Statement of Changes in Beneficial Ownership (4)
November 05 2020 - 4:19PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Smith Bradley Scott |
2. Issuer Name and Ticker or Trading Symbol
Paycom Software, Inc.
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PAYC
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Information Officer |
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(Last)
(First)
(Middle)
7501 W. MEMORIAL ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/3/2020 |
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(Street)
OKLAHOMA CITY, OK 73142
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 10/9/2020 | | G |
V
| 1000 | D | $0.00 | 17827 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 22 | D | $365.308 (3) | 17805 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 62 | D | $366.447 (4) | 17743 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 181 | D | $367.418 (5) | 17562 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 183 | D | $368.665 (6) | 17379 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 262 | D | $369.488 (7) | 17117 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 198 | D | $370.401 (8) | 16919 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 77 | D | $371.187 (9) | 16842 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 12 | D | $372.208 (10) | 16830 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | 11/3/2020 | | S(2) | | 3 | D | $373.03 | 16827 | I | By Bradley Scott Smith Revocable Trust, dated October 30, 2017 (1) |
| Common Stock | | | | | | | | 25041 (11) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | The Bradley Scott Smith Revocable Trust, dated October 30, 2017 (the "Bradley Scott Smith Revocable Trust") is a revocable trust for the benefit of the reporting person, his spouse, and his children. The reporting person is the trustor and, with his spouse, a co-trustee of the Bradley Scott Smith Revocable Trust. Accordingly, the reporting person reports beneficial ownership of all of the shares of common stock held by the Bradley Scott Smith Revocable Trust but disclaims beneficial ownership except to the extent of his and his spouse's pecuniary interest therein. |
| (2) | The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 1, 2020. |
| (3) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $364.79 to $365.50, inclusive. The reporting person undertakes to provide to Paycom Software, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (4) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $366.00 to $366.93, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (5) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $367.00 to $367.98, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (6) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $368.00 to $368.98, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (7) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $369.00 to $369.99, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (8) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $370.00 to $370.99, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (9) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $371.00 to $371.80, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (10) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $372.00 to $372.31, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| (11) | Includes 23,326 unvested shares of restricted stock. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Smith Bradley Scott
7501 W. MEMORIAL ROAD
OKLAHOMA CITY, OK 73142 |
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| Chief Information Officer |
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Signatures
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| /s/ Bradley Scott Smith | | 11/4/2020 |
| **Signature of Reporting Person | Date |
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