2025-08-05 | Conditional Approval 1344

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Conditional Approval 1344 — Paycom National Trust Bank, rebuttal of control

The Office of the Comptroller of the Currency grants The Vanguard Group, Inc. a waiver from filing a Notice of Change in Bank Control, allowing it to retain or acquire 10 percent or more but less than 25 percent of Paycom Software, Inc. voting shares. This approval is conditioned on Vanguard adhering to attached Passivity Commitments, which prohibit seeking board seats, pledging shares for loans, or exercising controlling influence over Paycom Software, Inc. or Paycom National Trust Bank. Vanguard must file a notice or obtain a written opinion from the OCC before deviating from these commitments, and failure to strictly adhere to them subjects Vanguard to administrative action.

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