Paycom Software 13D/A Filing by Chad R. Richison

TL;DR

Chad Richison updated his Paycom stake filing (13D/A) on 12/13/24.

AI Summary

Chad R. Richison, through ERNEST GROUP, INC., has filed an amendment (Amendment No. 18) to their Schedule 13D for Paycom Software, Inc. on December 13, 2024. The filing pertains to the common stock of Paycom Software, Inc., with the CUSIP number 70432V102. The filing was made under the Securities Exchange Act of 1934.

Why It Matters

This filing indicates a significant update to the beneficial ownership of Paycom Software, Inc. by a key insider, which could signal changes in control or strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings, especially amendments, can signal significant changes in a company's ownership structure or activist investor involvement, potentially impacting stock price.

Key Numbers

• Amendment No. 18 — Filing Amendment (Indicates this is a significant update to previous filings)
• December 13, 2024 — Filing Date (Date of the current filing)

Key Players & Entities

• Chad R. Richison (person) — Filing person and beneficial owner
• ERNEST GROUP, INC. (company) — Entity through which filing person holds shares
• Paycom Software, Inc. (company) — Subject company
• Greg R. Samuel, Esq. (person) — Authorized person to receive notices
• Rosebud Nau, Esq. (person) — Authorized person to receive notices
• Haynes and Boone, LLP (company) — Legal counsel for filing person

FAQ

Key Financial Figures

• $0.01 — es to shares of common stock, par value $0.01 per share (Common Stock), of Paycom Sof
• $227.55 — n 11/07/2024 Chad Richison (945) $227.55 $226.97 - $227.93 Sale pursuant to
• $226.97 — 2024 Chad Richison (945) $227.55 $226.97 - $227.93 Sale pursuant to a 10b5-1 p
• $227.93 — Richison (945) $227.55 $226.97 - $227.93 Sale pursuant to a 10b5-1 plan 11/0
• $228.30 — n 11/07/2024 Chad Richison (790) $228.30 $227.97 - $228.94 Sale pursuant to
• $227.97 — 2024 Chad Richison (790) $228.30 $227.97 - $228.94 Sale pursuant to a 10b5-1 p
• $228.94 — Richison (790) $228.30 $227.97 - $228.94 Sale pursuant to a 10b5-1 plan 11/0
• $229.32 — n 11/07/2024 Chad Richison (191) $229.32 $229.05 - $229.83 Sale pursuant to
• $229.05 — 2024 Chad Richison (191) $229.32 $229.05 - $229.83 Sale pursuant to a 10b5-1 p
• $229.83 — Richison (191) $229.32 $229.05 - $229.83 Sale pursuant to a 10b5-1 plan 11/0
• $230.70 — an 11/07/2024 Chad Richison (24) $230.70 N/A Sale pursuant to a 10b5-1 plan
• $224.73 — n 11/08/2024 Chad Richison (195) $224.73 $224.25 - $225.23 Sale pursuant to
• $224.25 — 2024 Chad Richison (195) $224.73 $224.25 - $225.23 Sale pursuant to a 10b5-1 p
• $225.23 — Richison (195) $224.73 $224.25 - $225.23 Sale pursuant to a 10b5-1 plan 11/0
• $225.83 — n 11/08/2024 Chad Richison (530) $225.83 $225.25 - $226.24 Sale pursuant to

Filing Documents

• d902584dsc13da.htm (SC 13D/A) — 102KB
• d902584dex993.htm (EX-99.3) — 41KB
• g902584dsp1.jpg (GRAPHIC) — 6KB
• 0001193125-24-278791.txt ( ) — 152KB

is hereby amended and supplemented as follows

Item 3 is hereby amended and supplemented as follows: The information set forth in the second paragraph of Item 6 of this Amendment is incorporated by reference into this Item 3. Item4. Purpose of Transaction.

is hereby amended and supplemented as follows

Item 4 is hereby amended and supplemented as follows: On December 12, 2024, Ernest Group entered into a Sales Plan (the December 2024 10b5-1 Plan) with JPMS, pursuant to which JPMS is authorized to sell up to 600,000 shares of Common Stock on behalf of Ernest Group during the period beginning on the later of (i) March 13, 2025 and (ii) the third trading day following disclosure of the Issuers financial results on Form 10-K for the year ended December 31, 2024, and ending September 13, 2025, subject to earlier termination in accordance with the terms of the December 2024 10b5-1 Plan and applicable laws, rules and regulations. Transactions under the December 2024 10b5-1 Plan will be subject to certain price restrictions and other restrictions under the terms of the December 2024 10b5-1 Plan. The December 2024 10b5-1 Plan is intended to comply with the requirements of Rule 10b5-1(c) promulgated under the Act. The foregoing description of the December 2024 10b5-1 Plan is qualified in its entirety by reference to the full text of the December 2024 10b5-1 Plan, a form of which is attached hereto as Exhibit 99.3 and incorporated herein by reference. Item5. Interest in Securities of the Issuer.

is hereby amended and restated in its entirety as follows

Item 5 is hereby amended and restated in its entirety as follows: (a)-(b) Each Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this Schedule 13D. Each Reporting Person may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of Section 13(d) or 13(g) of the Act. Each Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer; or (ii) a member of any syndicate or group with respect to the Issuer or any securities of the Issuer. As of December 13, 2024, the Reporting Persons may be deemed to beneficially own the shares of Common Stock set forth in the table below: Reporting Person Number of Shares Beneficially Owned Percentage of Outstanding Shares Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Ernest Group, Inc. 3,427,249 5.9 % (1) 0 3,427,249 0 3,427,249 Chad Richison 6,077,193 (2) 10.5 % (1) 2,630,210 3,446,983 (3) 2,630,210 3,446,983 (3) (1) Based on 57,662,043 shares of Common Stock outstanding, including 1,775,788 shares of restricted stock, as of October 22, 2024, as disclosed in the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, filed by the Issuer with the SEC on October 31, 2024. (2) Consists of (a) 2,630,210 shares

is hereby amended and supplemented as follows

Item 6 is hereby amended and supplemented as follows: The information set forth in Item 4 of this Amendment is incorporated by reference into this Item 6. Gift Transfers On November 26, 2024, Mr. Richison gifted 100,000 shares of Common Stock to a non-profit organization. On December 4, 2024, Mr. Richison gifted 600 shares of Common Stock to various recipients. The number of shares of Common Stock reported as beneficially owned by Mr. Richison gives effect to these transactions On December 4, 2024, Mr. Richison gifted 75 shares of Common Stock to each of the FPR Trust, the RWP Trust, the LWR Trust, the KGR Trust, the SER Trust, the CBP Trust, the ALR Trust and the IDR Trust. The number of shares of Common Stock reported as beneficially owned by Mr. Richison gives effect to these transactions. Item7. Material to be Filed as Exhibits.

is hereby amended and restated in its entirety as follows

Item 7 is hereby amended and restated in its entirety as follows: The following exhibits are filed as exhibits hereto: Exhibit Description of Exhibit 99.1 Joint Filing Agreement, dated August 10, 2023, by and between Chad Richison and Ernest Group, Inc. (incorporated by reference to Exhibit 99.1 to the Schedule 13D filed by the Reporting Persons with the SEC on August 11, 2023). 99.2 Letter Agreement, by and between the Issuer and Chad Richison, dated February 7, 2024 (incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K filed by the Issuer with the SEC on February 7, 2024). 99.3* Form of Sales Plan, dated December 12, 2024, by and between Ernest Group, Inc. and J.P. Morgan Securities LLC. * Filed herewith SIGNATURE After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, each of the undersigned, severally and not jointly, certifies that the information set forth in this statement is true, complete and correct. Date: December 13, 2024 ERNEST GROUP, INC. By: /s/ Chad Richison Name: Chad Richison Title: Director CHAD RICHISON /s/ Chad Richison ANNEX B RECENT TRANSACTIONS BY THE REPORTING PERSONS With respect to certain sales transactions reported below, the amount reported in the Price Per Share column is a weighted average price. The shares of Common Stock were sold in multiple transactions at prices within the range reported in the Price Range column. The Reporting Persons undertake to provide to the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth below. Transaction Date Effecting Person(s) Shares Acquired or (Disposed) Price Per Share Price Range Description of Transaction 11/07/2024 Chad Richison (945) $227.55 $226.97 - $227.93 Sale pursuant to a 10b5-1 plan 11/07/2024 Chad Richison (790) $228.30 $227.97 - $228.94 Sale pursuant to a 10b5-1 plan 11/07

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