Automatic Data Processing (ADP) 10-K risk factor changes: FY2021 vs FY2020

Failure to comply with laws and regulations applicable to our operations or client solutions and services could [added: cause us to incur substantial costs or could] result in the suspension or revocation of licenses or registrations, the limitation, suspension or termination of services, [removed: and] the imposition of consent orders or civil and criminal penalties, including fines, [added: and lawsuits, including class actions,] that could damage our reputation and have a materially adverse effect on our results of operation or financial condition.

[removed: Changes in taxation] [added: tax laws,] regulations [added: or rulings or the interpretation thereof] could adversely affect our effective tax rate and our net income.

Changes in laws that govern the co-employment arrangement between a professional employer organization and its worksite employees may require us to change the manner in which we conduct some aspects of [added: our PEO business.]

Health care reform under the Affordable Care Act, related state laws, and the regulations thereunder, as well as the uncertainty surrounding the Affordable Care Act, have the potential to further impact the [removed: health insurance market for our PEO business and the] demand for our health care compliance solutions.

Regulators worldwide [removed: are exercising heightened] [added: continue to exercise a high level of] scrutiny with respect to anti-corruption, economic and trade sanctions, and anti-money laundering laws and regulations.

Such [removed: heightened] scrutiny has resulted in [removed: more] aggressive investigations and enforcement of such laws and [removed: more] burdensome regulations, any of which could materially adversely impact our business.

Such laws generally prohibit improper payments or offers of payments to foreign government officials and leaders of political [removed: parties, and] [added: parties and,] in some cases, to other persons, for the purpose of obtaining or retaining business.

In addition, some of our businesses and entities in the U.S. and a number of other countries in which we operate are subject to anti-money laundering laws and regulations, including, for example, The Bank Secrecy Act of 1970, as amended by the USA PATRIOT Act of [removed: 2000] [added: 2001] (the “BSA”).

[removed: We have registered our payroll card business,] [added: business] as a provider of prepaid [removed: access pursuant to applicable regulation,] [added: access,] and [added: registered] our ADP Trust Bank with the Treasury Department’s Financial Crimes Enforcement Network (FinCEN).

We have implemented policies and procedures to monitor and address compliance with applicable anti-corruption, economic and trade sanctions and anti-money laundering laws and regulations, and we [removed: are continuously in the process of reviewing, upgrading] [added: regularly review, upgrade] and [removed: enhancing certain of] [added: enhance] our policies and procedures.

Further, bank regulators, including the OCC which regulates the ADP Trust Bank, [removed: are imposing] [added: continue to impose] additional and stricter requirements on banks to ensure they are meeting their BSA obligations, and banks are increasingly viewing money services businesses, as a class, to be higher risk customers for money laundering.

[removed: Under certain circumstances, some of these] laws require us to provide notification to affected individuals, clients, data protection authorities and/or other regulators in the event of a data breach.

In many cases, these laws apply not only to third-party transactions, but [added: also to transfers of information among the Company and its subsidiaries.]

The European Union (the “EU”) General Data Protection Regulation (the “GDPR”), and [added: state consumer privacy laws like] the California Consumer Protection Act (the “CCPA”), which [removed: became effective on January 1, 2020,] [added: will be replaced by the voter-approved California Privacy Rights Act of 2020 (the “CPRA”),] are among the most comprehensive of these [removed: laws.][added: laws, and more and more jurisdictions are adopting similarly comprehensive laws that impose new data privacy protection requirements and restrictions.]

Complying with [removed: these] [added: privacy, data protection and cyber security] laws and requirements, including the enhanced obligations imposed by the GDPR, our BCRs and the [removed: CCPA,] [added: CCPA and CPRA,] may result in significant costs to our business and require us to amend certain of our business practices.

In connection with our business, we collect, host, store, transfer, process, disclose, use, secure and retain and dispose of large amounts of personal and business information about our clients, employees of our clients, our vendors and our employees, contractors and temporary [removed: staff, including payroll information, health care information, personal and business financial data, social security numbers and their foreign equivalents, bank account numbers, tax information and other sensitive personal and business information.]

We also collect [removed: and transmit] significant amounts of funds from the accounts of our clients [added: and transmit them] to their employees, taxing authorities and others.

Nonetheless, the global environment [removed: grows] [added: continues to grow] increasingly hostile as attacks on information technology systems continue to grow in [added: frequency, complexity and sophistication, and we are regularly targeted by unauthorized parties using malicious tactics, code and viruses.]

Hardware, [removed: software or] [added: software,] applications [added: or services that] we develop or procure from third parties, or are required by third parties such as foreign governments to install on our systems, may contain defects in design or manufacture or other problems that could (or, in respect of [removed: third party] [added: third-party] software, may be designed to) compromise the confidentiality, integrity or availability of data or our systems.

Unauthorized parties also attempt to gain access to our systems or facilities, or those of third parties with whom we do business, through fraud, trickery, or other methods of deceiving these third parties or our personnel, including phishing and other social engineering techniques whereby attackers use end-user behaviors to distribute computer viruses and malware into our [added: systems or otherwise compromise the confidentiality, integrity or availability of data on our] systems.

[removed: As these threats continue to evolve and increase, we may be required to invest] significant additional [removed: resources] [added: resources,] to modify and enhance our information security and controls and to investigate and remediate any security vulnerabilities.

Any cyberattack, unauthorized intrusion, malicious software infiltration, network disruption, denial of service, corruption of data, theft of non-public or other sensitive information, or similar act by a malevolent party (including our personnel), or inadvertent acts or inactions by our vendors, partners or personnel, could result in the loss, disclosure or misuse of confidential personal or business information or the theft of client [added: or ADP] funds, and could have a materially adverse effect on our business or results of [added: operations or that of our clients, result in liability, litigation, regulatory investigations and sanctions or a loss of confidence in our ability to serve clients, or cause current or potential clients to choose another service provider.]

As the global environment [removed: grows] [added: continues to grow] increasingly hostile, the security of our operating environment is ever more important to our clients and potential clients.

[removed: We rely heavily on our payroll, financial,] accounting, and other data processing systems.

[removed: We rely on patent, copyright, trade secret and trademark laws, and] confidentiality or license agreements with our employees, customers, vendors, partners and others to protect our intellectual property rights.

[added: Any claims or] litigation could cause us to incur significant expenses and, if successfully asserted against us or if we decide to settle, could require that we pay substantial damages or ongoing royalty payments, obtain licenses, modify applications, prevent us from offering our services, or require that we comply with other unfavorable terms.

In order to remain competitive and responsive to client demands, we continually upgrade, enhance, and expand our technology, solutions and [removed: services.]

[added: These initiatives, or our failure to successfully manage them, could result in] unintended consequences or unforeseen costs, including distraction of our management and employees, attrition, inability to attract or retain key personnel, and reduced employee productivity, which could adversely affect our business, financial condition, and results of operations.

Our business, financial condition, results of operations, access to capital markets and borrowing costs may be adversely affected by a major natural disaster or catastrophic event, including civil unrest, geopolitical instability, war, terrorist attack, [removed: or] pandemics or other [added: (actual or threatened)] public health emergencies such as the recent COVID-19 outbreak, [added: or other events beyond our control,] and measures taken in response thereto.

The COVID-19 outbreak [removed: has] created, and such other events may create, significant volatility and uncertainty and economic and financial market disruption.

[removed: To date, the] [added: The] COVID-19 outbreak [removed: has] had a significant impact on our clients and, as a result, [added: negatively impacted] our revenue and new business [removed: bookings have been and, we expect, will continue to be negatively impacted.][added: bookings.]

Our bookings [removed: have] [added: were] also [removed: been] adversely affected by the impact of the outbreak on the buying behavior of our clients and prospects, coupled with the inability of our sales force to engage with clients and prospects on an in-person basis and instead primarily leveraging virtual interactions.

[removed: Political and economic factors] [added: Political, economic and social factors] may materially adversely affect our business and financial results

When there is a slowdown in the economy, employment levels and interest rates may decrease with a [added: corresponding impact on our businesses.]

Activist stockholders may create perceived uncertainties as to the future direction of our business or strategy, [added: including with respect to our ESG efforts,] which may be exploited by our competitors and may make it more difficult to attract and retain qualified personnel, potential customers and business partners and may affect our relationships with current customers, vendors, investors and other third parties.

Failure to maintain high credit ratings on long-term and short-term debt could increase our cost of borrowing, reduce our ability to obtain intra-day borrowing required [removed: by our Employer Services business, and adversely impact our results of operations.]

Our ability to grow and provide our clients with competitive services is partially dependent on our ability to attract and retain highly motivated people with the skills to serve our [added: clients and reflecting diverse perspectives and the diversity of our communities and] clients.

Competition for skilled employees in the outsourcing and other markets in which we operate is intense and, if we are unable to attract and retain highly [removed: skilled and] [added: skilled,] motivated [added: and diverse] personnel, results of our operations [added: and culture] may suffer.

LEGAL AND COMPLIANCE RISKS

Changes in U.S. or foreign

We have registered our payroll card

Under certain circumstances, some of these

We believe that providing insights from data, including artificial intelligence and machine learning, will become increasingly important to the value that our solutions and services deliver to our customers.

However, the ability to provide data-driven insights may be constrained by current or future regulatory requirements or ethical considerations that could restrict or impose burdensome and costly requirements on our ability to leverage data in innovative ways.

We rely on patent, copyright, trade secret and trademark laws, and

SECURITY AND TECHNOLOGY RISKS

staff, including payroll information, health care information, personal and business financial data, social security numbers and their foreign equivalents, bank account numbers, tax information and other sensitive personal and business information.

Our ability to address cyber security incidents may also depend on the timing and nature of assistance that may be provided from relevant governmental or law enforcement agencies.

As these threats continue to evolve and increase, we continue to invest significant resources, and may be required to invest

We rely heavily on our payroll, financial,

BUSINESS AND INDUSTRY RISKS

services.

The COVID-outbreak pandemic may also have long-term effects on the nature of the office environment and remote working, which may present operational and workplace culture challenges that may adversely affect our business.

We publicly share certain information about our environmental, social and governance (“ESG”) initiatives.

We may face increased scrutiny related to these activities, including from the investment community, and our failure to achieve progress in these areas on a timely basis, if at all, could impact our reputation, business, including employee retention, and growth.

by our Employer Services business, and adversely impact our results of operations.

our PEO business.

also to transfers of information among the Company and its subsidiaries.

frequency, complexity and sophistication, and we are regularly targeted by unauthorized parties using malicious tactics, code and viruses.

operations or that of our clients, result in liability, litigation, regulatory investigations and sanctions or a loss of confidence in our ability to serve clients, or cause current or potential clients to choose another service provider.

Any claims or

These initiatives, or our failure to successfully manage them, could result in

corresponding impact on our businesses.

[removed: (Tabular] [added: Tabular] dollars are presented in millions, except per share [removed: amounts)][added: amounts]

The following section discusses our year ended June 30, [removed: 2020] [added: 2021] (“fiscal [removed: 2020”),] [added: 2021”),] as compared to year ended June 30, [removed: 2019] [added: 2020] (“fiscal [removed: 2019”).][added: 2020”).]

A detailed review of our fiscal [removed: 2019] [added: 2020] performance compared to our fiscal [removed: 2018] [added: 2019] performance is set forth in Part II, Item 7 of our Form 10-K for the fiscal year ended June 30, [removed: 2019.][added: 2020.]

[removed: These statements are based on] management’s expectations and assumptions and depend upon or refer to future events or conditions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed.

Factors that could cause actual results to differ materially from those contemplated by the forward-looking statements or that could contribute to such difference include: ADP's success in [removed: obtaining,] [added: obtaining] and retaining clients, and selling additional services to clients; the pricing of products and services; the success of our new solutions; compliance with existing or new legislation or regulations; changes in, or interpretations of, existing legislation or regulations; overall market, political and economic conditions, including interest rate and foreign currency [removed: trends;] [added: trends and inflation;] competitive conditions; our ability to maintain our current credit ratings and the impact on our funding costs and profitability; security or cyber breaches, fraudulent acts, and system interruptions and failures; employment and wage levels; changes in technology; availability of skilled technical associates; the impact of new acquisitions and divestitures; [removed: and] the adequacy, effectiveness and success of our business transformation initiatives; and the impact of [removed: and] [added: any] uncertainties related to major natural disasters or catastrophic events, including the coronavirus (“COVID-19”) pandemic.

Highlights from the year ended June 30, [removed: 2020] [added: 2021] include:

[removed: ][added: ]

The global COVID-19 pandemic has [removed: continued to evolve] [added: had a significant impact on the global business environment] and [added: on] our [added: clients, but our] priority has been and continues to be the safety of our associates and the needs of our clients.

[removed: As] [added: We are] a leading global provider of cloud-based Human Capital Management (“HCM”) technology solutions to employers around the [removed: world, we have continued to process payroll and tax obligations and provide other HCM services to our clients, despite the unexpected challenges that our clients and their employees around the world are facing.][added: world.]

ADP's efforts have [added: also] been focused on providing information and tools to help clients understand and navigate the governmental relief that has been adopted globally.

The PEO average number of Worksite Employees increased [removed: 4%] [added: 2%] for fiscal [removed: 2020.][added: 2021.]

Our financial condition remains solid at June 30, [removed: 2020] [added: 2021] and we remain well positioned to support our associates and our clients.

[removed: ][added: ]

| [removed: Growth:] [added: á] | | | [removed: á] [added: 3% YoY Growth] | | | [removed: 3%] | | | [added: | | | | | |]

| [removed: Organic constant currency:] [added: á] | | | [removed: á] [added: 2% YoY Growth, Organic Constant Currency] | | | [removed: 4%] | | | [added: | | | | | |]

Total revenues in fiscal [removed: 2020] [added: 2021] include interest on funds held for clients of [removed: $545.2] [added: $422.4] million, as compared to [removed: $561.9] [added: $545.2] million in fiscal [removed: 2019.][added: 2020.]

The decrease in the consolidated interest earned on funds held for clients resulted from the decrease in our average interest rate earned to [removed: 2.1%] [added: 1.5%] in fiscal [removed: 2020,] [added: 2021,] as compared to [removed: 2.2%] [added: 2.1%] in fiscal [removed: 2019.][added: 2020.]

The decrease is partially offset by an increase in our average client funds balances of [removed: 2.1%] [added: 5.2%] to [removed: $26.0] [added: $27.4] billion in fiscal [removed: 2020] [added: 2021] as compared to fiscal [removed: 2019.][added: 2020.]

| | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |] Years Ended | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | [removed: | | | | | |] [added: June 30,] | | | [removed: June 30,] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | % Change | | | | | | | | | [removed: | | | | | |]

| Costs of revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | |]

| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 7,404.1] [added: 7,520.7] | | | | | $ | [removed: 7,080.9] [added: 7,404.1] | | | | | [removed: 5] [added: 2] | | % | | | | | | | [removed: | | | | | |]

| Systems development and programming costs | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 674.1] [added: 716.6] | | | | | | [removed: 636.3] [added: 674.1] | | | | | | 6 | | % | | | | | | | [removed: | | | | | |]

| Depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 366.9] [added: 403.0] | | | | | | [removed: 304.4] [added: 366.9] | | | | | | [removed: 21] [added: 10] | | % | | | | | | | [removed: | | | | | |]

| Total costs of revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 8,445.1] [added: 8,640.3] | | | | | | [removed: 8,021.6] [added: 8,445.1] | | | | | | [removed: 5] [added: 2] | | % | | | | | | | [removed: | | | | | |]

| Selling, general and administrative expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 3,003.0] [added: 3,040.5] | | | | | | [removed: 3,064.2] [added: 3,003.0] | | | | | | [removed: (2)] [added: 1] | | % | | | | | | | [removed: | | | | | |]

| Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 107.1 | | | | | | 129.9] [added: 59.7] | | | | | | [removed: n/m] [added: 107.1] | | | | | | [added: (44)] | | [added: %] | | | | | | |

| Total expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 11,555.2] [added: 11,740.5] | | | | | $ | [removed: 11,215.7] [added: 11,555.2] | | | | | [removed: 3] [added: 2] | | % | | | | | | | [removed: | | | | | |]

[removed: Operating expenses] [added: PEO Services' revenues] increased [removed: as our] [added: 7% and] PEO [removed: Services] [added: Services' revenues excluding] zero-margin benefits pass-through costs increased [removed: to $2,907.7 million from $2,647.5 million] [added: 8%] in fiscal [removed: 2020 and 2019, respectively.][added: 2021.]

Systems development and programming costs increased for fiscal [removed: 2020] [added: 2021] due to increased investments and costs to develop, support, and maintain our products, partially offset by capitalization of costs related to our strategic projects, including our next gen platforms.

Other [removed: Income,] [added: (Income)/Expense,] net

| Years ended June 30, | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | $ Change | | |

| Interest income on corporate funds | | | | | | $ | [removed: (84.5)] [added: (36.5)] | | | | | $ | [removed: (97.6)] [added: (84.5)] | | | | | $ | [removed: (13.1)] [added: (48.0)] | |

| [removed: Realized (gains) / losses] [added: Net realized (gains)/losses] on available-for-sale [removed: securities, net] [added: securities] | | | | | | [removed: (12.9)] [added: $] | [added: (11.3)] | | | | | [removed: 0.9] [added: $] | [added: (12.9)] | | | | | [removed: 13.8] | | |

| Impairment of assets | | | | | | [removed: 29.9] [added: 19.9] | | | | | | [removed: 12.1] [added: 29.9] | | | | | | [removed: (17.8)] [added: 10.0] | | |

| Gain on sale of assets | | | | | | [removed: (5.8)] [added: (8.1)] | | | | | | [removed: (4.1)] [added: (5.8)] | | | | | | [removed: 1.7] [added: 2.3] | | |

| Gain on sale of investment | | | | | | [removed: (0.2)] [added: (1.7)] | | | | | | [removed: (15.7)] [added: (0.2)] | | | | | | [removed: (15.5)] [added: 1.5] | | |

| Non-service components of pension [removed: (income)/expense,] [added: income,] net | | | | | | [removed: (74.5)] [added: (58.6)] | | | | | | [removed: (6.7)] [added: (74.5)] | | | | | | [removed: 67.8] [added: (15.9)] | | |

| Other [removed: income,] [added: (income)/expense,] net | | | | | | $ | [removed: (148.0)] [added: (96.3)] | | | | | $ | [removed: (111.1)] [added: (148.0)] | | | | | $ | [removed: 36.9] [added: (51.7)] | |

These statements are based on

| 3% | | | | | | 60 basis points | | | | | | 6% | | |

| Revenue Growth | | | | | | Earnings Before Income Taxes Margin Expansion | | | | | | Diluted EPS Growth | | |

| 2% | | | | | | (40) basis points | | | | | | 2% | | |

| Organic Constant Currency Revenue Growth | | | | | | Adjusted EBIT Margin Expansion | | | | | | Adjusted Diluted EPS Growth | | |

| | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 23% | | | Employer Services New Business Bookings Growth | | | | | | 2% | | | PEO Services Average Worksite Employee Growth | | | | | | |

| | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | |

| $3.0B | | | | | | Cash Returned via Shareholder Friendly Actions $1.6B Dividends \| $1.4B Share Repurchases | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | |

We have continued to provide HCM services, including the processing of payroll and tax obligations, to our clients during this time.

In addition, we released a Return to Workplace solution that assists our clients in bringing their employees back to work safely through a comprehensive set of tools designed to streamline the entire process.

During the fiscal year, we continued to advance our market-leading solutions and achieved some new milestones.

Earlier this year, our next-gen payroll solution earned ADP its 6th consecutive “Top HR Product Award” at the annual HR Technology Conference.

This solution features a highly scalable, policy-based framework that enables easy self-service and powerful transparency.

In February, we announced the launch of Roll, a new mobile-first payroll and tax filing product aimed at small businesses, which combines an AI-driven chat-based interface with the power and scale of our payroll and tax filing expertise.

We continued to add to our robust DataCloud platform by introducing the Diversity, Equity and Inclusion (DEI) Dashboard which can help businesses analyze their diversity landscape through a simple Q&A format and user interface that allows them to better set, track and expand their DEI goals.

For our RUN platform, which is a leading solution in the market with approximately 750,000 clients, we began to roll out a new user experience and launched TimeKeeping Plus, an entirely new, native workforce management solution.

This year, we reached 100,000 clients across our workforce management solutions for the first time, as the pandemic reinforced the need for robust workforce management solutions for our clients while they navigate the new norm of increasingly flexible schedules and work arrangements.

Our suite of HRO solutions also continued to deliver steady growth this year, despite the dynamic economic environment.

Within PEO, the average worksite employee count grew 12% in the fourth quarter resulting in annual growth of 2%.

We also have over 2 million worksite employees on our other HRO solutions within our Employer Services segment, as clients look for ways to outsource parts of the HR function to a best-in-class provider like ADP.

We continue to drive innovation by anticipating our clients' evolving needs and always designing for people as the world of work changes.

We lead the HCM industry by driving growth through our strategic, cloud-based HCM solutions and developing innovations like our next gen platforms.

We further enable these solutions by supplementing them with organic, differentiated investments such as the ADP Datacloud and ADP Marketplace, and through our compliance expertise.

For fiscal 2021, we drove solid revenue growth of 3% for the year, continued to invest for sustainable growth despite market conditions, and managed any non-essential spend prudently.

Employer Services New Business Bookings was up 23% for fiscal 2021.

Revenues for fiscal 2021 increased due to strong retention, new business started from New Business Bookings, an increase in zero-margin benefits pass-throughs and one percentage point of favorability from foreign currency.

This increase is partially offset by a one percentage point of pressure from our interest earned on funds held for clients discussed below.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

For the year ended June 30, 2021, operating expenses increased due to the increase in our PEO Services zero-margin benefits pass-through costs to $3,092.0 million from $2,907.7 million for the year ended June 30, 2021 and 2020, respectively, the impact of foreign currency, and an increase in incentive compensation costs due to decreases in the prior year.

These increases were partially offset by reduced costs as a result of our broad-based transformation initiatives and excess capacity headcount actions in the prior year, a change of $52.5 million in our estimated losses related to ADP Indemnity compared to prior year, reduced travel expenses and decreased pension costs as a result of U.S. pension service costs that were eliminated with the July 1, 2020 cessation of U.S. participants accruing any future service benefits (“U.S. pension freeze”).

Selling, general and administrative expenses increased for the year ended June 30, 2021 due to an increase in

incentive compensation costs, investments in our sales organization, and the impact of foreign currency, partially offset by a decrease in charges related to transformation initiatives, reduced costs as a result of our broad-based transformation initiatives and excess capacity headcount actions in the prior year for non-sales associates, capitalization of costs to obtain a contract under ASC 606, reduced travel expenses, legal settlements, and a decrease in bad debt expense.

Interest expense decreased for the year ended June 30, 2021 primarily due to a decrease in average interest rates for commercial paper borrowings to 0.1% for the year ended June 30, 2021, as compared to 1.6% for the year ended June 30, 2020.

This was coupled with a decrease in average daily borrowings under our commercial paper program to $1.6 billion for the year ended June 30, 2021, as compared to $2.7 billion for the year ended June 30, 2020.

Prior period total revenues and total costs of revenues reflect the impact of the revision to PEO revenues for comparability.

Refer to Note 1 to our Consolidated Financial Statements for more information on this revision.

In March 2020, we implemented our Business Continuity Plan and took steps to shift over 98% of our workforce to work from home or off-site locations to ensure uninterrupted service to our clients across our solutions.

While we are well-prepared to continue operating this way, we are in the early stages of bringing back a small portion of our workforce to the office on a volunteer-only basis.

Our sales force will continue to primarily engage with prospects and clients virtually; however, we are beginning to conduct face-to-face meetings in certain geographies to the extent our employees, clients, and prospects are ready to do so.

We announced for our employees, excluding corporate officers, a one-time global associate assistance payment of $1,000 (or equivalent, based on the average wage parity in each country) in response to COVID-19, totaling $50.4 million.

We are also deeply embedded in our local communities and continue to support COVID-19 relief efforts through financial donations and donations of medical supplies for hospital workers globally.

For example, the federal government in the United States enacted the Families First Coronavirus Response Act (“FFCRA”) and the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act.

ADP has been working to provide support to all employers on the relief available under both laws.

This includes an Employer Preparedness Toolkit that helps explain the federal and state government relief, as well as a website dedicated to providing critical information about the Small Business Administration Paycheck Protection Program (“PPP”).

During the second half of fiscal 2020, we rolled out a range of tools and reports to help our clients through the crisis and prepare for the recovery.

We implemented over 1,000 feature changes to our products in response to 2,000 legislative updates in 60 countries, and we also had approximately 400,000 clients run over 2 million PPP reports for total loan values up to $115 billion dollars.

Many of those clients have also now run the necessary payroll reports to apply for their loans to be forgiven.

As the global economy and landscape continues to evolve for our clients, whether due to legislative changes or other factors, ADP is committed to supporting our clients to help them navigate these challenges.

The significant impact the COVID-19 pandemic is having on our clients and the broader economy is in turn having an effect on our reported metrics.

Despite the fact that we have seen improvement as countries and states are in various stages of reopening and businesses gradually begin to bring a portion of their workers back, we've seen the impact on our full year fiscal 2020 results.

Employer Services New Business Bookings was down 21% for fiscal 2020 as we saw bookings decline significantly and rapidly in mid-March due to the global social distancing guidelines coupled with the delayed decision making of our clients and prospects which continued into the fourth quarter.

We also adjusted gross bookings as a result of client delays on implementation and the expectation that fewer client employees would come on board compared to when the business was originally signed.

Our pays per control metric, which represents growth of the employee base for a large portion of our client base, showed a decline in the fourth quarter

resulting in annual growth of negative 1.0% for fiscal 2020.

In addition, we saw deterioration in Employer Services retention in fiscal 2020 of 20 basis points to 90.5% due to an increase in out-of-business losses.

While the challenges presented by COVID-19 may affect the timing of our execution of parts of our strategy, we remain on a transformation journey, and our initiatives are yielding efficiencies and are focused on changing how we work.

In fiscal 2020, we executed on our Workforce Optimization program and Procurement Transformation initiatives.

For fiscal 2021, we are moving forward with a digital implementation and servicing initiative that leverages many of the capabilities we highlighted at our February 2020 Innovation Day.

Despite a challenging end to fiscal 2020, we continued to deliver profit growth during the year ended June 30, 2020.

We will continue to monitor macro trends based on externally and internally available data and are using these indicators to drive real-time decisions as we remain committed to our long-term strategy.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

Revenues for fiscal 2020 increased due to new business started from New Business Bookings, partially offset by business losses.

Our revenue growth includes one percentage point of pressure from foreign currency.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

n/m - not meaningful

Additionally, operating expenses increased due to a change of $59.2 million in our estimated losses related to ADP Indemnity and a one-time global associate assistance payment in response to COVID-19 (“associate assistance payment”).

The increase was partially offset by the impact of foreign currency, reduced incentive compensation costs and reduced costs due to certain cost actions as a result of our transformation initiatives including procurement transformation initiatives in fiscal 2020.

Selling, general and administrative expenses decreased for fiscal 2020 due to reduced incentive compensation costs, broad-based efficiencies as a result of our transformation initiatives including procurement transformation initiatives, a decrease in net charges related to our transformation initiatives, reduced facilities costs as a result of COVID-19, and impact of foreign currency.

The decrease was partially offset by increased selling expenses, an increase in our allowance for doubtful accounts of $26.0 million as a result of an increase in estimated credit losses related to the impact of COVID-19 on our clients (“increase in our allowance for doubtful accounts”), severance cost as a result of COVID-19 of $25.4 million, a legal settlement accrual of $25.0 million, and an associate assistance payment.

certain leased locations early and recorded total impairment charges of $4.6 million to operating right-of-use assets and certain related fixed assets associated with the vacated locations.

In fiscal 2019, the Company wrote down $12.1 million of internally developed software which was determined to have no future use due to redundant software identified as part of a recent acquisition.

In fiscal 2019, the Company recognized a gain of $15.7 million in relation to the sale of an investment held at cost acquired in prior years and subsequently sold during fiscal 2019.

[removed: ][added: ]

[removed: We were founded in 1949 on an] [added: In 1949, our founders established ADP to shape the world of work with a simple,] innovative idea: [removed: to] help [removed: business owners] [added: clients] focus on [removed: core] [added: their] business [removed: activities] by freeing them up from certain non-core tasks such as payroll.

We serve over [removed: 860,000] [added: 920,000] clients [added: and pay over 38 million workers] in 140 countries and territories.

[removed: ][added: ]

As digital technology, globalization, new business models and other significant events and disruptions reshape the way people work, our mission is to power organizations with insightful solutions that meet the changing needs of our clients and their [removed: employees.][added: workers.]

[removed: ][added: ]

- Leverage our global presence to offer clients HCM solutions wherever they do business (Global Solutions). We are expanding our international HCM and HRO businesses, comprised of our established local, in-country [removed: software] solutions and our market-leading, cloud-based multi-country solutions.

[removed: ][added: ]

Our cloud-based next-gen platforms are built to be person-centric, serve all worker [removed: types and] [added: types,] support flexible work and on-demand pay, and deliver seamless global capabilities to dynamic, team-based organizations.

We pioneered [removed: automation in HCM,] HCM [added: automation, HCM] in the cloud, mobile HCM and [removed: the establishment of an] [added: a digital] HCM marketplace.

As the business and digital technology landscape rapidly evolves, what [removed: ‘work’] [added: “work”] means, how and where it gets done, and how workers are paid is changing as well.

Designed from the ground up to be cloud-native, global, scalable and secure, our next-gen platforms provide our clients with the flexibility they need to address today’s and tomorrow’s workplace [removed: challenges, regardless of their size and complexity.][added: challenges.]

Our [added: award winning] next-gen HCM platform enables our clients to personalize their experience based on their needs.

[removed: Our] [added: Recently expanded across North America to Canada and Mexico, this] next-gen payroll solution supports workers of all types and enables real-time, transparent, continuous payroll calculations.

That is why we [removed: are accelerating] [added: have accelerated] the deployment of machine learning (ML) against our unmatched HCM dataset – the same HCM dataset that drives our renowned ADP National Employment Report®.

[removed: ADP’s] [added: ADP DataCloud's] Skills [removed: Graph is ADP’s] [added: Graph, our] proprietary data [removed: structure that] [added: structure,] is based on more than 30 million employee records, 50 million resumes and 5 million job postings across more than 20 industries and 500 geographic [removed: areas.][added: areas, and extracts, aligns and normalizes key information such as skills, job titles and levels, education and qualifications from non-structured data and infers missing skills and qualifications from context.]

[removed: With the new capability of] ADP’s Model-Based [removed: Benchmarks] [added: Benchmarks,] powered by Skills Graph, [removed: we] also extend benchmarks to include compensation for up to 150 million [removed: working people.][added: workers.]

ADP’s [removed: award-winning] Pay Equity [removed: Explorer] [added: Storyboard] combines analytics and benchmarking to help employers better understand potential pay gaps and provide them with real, up-to-date, aggregated and anonymized market data to understand how their compensation for a particular job compares to other similar employers.

[removed: With] WorkMarket, a cloud-based workforce management solution, [removed: we are the first HCM provider with] [added: provides] robust freelancer management functionality and reporting insights, enabling clients to [added: organize,] manage [added: and pay] their extended [removed: workforce effectively.][added: workforce.]

Our innovative [added: Wisely®] payment offerings support an employer’s need for flexible payment solutions in order to meet the individual needs of its workers.

Our digital card offerings are true banking alternatives that feature innovative services such [added: as savings, budgeting and cash-back rewards, are digital wallet-enabled and, through the companion myWisely app, offer other personal financial management features.]

[removed: ][added: ]

In addition, our [removed: mobile] [added: ADP Mobile] apps simplify how work gets done by enabling clients to process their [removed: payroll,] [added: payroll anywhere,] and giving millions of their employees [added: worldwide] convenient access to their payroll and HR information [removed: around the world and] in 28 languages.

We have also [removed: opened access for] [added: given third-party] developers and system integrators [added: access] to some of our platforms’ [removed: application] [added: API (application] programming [removed: interface] [added: interface)] libraries through ADP [removed: Marketplace.][added: Marketplace in order to enable secure data sharing between ADP and other solutions across the HR and business ecosystem.]

[removed: Meeting the Needs of] [added: Helping] Clients and their Employees [removed: during] [added: Emerge Stronger from] the COVID-19 Global Pandemic

The COVID-19 global pandemic has [removed: created] [added: continued to create] extremely challenging circumstances for our clients and their employees, and our priority has been to provide [added: the] support [removed: that aligns to their key challenges – business continuity, compliance and a careful and safe return] [added: they need] to [removed: the workplace.][added: navigate these challenges.]

[removed: We] [added: At the onset of the pandemic, we] quickly developed and provided – at no charge – reporting capabilities designed to provide clients around the world with data they needed to benefit from legislation providing financial assistance to enable them to stay in business.

We were one of the first HCM companies to provide tools and reports that [removed: would have] enabled our clients to apply for [added: Paycheck Protection Program] loans [added: under the Coronavirus Aid, Relief and Economic Security (CARES) Act] of more than $115 billion – ultimately helping approximately 400,000 [added: employers apply for this essential assistance.]

[removed: Ÿ A] [added: Our] Return to [removed: Work] [added: Workplace] dashboard powered by ADP DataCloud [removed: that] uses data analytics [added: and employee surveys] to allow clients to monitor workforce trends [removed: based on survey results;] [added: including availability, health attestation results, and worker readiness and sentiment toward returning to the workplace;] identify and schedule workers based on availability, location, job title and other attributes; [added: track vaccination status;] and facilitate contact [removed: tracing] [added: tracing, in order] to help [removed: them keep their workforce healthy.][added: transition workers back to workplaces with more clarity and confidence.]

[removed: Ÿ] The new ADP Time Kiosk [removed: that will help] [added: helps] employers manage safe levels of occupancy by equipping workers with time & attendance tracking without touching a device.

As [removed: COVID-19 reshapes] the [added: economy recovers and the] way people work [removed: and the needs of our clients and their employees change,] [added: is reshaped,] our teams [removed: have] [added: continue to] swiftly [removed: adapted] [added: adapt] and [removed: adjusted] [added: adjust] workflows to deliver the content, resources and support that employers and their workforce need, when they need it.

[removed: ][added: ]

We address these broad market needs with our cloud-based strategic platforms: RUN Powered by ADP®, serving [removed: over 690,000] [added: approximately 750,000] small businesses; ADP Workforce Now®, serving [removed: approximately] [added: over] 75,000 mid-sized and large businesses across our strategic pillars; and ADP Vantage HCM®, serving over 500 large enterprise businesses.

Outside the United States, we address the needs of over 60,000 clients with premier global solutions consisting of [removed: local] in-country solutions and multinational offerings, including ADP GlobalView®, ADP [removed: Celergo®] [added: Celergo®/Streamline®] and ADP [removed: Streamline®.][added: iHCM.]

[removed: ][added: ]

Payroll Services. We pay [removed: approximately 22] [added: over 23] million (approximately 1 out of every 6) workers in the United States.

[removed: based] [added: In addition, ADP benefits administration solutions offer employers a simple and flexible cloud-based] eligibility and enrollment system that provides their employees with tools, communications, and other resources they need to understand their benefits options and make informed choices.

Our talent activation solutions include [removed: ADP’s] StandOut® [removed: and Compass® solutions,] [added: powered by ADP,] which [removed: provide] [added: provides] team leaders with data and [removed: insights to drive employee engagement and leadership development, which in turn help drive employee performance.]

[removed: ][added: ]

Workforce Management. ADP’s Workforce Management offers a range of solutions to over [removed: 85,000] [added: 100,000] employers of all sizes, including time and attendance, absence management and scheduling tools.

In 2020, our next-gen payroll solution was named “Top HR Product” at the annual HR Technology Conference, marking the sixth consecutive year ADP has been honored for its innovative technology, an unprecedented achievement.

As the regulatory environment rapidly changes, making it harder for companies to navigate the complexities of payroll, our next-gen payroll solution’s built-in compliance capabilities enable our clients to focus on managing their business.

In February 2021, we launched the “Roll™ by ADP” mobile-first solution - reimagining how small businesses do payroll.

This groundbreaking payroll solution utilizes an AI-powered chat interface to turn traditional payroll management into an intuitive conversation that can complete payroll in under a minute.

Leveraging ADP’s long-standing payroll expertise and data security, small business owners can download and self-purchase Roll and run payroll anywhere, anytime, quickly and compliantly, with no experience or training needed.

The conversational experience runs off simple chat prompts such as “Run my payroll,” offering a frictionless experience that also allows

clients to confidently handle compliance matters like tax filing and deposits.

We are leading this innovation effort with ADP® DataCloud, our award-winning ML and workforce analytics platform which is by far one of the largest repositories of payroll information available.

DataCloud analyzes aggregated, anonymized and timely HCM and compensation data from more than 920,000 organizations across the country, powering solutions that provide clients with in-depth workforce and business insights that enable critical HR decisions.

Skills Graph powers ADP’s Candidate Profile Relevancy tool to help score, assess and predict candidates who are the best fit for a job opening, as well as our new Organizational Benchmarking Dashboard which enables companies to decide how best to deploy their workers by comparing organizational metrics like headcount, labor costs and turnover against other similar businesses.

We offer similar solutions to clients outside the United States.

We continue to leverage the powerful DataCloud platform to provide clients with relevant, actionable insights.

These insights are particularly important with respect to Diversity and Inclusion and, as part of our commitment to Diversity and Inclusion, this year we introduced the Diversity, Equity and Inclusion (DEI) Dashboard which can help businesses focus on the DEI issues that are most important to them by analyzing their diversity landscape through a simple question-and-answer format and easy-to-navigate user interface that allows them to better set, track and expand their DEI goals.

ADP Marketplace is a digital HR storefront where clients can discover the best-fit apps for their industry; browse by solution-types such as learning management, financial wellness, time and attendance, and benefits administration; or connect HR software they already use.

The pre-built integrations help clients simplify their processes, create a single system of record, and reduce data errors, freeing up time and resources to focus on growing their business and taking care of their people.

With approximately 600 apps and integrations to choose from, ADP Marketplace offers ADP clients a modern HR experience that they can tailor to their specific needs.

As they pivot their focus from seeking essential relief to evolving their business models and operations to address changes in the economy and workplace, we continue to provide trusted solutions, data and expertise to help them emerge stronger.

As COVID-19 restrictions ease, many employers are returning to the workplace and designing new policies that reflect the demand for remote and hybrid work models, we are supporting their efforts by providing our clients with tools that can help them manage compliance confidently, achieve business continuity, and support employee wellness and engagement.

With ADP® Compliance on Demand, clients can easily tap into a knowledge base for compliance — from new leave laws and time tracking requirements, to record-keeping and more.

The Time Kiosk uses optional facial recognition to log workers in compliantly and voice activation to start/end a shift, take a meal break, transfer jobs and more.

Our expertise, innovative technology and data, as well as established financial relationships with our clients, financial institutions and employees, make ADP the partner that clients trust as they adapt to new world of work and create workplaces where everyone can thrive.

insights to drive employee engagement and leadership development, which in turn help drive employee performance.

Insurance Services. ADP’s Insurance Services business, in conjunction with our licensed insurance agency,

more than 620,000 worksite employees in all 50 U.S. states.

As a full-service PEO, ADP TotalSource provides a broad range of HR administrative services, including payroll and payroll tax, employer compliance, HR guidance, employee benefits and benefit administration, talent strategies, and workers’ compensation insurance including risk and claims management.

A payroll specialist is also available to clients to help them ensure their workers are paid correctly, on time and in compliance.

and pay challenges with help from our proven expertise, deep experience and best practices.

revenues.


Elements of our money

We believe that key components of our compliance programs provide real competitive differentiators.

For instance, our BCRs have enabled ADP to apply a global standard of data protection, simplifying data transfer processes and assisting our clients in meeting the demanding standards of data protection expected in Europe – a solution that most competitors cannot provide.

Similarly, the ADP Client Trust and ADP Trust Bank provide client funds with a level of protection that most competitors cannot offer.

We continue to expand our approach to compliance and are adopting “Compliance by design” as a tenet that prioritizes compliance in designing and developing new solutions to support our clients.

While our client retention rate historically has not varied significantly from year to year, we experienced an increase in our Employer Services rate in fiscal 2021 that we believe was driven primarily by a combination of improvement in client satisfaction and a decrease in clients switching providers during the Covid-19 pandemic.

In general, new solutions and services supplement rather than replace our existing

OUR HCM STRATEGY

Our Human Capital Management (HCM) strategy is simple, our people are one of our most valuable assets and we are committed to valuing, growing and engaging them.

Our Chief Human Resources Officer (CHRO), together with our Chief Diversity and Talent Officer, manages our HCM strategy and related programs and initiatives, as well as our talent strategy.

Our CHRO, along with our CEO, as appropriate, regularly updates and supports our Compensation and Management Development Committee of the Board (“CMDC”) as well as the Board of Directors on HCM matters, including culture, engagement, and diversity and inclusion.

With our next-gen HCM platform, we received the “Awesome New Tech” award at the 2019 HR Technology Conference for a record-breaking fifth straight year.

Compliance capabilities are built-in, enabling our clients to focus on managing their business.

We are leading this innovation effort with ADP® DataCloud, an award-winning workforce analytics solution that provides clients with in-depth workforce and business insights that enables critical HR decisions.

Skills Graph extracts, aligns and normalizes key information such as skills, job titles, job levels, education and qualifications from non-structured data and infers missing skills and qualifications from context.

Skills Graph powers ADP’s candidate relevancy tool to help score, assess and predict candidates that are the

best fit for a job opening, as well as our new Organizational Benchmarking tool that assesses organizational structure and workforce investments.

In addition, we have extended our award-winning HR and compensation benchmarks to include non-traditional elements such as tips, commissions and benefits plans.

Wisely® is our latest advancement in the future of pay.

as savings, budgeting, digital wallet and other personal financial management features.

With ADP Marketplace, clients can integrate employee data from our core services across their other business systems or platforms.

This access enables the exchange of client data housed in our databases, and creates a unified HCM ecosystem for clients informed by a single, comprehensive repository of their workforce data.

Clients can choose from 445 apps and integrations, allowing them to choose solutions that are tailored to their needs, industry requirements and preferences.

The Paycheck Protection Program under the Coronavirus Aid, Relief and Economic Security (CARES) Act provided forgivable loans to assist employers in continuing their businesses.

employers apply for this essential assistance.

We also provided tools and support to over 47,000 employers in applying for approximately $1.2 billion in tax credits in the U.S. We enabled over 52,000 employers in the U.S. to defer over $27.5 billion in federal employer taxes, and enabled thousands of employers in Canada to reduce payroll federal income tax obligations by more than C$100 million, helping critical funds stay in their hands to keep their people on payroll and their businesses running.

As many employers start to develop strategies for returning to the workplace, we are supporting their efforts by providing our clients – at no charge – a Return to Work toolkit that includes the following:

Ÿ A Return to Workplace guide that provides worker readiness surveys to assess sentiment toward returning to the workplace and worker health attestations.

Our expertise and innovative technology, as well as established financial relationships with our clients, financial institutions and employees, ensure ADP is well positioned to support employers and their workforce through these challenging times – and we fully embrace that role.

In addition, ADP benefits administration solutions offer employers a simple and flexible cloud-

managers with optimizing schedules to boost productivity and minimize under- and over-staffing.

As a full-service PEO, ADP TotalSource provides complete HR management and core administrative services while the client continues to direct the day-to-day job-related duties of the employees.

With constantly changing business regulations, global economies and technology, our clients benefit from partnering with ADP TotalSource to help them protect their business and drive growth and success.

We have surrendered all state money transmitter

NUMBER OF EMPLOYEES

We employed approximately 58,000 persons as of June 30, 2020.

| ☒ | | | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | | | | | | | | | | [removed: | | | | | | | | |]

For the Year Ended June 30, [removed: 2020][added: 2021]

| ☐ | | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | | | | | | | | | | [removed: | | | | | | | | |]

| Delaware | | | | | | [removed: | | |] 22-1467904 | | |

| (State or other jurisdiction of incorporation or organization) | | | | | | [removed: | | |] (IRS Employer Identification No.) | | |

| One ADP Boulevard | | | | | | | | | [removed: | | |]

| Roseland, | | | NJ | | | 07068 | | | [removed: | | |]

| (Address of principal executive offices) | | | | | | [removed: | | |] (Zip Code) | | |

| Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | | [removed: | | |]

| Title of each class | | | Trading Symbol(s) | | | Name of each exchange on which registered | | | [removed: | | |]

| Common Stock, $0.10 Par Value (voting) | | | ADP | | | NASDAQ Global Select Market | | | [removed: | | |]

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant as of the last business day of the Registrant’s most recently completed second fiscal quarter was approximately [removed: $73,532,680,590.][added: $75,329,818,310.]

On July [removed: 31, 2020] [added: 30, 2021] there were [removed: 429,965,405] [added: 423,080,556] shares of Common Stock outstanding.

| Portions of the Registrant's Proxy Statement for its [removed: 2020] [added: 2021] Annual Meeting of Stockholders. | | | Part III | | |

| Item 1. | | | [removed: [Business](#i4bcc095a580f4f7aaf04dadd1797c86d_13)] [added: [Business](#i649e1fa1719440a297506894f0c79149_13)] | | | [removed: [3](#i4bcc095a580f4f7aaf04dadd1797c86d_13)] [added: [3](#i649e1fa1719440a297506894f0c79149_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i4bcc095a580f4f7aaf04dadd1797c86d_16)] [added: Factors](#i649e1fa1719440a297506894f0c79149_16)] | | | [removed: [15](#i4bcc095a580f4f7aaf04dadd1797c86d_16)] [added: [17](#i649e1fa1719440a297506894f0c79149_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i4bcc095a580f4f7aaf04dadd1797c86d_19)] [added: Comments](#i649e1fa1719440a297506894f0c79149_19)] | | | [removed: [21](#i4bcc095a580f4f7aaf04dadd1797c86d_19)] [added: [23](#i649e1fa1719440a297506894f0c79149_19)] | | |

| Item 2. | | | [removed: [Properties](#i4bcc095a580f4f7aaf04dadd1797c86d_22)] [added: [Properties](#i649e1fa1719440a297506894f0c79149_22)] | | | [removed: [21](#i4bcc095a580f4f7aaf04dadd1797c86d_22)] [added: [23](#i649e1fa1719440a297506894f0c79149_22)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i4bcc095a580f4f7aaf04dadd1797c86d_25)] [added: Proceedings](#i649e1fa1719440a297506894f0c79149_25)] | | | [removed: [21](#i4bcc095a580f4f7aaf04dadd1797c86d_25)] [added: [23](#i649e1fa1719440a297506894f0c79149_25)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i4bcc095a580f4f7aaf04dadd1797c86d_28)] [added: Disclosures](#i649e1fa1719440a297506894f0c79149_28)] | | | [removed: [21](#i4bcc095a580f4f7aaf04dadd1797c86d_28)] [added: [23](#i649e1fa1719440a297506894f0c79149_28)] | | |

| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#i4bcc095a580f4f7aaf04dadd1797c86d_34)] [added: Securities](#i649e1fa1719440a297506894f0c79149_34)] | | | [removed: [22](#i4bcc095a580f4f7aaf04dadd1797c86d_34)] [added: [24](#i649e1fa1719440a297506894f0c79149_34)] | | |

| Item 6. | | | [Selected Financial [removed: Data](#i4bcc095a580f4f7aaf04dadd1797c86d_37)] [added: Data](#i649e1fa1719440a297506894f0c79149_37)] | | | [removed: [24](#i4bcc095a580f4f7aaf04dadd1797c86d_37)] [added: [25](#i649e1fa1719440a297506894f0c79149_1964)] | | |

| Item 7. | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i4bcc095a580f4f7aaf04dadd1797c86d_43)] [added: Operations](#i649e1fa1719440a297506894f0c79149_43)] | | | [removed: [25](#i4bcc095a580f4f7aaf04dadd1797c86d_43)] [added: [25](#i649e1fa1719440a297506894f0c79149_43)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i4bcc095a580f4f7aaf04dadd1797c86d_76)] [added: Risk](#i649e1fa1719440a297506894f0c79149_79)] | | | [removed: [41](#i4bcc095a580f4f7aaf04dadd1797c86d_76)] [added: [43](#i649e1fa1719440a297506894f0c79149_79)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i4bcc095a580f4f7aaf04dadd1797c86d_79)] [added: Data](#i649e1fa1719440a297506894f0c79149_82)] | | | [removed: [42](#i4bcc095a580f4f7aaf04dadd1797c86d_79)] [added: [44](#i649e1fa1719440a297506894f0c79149_82)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i4bcc095a580f4f7aaf04dadd1797c86d_178)] [added: Disclosure](#i649e1fa1719440a297506894f0c79149_163)] | | | [removed: [82](#i4bcc095a580f4f7aaf04dadd1797c86d_178)] [added: [80](#i649e1fa1719440a297506894f0c79149_163)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i4bcc095a580f4f7aaf04dadd1797c86d_181)] [added: Procedures](#i649e1fa1719440a297506894f0c79149_166)] | | | [removed: [82](#i4bcc095a580f4f7aaf04dadd1797c86d_181)] [added: [81](#i649e1fa1719440a297506894f0c79149_166)] | | |

| Item 9B. | | | [Other [removed: Information](#i4bcc095a580f4f7aaf04dadd1797c86d_190)] [added: Information](#i649e1fa1719440a297506894f0c79149_175)] | | | [removed: [86](#i4bcc095a580f4f7aaf04dadd1797c86d_190)] [added: [84](#i649e1fa1719440a297506894f0c79149_175)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i4bcc095a580f4f7aaf04dadd1797c86d_196)] [added: Governance](#i649e1fa1719440a297506894f0c79149_181)] | | | [removed: [87](#i4bcc095a580f4f7aaf04dadd1797c86d_196)] [added: [85](#i649e1fa1719440a297506894f0c79149_181)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i4bcc095a580f4f7aaf04dadd1797c86d_199)] [added: Compensation](#i649e1fa1719440a297506894f0c79149_184)] | | | [removed: [89](#i4bcc095a580f4f7aaf04dadd1797c86d_199)] [added: [87](#i649e1fa1719440a297506894f0c79149_184)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i4bcc095a580f4f7aaf04dadd1797c86d_202)] [added: Matters](#i649e1fa1719440a297506894f0c79149_187)] | | | [removed: [89](#i4bcc095a580f4f7aaf04dadd1797c86d_202)] [added: [87](#i649e1fa1719440a297506894f0c79149_187)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i4bcc095a580f4f7aaf04dadd1797c86d_205)] [added: Independence](#i649e1fa1719440a297506894f0c79149_190)] | | | [removed: [89](#i4bcc095a580f4f7aaf04dadd1797c86d_205)] [added: [87](#i649e1fa1719440a297506894f0c79149_190)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i4bcc095a580f4f7aaf04dadd1797c86d_208)] [added: Services](#i649e1fa1719440a297506894f0c79149_193)] | | | [removed: [89](#i4bcc095a580f4f7aaf04dadd1797c86d_208)] [added: [87](#i649e1fa1719440a297506894f0c79149_193)] | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i4bcc095a580f4f7aaf04dadd1797c86d_214)] [added: Schedules](#i649e1fa1719440a297506894f0c79149_199)] | | | [removed: [89](#i4bcc095a580f4f7aaf04dadd1797c86d_214)] [added: [87](#i649e1fa1719440a297506894f0c79149_199)] | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| Signatures | | | | | | [92](#i649e1fa1719440a297506894f0c79149_205) | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Signatures | | | | | | [94](#i4bcc095a580f4f7aaf04dadd1797c86d_220) | | |

ADP owns 7 of its processing/print centers, and [removed: 15] [added: 12] other operational offices, sales offices, and its corporate headquarters in Roseland, New Jersey, which aggregate approximately [removed: 3,302,645] [added: 3,070,644] square feet.

All of these leases, which aggregate approximately [removed: 6,266,759] [added: 5,366,245] square feet worldwide, expire at various times up to the year [removed: 2030.][added: 2031.]

As of June 30, [removed: 2020,] [added: 2021,] there were [removed: 36,378] [added: 34,701] holders of record of the Company’s common stock.

As of such date, [removed: 1,017,256] [added: 1,051,941] additional holders held their common stock in “street name.”

| (1) | | | | | | Pursuant to the terms of the Company’s restricted stock program, the Company purchased [removed: 3,521] [added: 4,674] shares at the [removed: then market] [added: then-market] value of the shares [removed: in connection with the exercise by employees under such program] to satisfy certain tax withholding requirements [removed: through the delivery of shares to] [added: for employees upon] the [removed: Company instead] [added: vesting] of [removed: cash. | | | | | |] [added: their restricted shares.] | | |

| (2) | | | | | | The Company received the Board of Directors' approval to repurchase shares of the Company's common stock as follows: | | | [removed: | | | | | |]

There is no expiration date for the common stock repurchase [removed: plan.][added: authorization.]

The following graph compares the cumulative return on the Company’s common stock for the most recent five years with the cumulative return on the S&P 500 [removed: Index] [added: Index, a Peer Group Index,(a)] and the [added: Old] Peer Group [removed: Index,(a)] [added: Index,(b)] assuming an initial investment of $100 on June 30, [removed: 2015,] [added: 2016,] with all dividends reinvested.

[removed: ][added: ]

[removed: (a) We use] [added: (b) The Old Peer Group Index was] the S&P 500 Information Technology [removed: Index as our Peer Group] Index.

| April 1, 2021 to April 30, 2021 | | | 703,968 | | | $190.81 | | | 702,309 | | | $3,414,959,644 | | |

| May 1, 2021 to May 31, 2021 | | | 846,225 | | | $193.80 | | | 845,310 | | | $3,251,138,425 | | |

| June 1, 2021 to June 30, 2021 | | | 893,690 | | | $197.42 | | | 891,590 | | | $3,075,122,616 | | |

| Total | | | 2,443,883 | | | | | | 2,439,209 | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

The Company reassessed its peer group and determined that the companies included in the Nasdaq Dividend Achievers Select Index more closely match our Company characteristics than the companies previously included in the Old Peer Group Index based on their commitment to increasing annual regular dividend payments, maturity and stable and positive earnings growth profile.

(a) We use the Nasdaq Dividend Achievers Select Index as our Peer Group Index.

The Nasdaq Dividend Achievers Select Index is a select group of companies, that includes the Company, with at least ten consecutive years of increasing annual regular dividend payments.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| April 1, 2020 to April 30, 2020 | | | 2,377 | | | $146.69 | | | — | | | 4,463,426,975 | | |

| May 1, 2020 to May 31, 2020 | | | 205 | | | $146.49 | | | — | | | 4,463,426,975 | | |

| June 1, 2020 to June 30, 2020 | | | 939 | | | $148.89 | | | — | | | 4,463,426,975 | | |

| Total | | | 3,521 | | | | | | — | | | | | |

The S&P 500 Information Technology Index is a broad index that includes the Company and several competitors.

Not applicable.

The information set forth below should be read in conjunction with “Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations” and our Consolidated Financial Statements and related notes included in this Annual Report on Form 10-K.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (Dollars and shares in millions, except per share amounts) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Years ended June 30, | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| Total revenues* | | | | | | $ | 14,589.8 | | | | | $ | 14,110.2 | | | | | $ | 13,274.2 | | | | | $ | 12,328.6 | | | | | $ | 11,632.1 | |

| Total costs of revenues* | | | | | | $ | 8,445.1 | | | | | $ | 8,021.6 | | | | | $ | 7,757.4 | | | | | $ | 7,201.1 | | | | | $ | 6,840.4 | |

| Earnings from continuing operations before income taxes | | | | | | $ | 3,182.6 | | | | | $ | 3,005.6 | | | | | $ | 2,282.6 | | | | | $ | 2,616.9 | | | | | $ | 2,234.7 | |

| Net earnings from continuing operations | | | | | | $ | 2,466.5 | | | | | $ | 2,292.8 | | | | | $ | 1,884.9 | | | | | $ | 1,787.8 | | | | | $ | 1,493.4 | |

| Basic earnings per share from continuing operations | | | | | | $ | 5.73 | | | | | $ | 5.27 | | | | | $ | 4.28 | | | | | $ | 3.99 | | | | | $ | 3.27 | |

| Diluted earnings per share from continuing operations | | | | | | $ | 5.70 | | | | | $ | 5.24 | | | | | $ | 4.25 | | | | | $ | 3.97 | | | | | $ | 3.25 | |

| Basic weighted average shares outstanding | | | | | | 430.8 | | | | | | 435.0 | | | | | | 440.6 | | | | | | 447.8 | | | | | | 457.0 | | |

| Diluted weighted average shares outstanding | | | | | | 432.7 | | | | | | 437.6 | | | | | | 443.3 | | | | | | 450.3 | | | | | | 459.1 | | |

| Cash dividends declared per share | | | | | | $ | 3.52 | | | | | $ | 3.06 | | | | | $ | 2.52 | | | | | $ | 2.24 | | | | | $ | 2.08 | |

| At year end: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash, cash equivalents and marketable securities of continuing operations | | | | | | $ | 1,922.1 | | | | | $ | 2,221.1 | | | | | $ | 2,180.5 | | | | | $ | 2,791.2 | | | | | $ | 3,222.4 | |

| Total assets | | | | | | $ | 39,165.5 | | | | | $ | 41,887.7 | | | | | $ | 38,849.1 | | | | | $ | 38,886.8 | | | | | $ | 43,670.0 | |

| Obligations under reverse repurchase agreements | | | | | | $ | 13.6 | | | | | $ | 262.0 | | | | | $ | — | | | | | $ | — | | | | | $ | — | |

| Long-term debt | | | | | | $ | 1,002.8 | | | | | $ | 2,002.2 | | | | | $ | 2,002.4 | | | | | $ | 2,002.4 | | | | | $ | 2,007.7 | |

| Stockholders’ equity | | | | | | $ | 5,752.2 | | | | | $ | 5,399.9 | | | | | $ | 4,735.9 | | | | | $ | 4,984.1 | | | | | $ | 4,481.6 | |

*Prior period total revenues and total costs of revenues reflect the impact of the revision to PEO revenues for comparability.

Refer to Note 1 to our Consolidated Financial Statements for more information on this revision.

We have audited the accompanying consolidated balance sheets of Automatic Data Processing, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related [removed: consolidated] statements of [added: consolidated] earnings, comprehensive income, stockholders' equity, and cash flows for each of the three years in the period ended June 30, [removed: 2020,] [added: 2021,] and the related notes and the schedule listed in the Index at Item [removed: 15(a) 2] [added: 15(a)2] (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2020,] [added: 2021,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of June 30, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated August [removed: 5, 2020,] [added: 4, 2021,] expressed an unqualified opinion on the Company’s internal control over financial reporting.

As discussed in Note 1 to the financial statements, effective July 1, 2019, the Company adopted FASB Accounting Standards Update 2016-02, [removed: Leases] [added: *Leases*] (ASC 842), under the optional transition method.

In addition, the discounted cash flow model requires the Company to select an appropriate weighted average cost of capital based on current market conditions as of June 30, [removed: 2020.][added: 2021.]

Forecasts of future revenue and operating margin from the Company’s next-gen [removed: platform] [added: platform,] for which there is limited historical data, contribute significantly to the estimate of fair value of a reporting unit within the Employer Services reportable [removed: segment,] [added: segment] with approximately $678 million of [removed: goodwill,] [added: goodwill] as of June 30, [removed: 2020.][added: 2021.]

In turn, a high degree of auditor judgment and an increased extent of audit effort were required when performing audit procedures to evaluate the reasonableness of management’s estimates and [removed: assumptions,] [added: assumptions] related to the forecasts of revenue and operating margin and [added: the] selection of the weighted average cost of capital, including the involvement of our fair value specialists.

Client [removed: Fund] [added: Funds] Obligations - Refer to Note 4 to the financial statements

The Company has reported client funds obligations as a current liability in the consolidated financial statements totaling [removed: $25,831.6] [added: $34,403.8] million as of June 30, [removed: 2020.][added: 2021.]

- We tested the effectiveness of (1) management’s controls over the client funds [removed: obligation] [added: obligations] data reconciliation and (2) management’s control to reconcile the consolidated client funds obligations to the corresponding consolidated funds held for clients balance.

- We involved data specialists to (1) independently reperform management’s client funds [removed: obligation] [added: obligations] reconciliation and (2) perform data analyses to identify and evaluate recurring and new adjustments to the data extracts in the current period.

- For a selection of client funds obligations transactions, we evaluated whether the funds were impounded prior to June 30, [removed: 2020,] [added: 2021,] agreed the liability to the corresponding asset balance, and evaluated whether the funds were properly included or excluded from the client funds obligations.

| Years ended June 30, | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Revenues, other than interest on funds held for clients and PEO revenues | | | | | | $ | [removed: 9,538.1] [added: 9,768.6] | | | | | $ | [removed: 9,375.8] [added: 9,538.1] | | | | | $ | [removed: 8,983.4] [added: 9,375.8] | |

| Interest on funds held for clients | | | | | | [removed: 545.2] [added: 422.4] | | | | | | [removed: 561.9] [added: 545.2] | | | | | | [removed: 466.5] [added: 561.9] | | |

| PEO revenues (A) | | | | | | [removed: 4,506.5] [added: 4,814.4] | | | | | | [removed: 4,172.5] [added: 4,506.5] | | | | | | [removed: 3,824.3] [added: 4,172.5] | | |

| TOTAL REVENUES | | | | | | [removed: 14,589.8] [added: 15,005.4] | | | | | | [removed: 14,110.2] [added: 14,589.8] | | | | | | [removed: 13,274.2] [added: 14,110.2] | | |

| Operating expenses | | | | | | [removed: 7,404.1] [added: 7,520.7] | | | | | | [removed: 7,080.9] [added: 7,404.1] | | | | | | [removed: 6,847.5] [added: 7,080.9] | | |

| Systems development and programming costs | | | | | | [removed: 674.1] [added: 716.6] | | | | | | [removed: 636.3] [added: 674.1] | | | | | | [removed: 635.4] [added: 636.3] | | |

| Depreciation and amortization | | | | | | [removed: 366.9] [added: 403.0] | | | | | | [removed: 304.4] [added: 366.9] | | | | | | [removed: 274.5] [added: 304.4] | | |

| TOTAL COSTS OF REVENUES | | | | | | [removed: 8,445.1] [added: 8,640.3] | | | | | | [removed: 8,021.6] [added: 8,445.1] | | | | | | [removed: 7,757.4] [added: 8,021.6] | | |

| Selling, general, and administrative expenses | | | | | | [removed: 3,003.0] [added: 3,040.5] | | | | | | [removed: 3,064.2] [added: 3,003.0] | | | | | | [removed: 2,959.4] [added: 3,064.2] | | |

| Interest expense | | | | | | [removed: 107.1] [added: 59.7] | | | | | | [removed: 129.9] [added: 107.1] | | | | | | [removed: 102.7] [added: 129.9] | | |

| TOTAL EXPENSES | | | | | | [removed: 11,555.2] [added: 11,740.5] | | | | | | [removed: 11,215.7] [added: 11,555.2] | | | | | | [removed: 10,819.5] [added: 11,215.7] | | |

| Other (income)/expense, net | | | | | | [removed: (148.0)] [added: (96.3)] | | | | | | [removed: (111.1)] [added: (148.0)] | | | | | | [removed: 172.1] [added: (111.1)] | | |

| EARNINGS BEFORE INCOME TAXES | | | | | | [removed: 3,182.6] [added: 3,361.2] | | | | | | [removed: 3,005.6] [added: 3,182.6] | | | | | | [removed: 2,282.6] [added: 3,005.6] | | |

| Provision for income taxes | | | | | | [removed: 716.1] [added: 762.7] | | | | | | [removed: 712.8] [added: 716.1] | | | | | | [removed: 397.7] [added: 712.8] | | |

| NET EARNINGS | | | | | | $ | [removed: 2,466.5] [added: 2,598.5] | | | | | $ | [removed: 2,292.8] [added: 2,466.5] | | | | | $ | [removed: 1,884.9] [added: 2,292.8] | |

| BASIC EARNINGS PER SHARE | | | | | | $ | [removed: 5.73] [added: 6.10] | | | | | $ | [removed: 5.27] [added: 5.73] | | | | | $ | [removed: 4.28] [added: 5.27] | |

| DILUTED EARNINGS PER SHARE | | | | | | $ | [removed: 5.70] [added: 6.07] | | | | | $ | [removed: 5.24] [added: 5.70] | | | | | $ | [removed: 4.25] [added: 5.24] | |

| Basic weighted average shares outstanding | | | | | | [removed: 430.8] [added: 426.3] | | | | | | [removed: 435.0] [added: 430.8] | | | | | | [removed: 440.6] [added: 435.0] | | |

| Diluted weighted average shares outstanding | | | | | | [removed: 432.7] [added: 428.1] | | | | | | [removed: 437.6] [added: 432.7] | | | | | | [removed: 443.3] [added: 437.6] | | |

(A) For the years ended June 30, [removed: 2020] [added: 2021] (“fiscal [removed: 2020”),] [added: 2021”),] June 30, [removed: 2019] [added: 2020] (“fiscal [removed: 2019”),] [added: 2020”),] and June 30, [removed: 2018] [added: 2019] (“fiscal [removed: 2018”),] [added: 2019”),] Professional Employer Organization (“PEO”) revenues are net of direct pass-through costs, primarily consisting of payroll wages and payroll taxes, of [removed: $45,826.1] [added: $51,362.3] million, [removed: $42,688.8] [added: $45,826.1] million, and [removed: $39,140.9] [added: $42,688.8] million, respectively.

| Other comprehensive [removed: income/loss:] [added: income/(loss):] | | | | | | | | | | | | | | | | | | | | |

| Currency translation adjustments | | | | | | [removed: (53.0)] [added: 95.4] | | | | | | [removed: (42.2)] [added: (53.0)] | | | | | | [removed: 7.8] [added: (42.2)] | | |

| Unrealized net gains/(losses) on available-for-sale securities | | | | | | [removed: 602.2] [added: (363.3)] | | | | | | [removed: 642.4] [added: 602.2] | | | | | | [removed: (460.7)] [added: 642.4] | | |

| Tax effect | | | | | | [removed: (136.4)] [added: 82.6] | | | | | | [removed: (144.4)] [added: (136.4)] | | | | | | [removed: 123.4] [added: (144.4)] | | |

| Reclassification of net losses/(gains) on available-for-sale securities to net earnings | | | | | | [removed: (12.9)] [added: (11.3)] | | | | | | [removed: 0.9] [added: (12.9)] | | | | | | [removed: 2.7] [added: 0.9] | | |

| Tax effect | | | | | | [removed: 2.9] [added: 2.5] | | | | | | [removed: (0.3)] [added: 2.9] | | | | | | [removed: (0.6)] [added: (0.3)] | | |

| Unrealized [removed: loss] [added: (losses)/gains] on cash flow hedging activities | | | | | | [removed: (40.3)] [added: (3.3)] | | | | | | [removed: —] [added: (40.3)] | | | | | | — | | |

August 4, 2021

| Amortization of unrealized losses on cash flow hedging activities | | | | | | 3.8 | | | | | | — | | | | | | — | | |

| Tax effect | | | | | | (0.9) | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Other comprehensive income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 25.4 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at June 30, 2021 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 1,531.3 | | | | | $ | 19,451.1 | | | | | $ | (15,386.8) | | | | | $ | 10.6 | |

| Proceeds from the issuance of debt | | | | | | 1,981.5 | | | | | | — | | | | | | — | | |

| Settlement of cash flow hedges | | | | | | (44.6) | | | | | | — | | | | | | — | | |

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and

Consolidated Financial Statements and footnotes thereto.

presentation.

improvements.

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Weighted average shares (in millions) | | | | | | 426.3 | | | | | | 0.8 | | | | | | 1.0 | | | | | | 428.1 | | |

| EPS | | | | | | $ | 6.10 | | | | | | | | | | | | | | | | | $ | 6.07 | |

ADP Indemnity paid a premium of $240 million to enter into a reinsurance arrangement with Chubb Limited to cover substantially all losses incurred by ADP Indemnity for the fiscal 2021 policy year up to $1 million per occurrence.

If no amount

Effective July 1, 2020, the Company adopted accounting standard update (“ASU”) 2018-13, “Fair Value Measurement.” The update modifies the disclosure requirements on fair value measurements.

The adoption of ASU 2018-13 modified the disclosures in Note 6 but did not have an impact on the Company's consolidated results of operations, financial condition, or cash flows.

Effective July 1, 2020, the Company adopted ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” This update introduces the current expected credit loss (“CECL”) model, which requires an entity to measure credit losses based on expected losses rather than incurred losses for certain financial instruments and financial assets, including trade receivables.

The Company believes

| HCM | | | $ | 6,634.6 | | | | | $ | — | | | | | $ | (5.5) | | | | | $ | 6,629.1 | |

| Global | | | 2,167.1 | | | | | | — | | | | | | — | | | | | | 2,167.1 | | |

| Total Segment Revenues | | | $ | 10,195.2 | | | | | $ | 4,818.3 | | | | | $ | (8.1) | | | | | $ | 15,005.4 | |

| June 30, | | | | | | 2021 | | | | | | 2020 | | |

| Impairment of assets | | | | | | 19.9 | | | | | | 29.9 | | | | | | 12.1 | | |

prior years and subsequently sold during fiscal 2019.

| Corporate bonds | | | 11,732.3 | | | | | | 321.9 | | | | | | (38.5) | | | | | | 12,015.7 | | |

| U.S. Treasury securities | | | 4,036.9 | | | | | | 64.8 | | | | | | (9.3) | | | | | | 4,092.4 | | |

| Asset-backed securities | | | 2,279.8 | | | | | | 60.9 | | | | | | (0.9) | | | | | | 2,339.8 | | |

In addition, there is inherent uncertainty related to the timing of economic recovery and this condition could impact the Company’s forecasts of future revenue and operating margin, and its selection of an appropriate weighted average cost of capital as of June 30, 2020, for the reporting unit.

◦Evaluating management’s selection of the company-specific risk premium by comparing to the revenue growth and operating margins of peer companies.

- Given the inherent uncertainty related to the timing of economic recovery and the resulting adverse impacts associated with the COVID-19 outbreak on the reporting unit, we evaluated the reasonableness of management’s assumptions related to the severity of business disruption associated with the COVID-19 outbreak on the reporting unit and timing of economic recovery by:

◦Comparing management’s analysis of the expected business disruption from the COVID-19 outbreak on the reporting unit to the business impacts observed since the outbreak during the Company’s fiscal year 2020.

◦Comparing management’s analysis of the timing of economic recovery to external economic recovery and industry forecasts to evaluate contradictory evidence related to management’s assumptions regarding the expected impact of the COVID-19 business disruption and timing of recovery.

◦Evaluating the impact of various alternative scenarios on the discounted cash flow and fair value.

August 5, 2020

| | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at June 30, 2017 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 867.8 | | | | | $ | 15,739.4 | | | | | $ | (11,303.7) | | | | | $ | (383.2) | | | | | | | |

| Other comprehensive loss | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (254.3) | | | | | | | | |

| Other (A) | | | | | | — | | | | | | — | | | | | | — | | | | | | 42.3 | | | | | | — | | | | | | (42.3) | | | | | | | | |

(A) During fiscal 2018, the Company adopted ASU 2018-02 and reclassified stranded tax effects attributable to the Tax Cuts and Jobs Act (the "Act") from AOCI to retained earnings.

The fiscal 2018 Consolidated Balance Sheets reflect the reclassification out of accumulated other comprehensive (loss)/income into retained earnings.

Revision of Previously Reported Financial Information

The Company has historically classified certain fees collected from worksite employers for certain benefits within PEO revenues, and the associated costs of these benefits have historically been classified within operating expenses as PEO zero-margin benefits pass-through costs in the Company's Statements of Consolidated Earnings.

During fiscal 2020, management determined that the Company does not retain risk and is acting as the agent, rather than as the primary obligor, for a portion of the fees collected for worksite employee benefits and the worksite employer is primarily responsible for fulfilling certain aspects of the service and has discretion in establishing price.

Accordingly, the accompanying Statements of Consolidated Earnings for fiscal 2019 and fiscal 2018 have been revised to correct the amounts previously reported on a gross basis to a net basis by reducing PEO revenues and operating expenses for associated costs of an equal amount, as follows:

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | As reported | | | | | | Revision | | | | | | As revised | | | | | | | | | | | | | | |

| PEO revenues | | | $ | 4,237.5 | | | | | (65.0) | | | | | | $ | 4,172.5 | | | | | | | | | | | | | |

| Operating expenses | | | 7,145.9 | | | | | | (65.0) | | | | | | 7,080.9 | | | | | | | | | | | | | | |

| Total Expenses | | | 11,280.7 | | | | | | (65.0) | | | | | | 11,215.7 | | | | | | | | | | | | | | |

| | | | June 30, 2018 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| PEO revenues | | | $ | 3,877.8 | | | | | (53.5) | | | | | | $ | 3,824.3 | | | | | | | | | | | | | |

| TOTAL REVENUES | | | 13,327.7 | | | | | | (53.5) | | | | | | 13,274.2 | | | | | | | | | | | | | | |

| Operating expenses | | | 6,901.0 | | | | | | (53.5) | | | | | | 6,847.5 | | | | | | | | | | | | | | |

| Total Expenses | | | 10,873.0 | | | | | | (53.5) | | | | | | 10,819.5 | | | | | | | | | | | | | | |

| Provision for income taxes | | | 397.7 | | | | | | — | | | | | | 397.7 | | | | | | | | | | | | | | |

The correction of these previously reported amounts had no impact on the Company's earnings before income taxes, net earnings, consolidated financial condition or cash flows.

In addition, corresponding revisions have been made elsewhere in the Company's consolidated footnote disclosures, where applicable, including its Financial Data by Segment and Geographic Area disclosure.

available in the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows).

In fiscal 2020, the Company entered into a series of treasury rate lock transactions to hedge its exposure to changes in interest rates.

The treasury rate lock derivatives are classified as Level 2 in the fair value hierarchy as their value is determined using observable inputs such as forward treasury rates.

See Note 9 for additional details.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

Based on the evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures were effective as of June 30, [removed: 2020] [added: 2021] in ensuring that (i) information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure and (ii) such information is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

Management has performed an assessment of the effectiveness of ADP’s internal control over financial reporting as of June 30, [removed: 2020] [added: 2021] based upon criteria set forth in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this assessment, management determined that ADP’s internal control over financial reporting was effective as of June 30, [removed: 2020.][added: 2021.]

There were no changes in ADP's internal control over financial reporting that occurred during the quarter ended June 30, [removed: 2020] [added: 2021] that have materially affected, or are reasonably likely to materially affect, ADP's internal control over financial reporting.

We have audited the internal control over financial reporting of Automatic Data Processing, Inc. and subsidiaries (the “Company”) as of June 30, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended June 30, [removed: 2020,] [added: 2021,] of the Company and our report dated August [removed: 5, 2020,] [added: 4, 2021,] expressed an unqualified opinion on those financial statements and included an explanatory paragraph regarding the Company’s adoption of a new accounting standard.

August 4, 2021

August 4, 2021

August 5, 2020

| Brock Albinson | | | | | | [removed: 45] [added: 46] | | | | | | *Corporate Controller and Principal Accounting Officer* | | | | | | 2007 | | |

| John Ayala | | | | | | [removed: 53] [added: 54] | | | | | | *President, Employer Services North America* | | | | | | 2002 | | |

| Maria Black | | | | | | [removed: 46] [added: 47] | | | | | | *President, Worldwide Sales and Marketing* | | | | | | 1996 | | |

| Laura Brown | | | | | | [removed: 48] [added: 49] | | | | | | *President, Major Account Services and ADP Canada* | | | | | | 2000 | | |

| Joe DeSilva | | | | | | [removed: 45] [added: 46] | | | | | | *President, Small Business Services, Retirement Services and* | | | | | | 2003 | | |

| Deborah L. Dyson | | | | | | [removed: 54] [added: 55] | | | | | | *President, National Accounts Services* | | | | | | 1988 | | |

| Michael C. Eberhard | | | | | | [removed: 58] [added: 59] | | | | | | *Vice President and Treasurer* | | | | | | 1998 | | |

| Sreeni Kutam | | | | | | [removed: 50] [added: 51] | | | | | | *Chief Human Resources Officer* | | | | | | 2014 | | |

| Don McGuire | | | | | | [removed: 60] [added: 61] | | | | | | *President, Employer Services International* | | | | | | 1998 | | |

| Brian Michaud | | | | | | [removed: 52] [added: 53] | | | | | | *President, [removed: Human Resources Outsourcing*] [added: Smart Compliance Solutions*] | | | | | | 1991 | | |

| Carlos A. Rodriguez | | | | | | [removed: 56] [added: 57] | | | | | | *President and Chief Executive Officer* | | | | | | 1999 | | |

| Stuart Sackman | | | | | | [removed: 59] [added: 60] | | | | | | *Corporate Vice President, Global Shared Services* | | | | | | 1992 | | |

| Donald Weinstein | | | | | | [removed: 51] [added: 52] | | | | | | *Corporate Vice President, Global Product and Technology* | | | | | | 2006 | | |

| Kathleen A. Winters | | | | | | [removed: 52] [added: 53] | | | | | | *Chief Financial Officer* | | | | | | 2019 | | |

Prior to his appointment as President, [added: Smart Compliance Solutions in July 2021, he served as President,] Human Resources Outsourcing [removed: in] [added: from] February [removed: 2020, he served] [added: 2020 to June 2021,] as Senior Vice President, TotalSource from August 2016 to February 2020, as Senior Vice President, Client Services from June 2015 to August 2016, and as General Manager, Northeast from September 2011 to June 2015.

Prior to his appointment as Corporate Vice President, Global Product and Technology in July 2018, he served as Chief Strategy Officer from December 2015 to June 2018, as Senior Vice President, [removed: Product Management from October 2010 to November 2015, and as Division Vice President, Strategy & Marketing from September 2007 to September 2010.]

See “Election of Directors” in the Proxy Statement for the Company’s [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

See “Corporate Governance - Committees of the Board of Directors” and “Audit Committee Report” in the Proxy Statement for the Company’s [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

| Michael A. Bonarti | | | | | | 55 | | | | | | *Chief Administrative Officer* | | | | | | 1997 | | |

| Chris D'Ambrosio | | | | | | 40 | | | | | | *Chief Strategy Officer* | | | | | | 2014 | | |

| David Kwon | | | | | | 51 | | | | | | *Chief Legal Officer/General Counsel* | | | | | | 2011 | | |

| Alex Quevedo | | | | | | 49 | | | | | | *President, Human Resource Outsourcing* | | | | | | 1997 | | |

Prior to his appointment as Chief Administrative Officer in July 2021, he served as Corporate Vice President, General Counsel and Secretary from July 2010 to June 2021.

Chris D’Ambrosio joined ADP in 2014.

Prior to his appointment as Chief Strategy Officer in June 2021, he served as Senior Vice President, General Manager, Insurance Services, Small Business Services from January 2019 to June 2021, and as Senior Division Vice President of Strategy and Business Development, Small Business Services and Human Resources Outsourcing from December 2017 to January 2019, as Division Vice President of Strategy and Business Development, Human Resources Outsourcing from February 2017 to December 2017, and Division Vice President of Strategy, Human Resources Outsourcing from March 2016 to February 2017.

David Kwon joined ADP in 2011.

Prior to his appointment as Corporate Vice President, Chief Legal Officer/General Counsel in July 2021, he served as Staff Vice President and Associate General Counsel – Global Compliance from March 2019 to June 2021, and as Staff Vice President and Associate General Counsel – Litigation from July 2012 to March 2019.

Alex Quevedo joined ADP in 1997.

Prior to his appointment as President, Human Resources Outsourcing in July 2021, he served as Senior Vice President, Human Resources Outsourcing Sales from September 2018 to June 2021, as Senior Vice President/General Manager, Insurance Services from December 2015 to August 2018, and as Division Vice President, Insurance Services Sales from December 2011 to December 2015.

Product Management from October 2010 to November 2015, and as Division Vice President, Strategy & Marketing from September 2007 to September 2010.

| Michael A. Bonarti | | | | | | 54 | | | | | | *Corporate Vice President, General Counsel and Secretary* | | | | | | 1997 | | |

| Matthew Levin | | | | | | 47 | | | | | | *Chief Strategy Officer* | | | | | | 2018 | | |

| Dermot J. O'Brien | | | | | | 54 | | | | | | *Chief Transformation Officer* | | | | | | 2012 | | |

| Douglas Politi | | | | | | 58 | | | | | | *President, Compliance Solutions* | | | | | | 1992 | | |

He has served as Corporate Vice President, General Counsel and Secretary since July 2010.

Matthew Levin joined ADP in November 2018 as Chief Strategy Officer.

Prior to joining ADP, he was a Managing Partner of Psilos Group Managers from January 2017 to October 2018.

Prior to joining Psilos Group Managers, he was Executive Vice President and Head of Global Strategy of Aon plc from August 2011 to December 2016.

Dermot J.

O’Brien joined ADP in 2012.

Prior to his appointment as Chief Transformation Officer in January 2018, he served as Chief Human Resources Officer from April 2012 to January 2018.

Douglas Politi joined ADP in 1992.

Prior to his appointment as President, Compliance Solutions in February 2013, he served as Senior Vice President, CFO Suite (AVS) from October 2011 to January 2013, and as Senior Vice President, Retirement Services from September 2006 to September 2011.

See “Corporate Governance,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation of Executive Officers” and “Compensation of Non-Employee Directors” in the Proxy Statement for the Company’s [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

See “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in the Proxy Statement for the Company’s [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

See “Election of Directors” and “Corporate Governance” in the Proxy Statement for the Company’s [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

See “Independent Registered Public Accounting Firm's Fees” in the Proxy Statement for the Company's [removed: 2020] [added: 2021] Annual Meeting of Stockholders, which information is incorporated herein by reference.

1.Item 15.

Exhibits, Financial Statement Schedules

(a) Financial Statements and Financial Statement Schedules

1.

Financial Statements

The following report and Consolidated Financial Statements of the Company are contained in Part II, Item 8 hereof:

Report of Independent Registered Public Accounting Firm

Statements of Consolidated Earnings - years ended June 30, 2021, 2020 and 2019

Statements of Consolidated Comprehensive Income - years ended June 30, 2021, 2020 and 2019

Consolidated Balance Sheets - June 30, 2021 and 2020

Statements of Consolidated Stockholders' Equity - years ended June 30, 2021, 2020 and 2019

Statements of Consolidated Cash Flows - years ended June 30, 2021, 2020 and 2019

Notes to Consolidated Financial Statements

2.

Financial Statement Schedules

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | Page in Form 10-K | | |

| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [91](#i649e1fa1719440a297506894f0c79149_202) | | |

All other Schedules have been omitted because they are inapplicable, are not required or the information is included elsewhere in the financial statements or notes thereto.

(b) Exhibits

The following exhibits are filed with this Annual Report on Form 10-K or incorporated herein by reference to the document set forth next to the exhibit in the list below:

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [3.1](http://www.sec.gov/Archives/edgar/data/8670/0000950170-99-000131.txt) | | | Amended and Restated Certificate of Incorporation dated November 10, 1998 - incorporated by reference to Exhibit 3.1 to the Company's Registration Statement No. 333-72023 on Form S-4 filed with the Commission on February 9, 1999 | | |

| [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867020000032/exhibit32q4fy20.htm) | | | Amended and Restated By-laws of the Company, dated August 5, 2020 - incorporated by reference to Exhibit 3.2 to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2020 | | |

| [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit41q4fy21.htm) | | | Description of Common Stock | | |

| [4.2](http://www.sec.gov/Archives/edgar/data/8670/000119312515305521/d10072dex43.htm) | | | Form of Indenture between the Company and Wells Fargo Bank, National Association, as trustee - incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form S-3 (No. 333-206631), filed on August 28, 2015 | | |

| [4.3](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm) | | | Form of First Supplemental Indenture between Automatic Data Processing, Inc. and Wells Fargo Bank, National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K dated and filed on September 15, 2015 | | |

| [4.4](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm) | | | Form of 3.375% Senior Note due 2025 - incorporated by reference to Exhibit B to Exhibit 4.1 to the Company's Current Report on Form 8-K dated and filed on September 15, 2015 | | |

| [4.5](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm) | | | Form of First Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K dated August 11, 2020 and filed on August 13, 2020 | | |

| [4.6](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm) | | | Form of 1.250% Senior Note due 2030 - incorporated by reference to Exhibit A to Exhibit 4.1 to the Company's Current Report on Form 8-K dated August 11, 2020 and filed on August 13, 2020 | | |

| [4.7](https://www.sec.gov/Archives/edgar/data/8670/000119312521162076/d493863dex41.htm) | | | Form of Second Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K dated May 11, 2021 and filed on May 14, 2021 | | |

| [4.8](https://www.sec.gov/Archives/edgar/data/8670/000119312521162076/d493863dex41.htm) | | | Form of 1.700% Senior Note due 2028 - incorporated by reference to Exhibit A to 4.1 to the Company's Current Report on Form 8-K dated May 11, 2021 and filed on May 14, 2021 | | |

| [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095010321008624/dp152457_ex1001.htm) | | | 364-Day Credit Agreement, dated as of June 9, 2021, among Automatic Data Processing, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A. and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC and MUFG Bank, Ltd., as Documentation Agents - incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 9, 2021 and filed on June 10, 2021 | | |

| [10.2](http://www.sec.gov/Archives/edgar/data/8670/000095014219001326/eh1900785_ex1002.htm) | | | Five-Year Credit Agreement, dated as of June 12, 2019, among Automatic Data Processing, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A., Citibank, N.A., MUFG Bank, Ltd. and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC, as Documentation Agent - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 12, 2019 and filed on June 13, 2019 | | |

| [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095010321008624/dp152457_ex1002.htm) | | | Five-Year Credit Agreement, dated as of June 9, 2021, among Automatic Data Processing, Inc., the Lenders Party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A., and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC and MUFG Bank Ltd., as Documentation Agents - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 9, 2021 and filed on June 10, 2021 | | |

| [10.4](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm) | | | Amended and Restated Supplemental Officers Retirement Plan - incorporated by reference to Exhibit 10.8 to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

(a) Financial Statements and Financial Statement Schedules

1.

Financial Statements

The following report and Consolidated Financial Statements of the Company are contained in Part II, Item 8 hereof:

Report of Independent Registered Public Accounting Firm

Statements of Consolidated Earnings - years ended June 30, 2020, 2019 and 2018

Statements of Consolidated Comprehensive Income - years ended June 30, 2020, 2019 and 2018

Consolidated Balance Sheets - June 30, 2020 and 2019

Statements of Consolidated Stockholders' Equity - years ended June 30, 2020, 2019 and 2018

Statements of Consolidated Cash Flows - years ended June 30, 2020, 2019 and 2018

Notes to Consolidated Financial Statements

2.

Financial Statement Schedules

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | Page in Form 10-K | | |

| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [93](#i4bcc095a580f4f7aaf04dadd1797c86d_217) | | |

All other Schedules have been omitted because they are inapplicable, are not required or the information is included elsewhere in the financial statements or notes thereto.

(b) Exhibits

The following exhibits are filed with this Annual Report on Form 10-K or incorporated herein by reference to the document set forth next to the exhibit in the list below:

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| [3.1](http://www.sec.gov/Archives/edgar/data/8670/0000950170-99-000131.txt) | | | Amended and Restated Certificate of Incorporation dated November 10, 1998 - incorporated by reference to Exhibit 3.1 to the Company's Registration Statement No. 333-72023 on Form S-4 filed with the Commission on February 9, 1999 | | |

| [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867020000032/exhibit32q4fy20.htm) | | | Amended and Restated By-laws of the Company, dated August 5, 2020 | | |

| [4.1](http://www.sec.gov/Archives/edgar/data/8670/000119312515305521/d10072dex43.htm) | | | Form of Indenture between the Company and Wells Fargo Bank, National Association, as trustee - incorporated by reference to Exhibit 4.3 to the Company's Registration Statement on Form S-3 (No. 333-206631), filed on August 28, 2015 | | |

| [4.2](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm) | | | Form of First Supplemental Indenture between Automatic Data Processing, Inc. and Wells Fargo Bank, National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K dated September 15, 2015 | | |

| [4.3](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm) | | | Form of 2.250% Senior Note due 2020 - incorporated by reference to Exhibit A to Exhibit 4.1 to the Company's Current Report on Form 8-K dated September 15, 2015 | | |

| [4.4](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm) | | | Form of 3.375% Senior Note due 2025 - incorporated by reference to Exhibit B to Exhibit 4.1 to the Company's Current Report on Form 8-K dated September 15, 2015 | | |

| [4.5](https://www.sec.gov/Archives/edgar/data/8670/000000867020000032/exhibit45q4fy20.htm) | | | Description of Common Stock | | |

| [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014220001549/eh2000839_ex1001.htm) | | | 364-Day Credit Agreement, dated as of June 10, 2020, among Automatic Data Processing, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A. and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC and MUFG Bank, Ltd., as Documentation Agents - incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 10, 2020 | | |

| [10.2](http://www.sec.gov/Archives/edgar/data/8670/000095014219001326/eh1900785_ex1002.htm) | | | Five-Year Credit Agreement, dated as of June 12, 2019, among Automatic Data Processing, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A., Citibank, N.A., MUFG Bank, Ltd. and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC, as Documentation Agent - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 12, 2019 | | |

| [10.3](http://www.sec.gov/Archives/edgar/data/8670/000095014218001384/eh1800801_ex1002.htm) | | | Five-Year Credit Agreement, dated as of June 13, 2018, among Automatic Data Processing, Inc., the Lenders Party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A., Citibank, N.A. and MUFG Bank, Ltd., as Syndication Agents, and Deutsche Bank Securities Inc. and Barclays Bank PLC, as Documentation Agents - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 13, 2018 | | |

| [10.4](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm) | | | Amended and Restated Supplemental Officers Retirement Plan - incorporated by reference to Exhibit 10.8 to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | | |

| [10.5](http://www.sec.gov/Archives/edgar/data/8670/000000867016000059/exhibit1010q1fy17.htm) | | | Automatic Data Processing, Inc. Deferred Compensation Plan, as Amended and Restated Effective September 15, 2016 - incorporated by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2016 (Management Compensatory Plan) | | |

| [10.6](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm) | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers, as amended - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | | |

| [10.7](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit1011.htm) | | | Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase Plan - incorporated by reference to Exhibit 10.11 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | | |

| [10.8](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit101q3fy15.htm) | | | Automatic Data Processing, Inc. Executive Retirement Plan - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [10.9](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit102q3fy15.htm) | | | Automatic Data Processing, Inc. Retirement and Savings Restoration Plan - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [10.10](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit103q3fy15.htm) | | | Automatic Data Processing, Inc. Corporate Officer Severance Plan - incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [10.11](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1004.htm) | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers (as amended) (Management Compensatory Plan) - incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K dated November 6, 2018 (Management Compensatory Plan) | | |