MERCADO INMOBILIARIO Niveles Socio Económicos

The following table sets forth certain information with respect to the beneficial ownership of our common stock as of March 31, 2014, and as adjusted to reflect the sale of common stock offered by us in our initial public offering, for:

• each person, or group of affiliated persons, known by us to be the beneficial owner of more than 5% of our voting securities;

• each of our directors;

• each of our named executive officers;

• all of our directors and executive officers as a group; and • each of the selling stockholders.

We have determined beneficial ownership in accordance with the rules of the SEC. Under such rules, a person is generally deemed to beneficially own a security if such person has sole or shared voting or investment power with respect to that security, including with respect to options and warrants that are currently exercisable or exercisable within 60 days. Except as indicated by the footnotes below, we believe, based on the information furnished to us, that the persons and entities named in the table below have sole voting and investment power with respect to all shares of common stock that they beneficially own, subject to community property laws where applicable. Each of the persons and entities named in the table below acquired their shares of common stock pursuant to the Reorganization. See “The Reorganization” for additional information.

Applicable percentage ownership is based on 53,808,304 shares of common stock outstanding at

April 14, 2014. For purposes of the table below, we have assumed that 4,606,882 shares of common stock will be issued by us in our initial public offering and that the underwriters will not exercise their option to purchase up to an additional 996,750 shares of common stock. In computing the number of shares of common stock beneficially owned by a person and the percentage ownership of that person, we deemed to be outstanding all unvested shares of restricted stock because holders of unvested restricted stock under the 2014 Plan hold the right to vote such stock. The table below excludes any shares of common stock that may be purchased through the Directed Share Program.

Shares Beneficially Owned

Prior to Offering _{Shares Being} Offered

Shares Beneficially Owned After Offering

Name of Beneficial Owner(1) _{Number % Number %}

5% Stockholders:

Welsh, Carson, Anderson & Stowe X, L. P.(2) _{. . . . 30,425,136 56.5 1,856,424 28,568,712 48.9}

WCAS Capital Partners IV, L. P.(2)_{. . . . 323,307 * 19,727 303,580 *}

WCAS Management Corporation(2) _{. . . . 163,337 * 9,967 153,370 *}

Ernest Group, Inc.(3) _{. . . . 7,170,999 13.3 — 7,170,999 12.3}

Non-Employee Directors: Robert J. Levenson(4) _{. . . . 628,745 1.2 152,000 476,745 *} Rob Minicucci . . . — — — — — Conner Mulvee . . . — — — — — Frederick C. Peters II . . . — — — — — Sanjay Swani . . . — — — — — Named Executive Officers:

Chad Richison(6) _{. . . . 13,018,729 24.2 — 13,018,729 22.3}

Craig E. Boelte(7) _{. . . . 545,769 1.0 — 545,769 *}

Jeffrey D. York(8)_{. . . . 1,367,391 2.5 — 1,367,391 2.3}

William X. Kerber III(9) _{. . . . 1,343,175 2.5 — 1,343,175 2.3}

All directors and current executive officers as a group

(9 persons) . . . 16,903,809 31.4 152,000 16,751,809 28.7

(1) Unless otherwise indicated, the address of each beneficial owner in the table above is c/o Paycom Software, Inc., 7501 W. Memorial Road, Oklahoma City, Oklahoma 73142.

(2) The stockholders are WCAS X, WCAS Capital IV and WCAS Management Corporation. WCAS X Associates LLC, or X Associates, is the general partner of WCAS X. The managing members of X Associates are Pat Welsh, Bruce Anderson, Russ Carson, Tony de Nicola, Paul Queally, Jon Rather, Sanjay Swani, Scott Mackesy, Sean Traynor, Eric Lee, Mike Donovan, Brian Regan, Tom Scully and Tony Ecock. As a result, and by virtue of the relationships described above, each of the managing members of X Associates may be deemed to share beneficial ownership of the shares owned by WCAS X. The general partner of WCAS Capital IV is WCAS CP IV Associates LLC, or CP Associates. The managing members of CP Associates are Pat Welsh, Bruce Anderson, Russ Carson, Tony de Nicola, Paul Queally, Jon Rather, Sanjay Swani, Scott Mackesy, Sean Traynor, Eric Lee, Mike Donovan, Brian Regan, Tom Scully and Tony Ecock. As a result, and by virtue of the relationships described above, each of the managing members of CP Associates may be deemed to share beneficial ownership of the shares owned by WCAS Capital IV. WCAS Management Corporation is an affiliate of Welsh, Carson, Anderson & Stowe. The members of the board of directors of WCAS Management Corporation are Jon Rather, Paul Queally, Tony de Nicola and Russ Carson. As a result, and by virtue of the relationships described above, each of the directors of WCAS Management Corporation may be deemed to share beneficial ownership of the shares owned by WCAS Management Corporation. The address of each of the entities identified in this footnote is 320 Park Avenue, Suite 2500, New York, New York 10022.

(3) Ernest Group, Inc. is a private corporation that is wholly owned by Mr. Richison and certain trusts for Mr. Richison’s children, for which Mr. Richison serves as trustee. Mr. Richison may be deemed to beneficially own the shares of common stock owned by Ernest Group, Inc.

(4) Includes 78,593 shares of common stock owned by the ELK II 2012 Descendants’ Trust u/a dated December 26, 2012, or the ELK Trust, and 78,593 shares of common stock owned by the SLY II 2012 Descendants’ Trust u/a dated December 26, 2012, or the SLY Trust, for which Mr. Levenson is the settlor of the trust. Also includes 157,186 shares of common stock owned by Lenox Capital Group, LLC, for which Mr. Levenson is the managing member. Mr. Levenson plans to sell an aggregate of 152,000 shares of common stock in this offering, consisting of 38,500 shares of common stock owned by the ELK Trust, 38,500 shares of common stock owned by the SLY Trust and 75,000 shares of common stock owned by Lenox Capital Group, LLC.

(6) Includes 7,170,999 shares of common stock owned by Ernest Group, Inc., 229,135 shares of common stock owned by The Ruby Group, Inc. and 5,029,219 shares of restricted stock. Mr. Richison is the sole director of Ernest Group, Inc. and Ernest Group, Inc. is wholly owned by Mr. Richison and certain trusts for Mr. Richison’s children, for which Mr. Richison serves as trustee. Mr. Richison may be deemed to

beneficially own the shares of common stock owned by Ernest Group, Inc. Mr. Richison is the sole director and sole shareholder of The Ruby Group, Inc. and may be deemed to beneficially own the shares of common stock owned by The Ruby Group, Inc.

(7) Includes 394,899 shares of restricted stock. (8) Includes 400,784 shares of restricted stock.

(9) Includes 879,877 shares of common stock owned by WK-EGI, Inc. and 394,899 shares of restricted stock. Mr. Kerber is the sole director of WK-EGI, Inc. and WK-EGI, Inc. is wholly owned by Mr. Kerber and certain trusts for which Mr. Kerber serves as trustee. Mr. Kerber may be deemed to beneficially own the

DESCRIPTION OF CAPITAL STOCK