Form 8-K - Current report

FALSE000183943900018394392024-10-232024-10-23

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): October 23, 2024

PAYCOR HCM, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-40640

83-1813909

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

4811 Montgomery Road Cincinnati, OH

45212

(Address of principal executive offices)

(Zip Code)

[phone]

(Registrant’s telephone number, including area code)

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, $0.001 par value

PYCR

The NASDAQ Stock Market LLC (Nasdaq Global Select Market)

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. ☐

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Item 5.07.			Submission of Matters to a Vote of Security Holders.

On October 23, 2024, Paycor HCM, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the final voting results for each proposal submitted to a vote of the Company’s stockholders at the Annual Meeting.

Proposal No. 1: Election of directors.

The Company’s stockholders elected the following nominees for director to serve as Class III directors for a term expiring at the Company’s 2027 annual meeting of stockholders and until their successors shall have been duly elected and qualified.

Nominee						Votes For						Votes Withheld						Broker Non-Votes
Raul Villar, Jr.						152,842,463						6,689,659						7,732,664
Drury (Dru) Armstrong						159,430,825						101,297						7,732,664

Proposal No. 2: Proposal to approve, on an advisory and non-binding basis, the compensation of the Company’s named executive officers.

The Company’s stockholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers, as disclosed in the Company’s definitive proxy statement for the Annual Meeting.

Votes For						Votes Against						Abstentions						Broker Non-Votes
128,226,576						26,944,080						4,361,466						7,732,664

Proposal No. 3: Proposal to ratify of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2025.

The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2025 was ratified by the Company’s stockholders.

Votes For						Votes Against						Abstentions
167,181,213						75,637						7,936

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SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PAYCOR HCM, INC.

October 23, 2024

By:

/s/ ALICE GEENE

Name: Alice Geene

Title: Chief Legal Officer and Secretary

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Cover	Oct. 23, 2024
Cover [Abstract]
Document Type	8-K
Entity Registrant Name	PAYCOR HCM, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-40640
Entity Tax Identification Number	83-1813909
Entity Address, Address Line One	4811 Montgomery Road
Entity Address, City or Town	Cincinnati
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45212
City Area Code	800
Local Phone Number	381-0053
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	PYCR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001839439

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