What the changes say
- AI is newly identified as a material risk, including inaccurate outputs, legal exposure, customer adoption problems, and industry disruption.
- Paycor integration risk was removed, suggesting the filing no longer highlights those acquisition-related technology and management challenges.
- Debt covenants now add a limit on indebtedness equal to 20% of consolidated stockholders’ equity.
- Technology risk now specifically names generative AI, while workforce risk adds upskilling and support personnel.
What changed since the prior 10-K
New
- NewBusiness and Operational Risks
Our use of AI technology and the incorporation of AI technology into our solutions carries risks and challenges that could adversely affect our business, financial condition, results of operations, and prospects
AI embedded through WISE could fail technically, deliver inaccurate results, lose customers to competitors, disrupt the industry, or trigger legal and reputational harm.
Dropped
- DroppedBusiness and Operational Risks
We may not realize the expected financial or business benefits from the Paycor acquisition
Reworded
- 52% rewrittenFinancial Risks
Our Corporate Bonds include certain covenants which may limit our ability to create liens on our assets, enter into sale and leaseback transactions, and merge or consolidate with another entity, subject to certain exceptions, limitations and qualifications as outlined in the Corporate Bond indenture
The filing adds a covenant limiting certain indebtedness to 20% of consolidated stockholders’ equity and no longer mentions credit-agreement covenants.
- 38% rewrittenLegal, Regulatory and Political Risks
We may not be able to attract and retain qualified people, which could impact the quality of our solutions and customer satisfaction
The workforce risk now emphasizes upskilling in a rapidly changing environment and adds support personnel to the listed roles.
- 36% rewrittenLegal, Regulatory and Political Risks
Our business, results of operations, and financial condition may be impacted by macroeconomic and/or political factors of the U.S. and global economy and such impact could be materially adverse
The substance is unchanged, but the filing consistently replaces references to clients with customers.
- 35% rewrittenBusiness and Operational Risks
We may not be able to keep pace with changes in technology or provide timely enhancements to our solutions and support
The technology risk now specifically includes generative AI alongside machine learning, replacing the broader prior reference to AI.
- 25% rewrittenLegal, Regulatory and Political Risks
We are committed to good corporate citizenship, which is reflected in our company culture and values. Disclosure of our corporate governance, responsibility, and sustainability practices, may draw negative publicity from stakeholders
The substance is unchanged, but the filing replaces clients with customers when describing reputation-related retention and acquisition risks.
Was: We are committed to good corporate citizenship, which is reflected in our company culture and core values. Disclosure of our corporate governance, responsibility, and sustainability practices, may draw negative publicity from stakeholders
All 24 risk factors
Headings as the filing states them, in filing order.
Business and Operational Risks
- 01We may not be able to keep pace with changes in technology or provide timely enhancements to our solutions and support35% rewritten
- 02Our use of AI technology and the incorporation of AI technology into our solutions carries risks and challenges that could adversely affect our business, financial condition, results of operations, and prospectsNew
- 03We may experience software defects, undetected errors, and development delays, which could damage our relationship with customers, decrease our potential profitability and expose us to liability
- 04We could be subject to reduced revenues, increased costs, liability claims, or harm to our competitive position as a result of cyberattacks, security vulnerabilities or Internet disruptions
- 05In the event of a catastrophe, our business continuity plan may fail, which could result in the loss of customer data and adversely interrupt operations
- 06We may be adversely impacted by any failure of third-party service providers to perform their functions
- 07We may be exposed to additional risks related to our co-employment relationship within our PEO business
- 08We may be adversely impacted by changes in health insurance and workers’ compensation rates and underlying claims trends
- 09We made and may continue to make acquisitions that involve numerous risks and uncertainties
Financial Risks
- 10Our clients could have insufficient funds to cover payments we made on their behalf, resulting in financial loss to us
- 11Our interest earned on funds held for clients may be impacted by changes in government regulations mandating the amount of tax withheld or timing of remittance
- 12Our debt obligations may expose us to risks affecting the operation of our business, and our failure to address these risks could have a material adverse effect on our results of operations and financial condition
- 13Our Corporate Bonds include certain covenants which may limit our ability to create liens on our assets, enter into sale and leaseback transactions, and merge or consolidate with another entity, subject to certain exceptions, limitations and qualifications as outlined in the Corporate Bond indenture52% rewritten
- 14Future acquisitions or transactions may bring us closer to these covenant thresholds, potentially requiring further amendments to our credit facilities and debt obligations on less favorable terms
- 15Change in our credit ratings could adversely impact our results of operations and lower our profitability
Legal, Regulatory and Political Risks
- 16Our business, services, and financial condition may be adversely impacted by changes in government laws and regulations
- 17Our business and reputation may be adversely impacted if we fail to comply with U.S. and foreign laws and regulations
- 18Our reputation, results of operations, or financial condition may be adversely impacted if we fail to comply with data privacy and AI laws and regulations
- 19Failure to protect our intellectual property rights may harm our competitive position and litigation to protect our intellectual property rights or defend against third-party allegations of infringement may be costly
- 20We are involved in litigation from time to time arising from the operation of our business and acquisitions and, as such, we could incur substantial judgments, fines, legal fees, or other costs
- 21Our business, results of operations, and financial condition may be impacted by macroeconomic and/or political factors of the U.S. and global economy and such impact could be materially adverse36% rewritten
- 22We may be adversely impacted by volatility and uncertainty in the political and economic environment
- 23We may not be able to attract and retain qualified people, which could impact the quality of our solutions and customer satisfaction38% rewritten
- 24We are committed to good corporate citizenship, which is reflected in our company culture and values. Disclosure of our corporate governance, responsibility, and sustainability practices, may draw negative publicity from stakeholders25% rewritten
Other Paychex 10-Ks
- FY2025 10-K risk factors24 risks
Paychex relies heavily on technology integrations, particularly new AI solutions and acquisitions like Paycor.
Filed Jul 11, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.