to any disagreement with Paycom on operations, policies, or practices. Following her retirement, Frederick C. Peters II will become chairperson of the Board’s audit committee, providing continuity in this key oversight role.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

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Accepted by SEC EDGAR 09/18/2025 - 04:05 PM

FAQ

What board change did Paycom Software (PAYC) disclose in this 8-K?

Paycom disclosed that director Felicia Williams will retire from its Board and all committees effective September 30, 2025. After her retirement, the Board size will decrease from eight to seven directors, and the audit committee leadership will be reassigned.

When is Felicia Williams retiring from the Paycom Software (PAYC) Board?

Felicia Williams will retire from the Paycom Board and all committees effective September 30, 2025. She notified the Board of her decision on September 16, 2025, giving the company time to plan succession and adjust its Board structure.

Did Felicia Williams leave Paycom (PAYC) due to a disagreement with the company?

No. Paycom stated that Felicia Williams’s retirement is not in connection with any disagreement with the company regarding its operations, policies, or practices. This indicates an orderly, non-adversarial transition from her role on the Board.

How will Felicia Williams’s retirement affect the size of Paycom’s Board?

Upon Felicia Williams’s retirement effective September 30, 2025, Paycom’s Board will be reduced from eight to seven directors. This explicit reduction reflects her departure rather than an expansion or immediate replacement of the vacant Board seat.

Who will chair Paycom Software’s audit committee after Felicia Williams retires?

After Felicia Williams retires on September 30, 2025, Frederick C. Peters II will replace her as chairperson of the audit committee. This ensures continued leadership over the company’s financial reporting and audit oversight at the Board committee level.

What SEC item does this Paycom Software (PAYC) 8-K relate to?

The 8-K relates to Item 5.02, which covers departures of directors or certain officers, elections of directors, appointments of certain officers, and compensatory arrangements. It specifically addresses a director’s retirement and subsequent audit committee leadership change.

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): September 16, 2025

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 September 16, 2025, Felicia Williams notified the Board of Directors (the “Board”) of Paycom Software, Inc. (the “Company”) of her retirement from the Board and all committees thereof, effective September 30, 2025. Effective as of Ms. Williams’s retirement, the size of the Board will be reduced from eight to seven directors. Ms. Williams’s retirement is not in connection with any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Frederick C. Peters II will replace Ms. Williams as the chairperson of the audit committee of the Board, effective as of Ms. Williams’s retirement.

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: September 18, 2025	By:	/s/ Robert D. Foster
	Name:	Robert D. Foster
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR