Joseph L. Binz
Paycom SoftwareAbout Joseph L. Binz
Independent Class II director at Paycom Software, Inc. since December 10, 2024; age 57. BS in Finance (University of Illinois Urbana‑Champaign) and MBA (University of Michigan Ross). Over 30 years of financial leadership in high‑growth SaaS and tech, currently CFO of Atlassian; brings audit committee financial expertise and deep capital allocation/strategy credentials .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Atlassian | Chief Financial Officer | 2022–present | Oversees global finance; growth strategy, accounting, audit, IR, tax, treasury, procurement . |
| Microsoft | Corporate VP; CFO Central Finance Team; CFO Cloud & Enterprise; GM Finance; IR Director; Senior Finance roles | 2002–2022 | Led multi‑billion cloud transformation, FP&A, IR, integration, procurement . |
| Intel | Finance Manager roles (Intel Capital M&A; manufacturing/product groups) | 1994–2001 | Strategic finance across divisions and capital investments . |
| KPMG | Supervising Senior Accountant | 1989–1992 | Early career in public accounting . |
External Roles
| Organization | Role | Start | Scope/Impact |
|---|---|---|---|
| Atlassian Corporation (TEAM) | Chief Financial Officer | 2022 | Executive (not director); no disclosed related‑party transaction at PAYC tied to Binz; standard director independence affirmed . |
Board Governance
- Committee assignments: Audit Committee member; Audit chair is Felicia Williams. The Audit Committee met 5 times in 2024; all members are independent and financially literate; Binz is designated an “audit committee financial expert” .
- Independence: Board affirmatively determined Binz is independent under NYSE rules; independence review considered any transactions with entities where directors are executives (e.g., PAYC’s standard‑rate purchases of third‑party software) and maintained independence determinations .
- Attendance and engagement: Board held 5 meetings in 2024; all directors attended at least 93% of Board/committee meetings; executive sessions held each regular meeting, led by Lead Independent Director/committee chairs .
- Overboarding controls: PAYC guidelines limit executives of public companies to ≤2 public boards and audit committee service to ≤3; Nominating Committee reviewed time commitments and confirmed compliance for each director (including Binz) .
Fixed Compensation
| Program Component | 2024 Annual Cash ($) | Notes |
|---|---|---|
| Non‑employee director cash retainer | 75,000 | Paid quarterly . |
| Lead Independent Director retainer | 25,000 | Incremental . |
| Audit Committee chair | 30,000 | Incremental . |
| Audit Committee member | 15,000 | Incremental . |
| Compensation Committee chair | 23,000 | Incremental . |
| Compensation Committee member | 13,000 | Incremental . |
| Nominating & Governance chair | 15,000 | Incremental . |
| Nominating & Governance member | 10,000 | Incremental . |
| Individual (2024) | Cash Fees ($) | Notes |
|---|---|---|
| Joseph L. Binz | 0 | Joined 12/10/2024; did not receive 2024 cash fees . |
Performance Compensation
| Grant Year | Instrument | Shares/Units | Grant‑Date Fair Value ($) | Vesting Terms |
|---|---|---|---|---|
| 2024 (Director annual equity) | RSAs | — | 235,000 target for full‑year directors; rounded down to avoid fractional shares . | |
| 2024 (Binz mid‑term) | RSAs | 249 unvested as of 12/31/2024 | 58,679 | Director RSAs cliff‑vest on the 7th day after the first anniversary of the 2024 annual meeting, subject to continued service; mid‑term grants are prorated . |
Equity program structure: Non‑employee directors receive annual RSAs under the 2023 LTIP; dividends/dividend equivalents accrue and pay only upon vesting; forfeiture if service ends pre‑vesting (limited exceptions) .
Other Directorships & Interlocks
| Company | Relationship | Interlock/Transaction | Governance Outcome |
|---|---|---|---|
| Atlassian (TEAM) | Binz is CFO | PAYC’s independence review considered transactions where directors’ affiliated entities provide software to PAYC at standard rates (entities not named) . | Board affirmed Binz’s independence; no Item 404 related‑party interest disclosed for Binz . |
Expertise & Qualifications
- Financial/accounting leadership across Atlassian, Microsoft, Intel; audit committee financial expert designation .
- Global business, capital allocation, R&D/innovation oversight; cloud transformation experience .
- Education: BS Finance (UIUC); MBA (Michigan Ross) .
Equity Ownership
| Security | Amount | Source/Date | Notes |
|---|---|---|---|
| PAYC Common Stock (direct) | 4,598 | Form 3 filed 12/10/2024 | Initial statement of beneficial ownership upon appointment . |
| Unvested RSAs (director) | 249 | As of 12/31/2024 | Per director compensation footnotes . |
| Ownership Guidelines | 5x annual director cash retainer (incl. unvested RSAs) | Policy status as of 3/12/2025 | All non‑employee directors have met or are expected to meet within required period . |
Insider Filings
| Form | Filing Date | Key Details |
|---|---|---|
| Form 3 | 12/10/2024 | Disclosed 4,598 PAYC common shares owned directly; filed upon appointment as director . |
Governance Assessment
- Board effectiveness: Binz brings CFO‑level SaaS acumen and audit committee financial expertise aligned with PAYC’s automation‑led strategy; his appointment supports refreshment and oversight of financial reporting, cybersecurity, and automation initiatives reported quarterly to the Audit Committee .
- Independence/conflicts: Independence affirmed; Board explicitly reviewed transactions with director‑affiliated entities (standard‑rate purchases) and found no impairments; 8‑K states no Item 404 related‑party interest for Binz—positive signal for investor confidence .
- Alignment/ownership: Director RSAs vest on long‑dated cadence and count toward stringent ownership guidelines (5x cash retainer), with directors meeting or on track—supports skin‑in‑the‑game .
- Engagement/attendance: Robust cadence—5 Board meetings in 2024; ≥93% attendance across directors; executive sessions each regular meeting—supports oversight rigor .
- Overboarding risk controls: As a sitting public‑company CFO, governance guidelines cap outside boards and audit committee seats; Nominating Committee confirmed compliance—mitigates time‑commitment risk .
Potential RED FLAGS to monitor
- Any expansion of Binz’s public company board service beyond guideline thresholds could raise overboarding concerns; current compliance affirmed but should be tracked annually .
- Continued PAYC use of software from director‑affiliated entities should remain at arm’s‑length/standard rates and disclosed as needed to avoid related‑party optics; independence currently affirmed .