Automatic Data Processing (ADP) 10-K risk factor changes: FY2023 vs FY2022

Failure to comply with, [added: compliance with] or changes in, laws and regulations applicable to our businesses could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences

We operate our business around the world, including in numerous developing economies where companies and government officials are more likely to engage in business practices that are [removed: prohibited by domestic and foreign laws and regulations, including the United States Foreign Corrupt Practices Act and the U.K. Bribery Act 2010.]

[added: Among other things, the BSA requires certain financial institutions,] including banks and money services businesses (such as national trust banks and providers of prepaid access like us), to develop and implement risk-based anti-money laundering programs, report large cash transactions and suspicious activity, and maintain transaction records.

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

[removed: These regulatory restrictions on banks and changes to banks’ internal risk-based policies and procedures may result in a decrease in] the number of banks that may do business with us, may require us to materially change the manner in which we conduct some aspects of our business, may decrease our revenues and earnings and could have a materially adverse effect on our results of operations or financial condition.

Failure to comply with privacy, data [removed: protection] [added: protection, artificial intelligence] and cyber security laws and regulations could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences

These laws, which are not uniform, generally do one or more of the following: regulate the collection, storage, hosting, transfer (including in some cases, the transfer outside the country of collection), processing, disclosure, use, security and [added: retention and destruction of personal information; require notice to individuals of privacy practices; give individuals certain access and correction rights with respect to their personal information; and regulate the use or disclosure of personal information for secondary purposes such as marketing.]

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

We believe that providing insights [added: and content] from data, including [added: via] artificial intelligence (AI) and machine learning (ML), will become increasingly important to the value that our solutions and services deliver to our [removed: customers.][added: clients.]

[removed: However,] [added: As a result,] the ability to provide data-driven insights [added: and otherwise leverage AI and ML] may be constrained by current or future [added: laws,] regulatory [added: or self-regulatory] requirements or ethical considerations, including our own published, guiding ethical principles regarding AI and ML, that could restrict or impose burdensome and costly requirements on our ability to leverage data [added: and/or these technologies] in innovative ways.

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

In addition, data security [removed: events and] [added: events,] concerns about privacy abuses by other companies [added: and increased awareness of the potential (positive and negative) of AI] are changing consumer and social expectations for enhanced [removed: privacy] [added: protections (including with respect to bias] and [removed: data protection.][added: potential discrimination).]

As a result, [removed: even] [added: noncompliance,] the [added: failure to meet such expectations or the] perception of [removed: noncompliance,] [added: noncompliance or such failure,] whether or not valid, may damage our reputation.

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

Furthermore, our efforts to enforce our intellectual property rights may be met with defenses, counterclaims, and countersuits attacking the validity and enforceability of our intellectual property rights, which [removed: may be successful.]

We may be found to be infringing upon [removed: such] [added: third party intellectual property] rights, even if we are unaware of their intellectual property rights.

We may also be obligated to indemnify our [removed: customers,] [added: clients,] vendors or partners in connection with any such claim or litigation.

[removed: However, because the] [added: The] techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently, are increasingly more complex and sophisticated [removed: and may be difficult] [added: (including due] to [removed: detect for long periods] [added: the use] of [removed: time, we may be unable or fail to anticipate these techniques or implement adequate or timely preventive or responsive measures.][added: AI).]

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 [added: computer viruses and malware into our systems or otherwise compromise the confidentiality, integrity or availability of data or our systems.]

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

[removed: Any] [added: A] cyberattack, unauthorized intrusion, malicious software infiltration, network disruption, denial of service, corruption of data, ransomware attack, 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 or ADP funds, [removed: and] [added: which] could have a materially adverse effect on our business or results of 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.

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

[removed: If] [added: Our industry is subject to rapid technological change, including as a result of AI, and if] we fail to upgrade, enhance and expand our technology and services to meet client needs and preferences, the demand for our solutions and services may materially diminish

Our businesses operate in industries that are subject to rapid technological advances [added: (such as AI)] and changing client needs and preferences.

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

If we fail to respond successfully to technology challenges and client needs and [removed: preferences,] [added: preferences or our competitors or other third parties respond to such challenges more quickly or successfully than us,] the demand for our solutions and services may diminish.

In addition, investment in product development [added: and new technologies] often involves a long return on investment cycle.

We have made and expect to continue to make significant investments in product [removed: development.][added: development and new technologies.]

In addition, our business could be adversely affected in periods surrounding our new product introductions if [removed: customers] [added: clients] delay purchasing decisions to evaluate the new product offerings.

A major natural disaster or catastrophic event could have a materially adverse effect on our business, [removed: financial][added: operations, financial condition and results of operations, or have other adverse consequences]

Our business, [added: operations,] 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, pandemics or other (actual or threatened) public health [removed: emergencies] [added: emergencies, extreme weather,] such as [removed: the COVID-19 outbreak,] [added: droughts, hurricanes, flooding and wildfires (including as a result of climate change),] or other events beyond our control, and measures taken in response thereto.

[removed: The COVID-19 outbreak may have long-term effects on the nature of the office environment and remote working, which] [added: It] may [added: also] present operational and workplace culture challenges that may adversely affect our business.

[removed: While we have contingency plans in place for bank failures, a] systemic shutdown of the banking industry would impede our ability to process funds on behalf of our payroll, tax and other money movement services clients and could have an adverse impact on our financial results and liquidity.

We publicly share certain information about our environmental, social and governance (“ESG”) [removed: initiatives.][added: initiatives, including our net zero greenhouse gas emissions pledge.]

In addition, our ability to achieve certain ESG initiatives and targets may depend on the actions or continuing requirements of governmental entities (e.g., our paperless initiatives may depend on whether certain states continue to require employers to offer employees to be paid via paper check or to obtain [added: employee consent to be paid electronically instead of via paper check).]

Activist stockholders may create perceived uncertainties as to the future direction of our business or strategy, 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 [removed: customers] [added: clients] and business partners and may affect our relationships with current [removed: customers,] [added: clients,] vendors, investors and other third parties.

[removed: In addition, actions of activist stockholders may cause periods of fluctuation in our stock price based on temporary or] speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business.

Because our PEO is a co-employer with our PEO clients and a Certified PEO by the Internal Revenue Service, we may be subject to certain obligations, responsibilities and liabilities of an employer with respect to Worksite Employees (WSE), including with respect to their wages and the payment thereof, the payment of certain taxes with respect to WSE wages and employee benefits provided to the WSEs.

Even though PEO clients are contractually responsible for the timely remittance of such costs, it is possible that our clients will not remit such payments despite their contractual obligations.

The risk of failing to receive such payments from PEO clients could be magnified during significant financial or other disruptions or catastrophic events, such as the failure of a bank, like that of Signature Bank or Silicon Valley Bank, with whom a significant number of PEO clients may bank at the time, or more widespread stress or failure within the U.S. banking system.

Any such event could prevent or materially delay the recovery of any payments not timely remitted and could have an adverse impact on our financial results and liquidity.

prohibited by domestic and foreign laws and regulations, including the United States Foreign Corrupt Practices Act and the U.K. Bribery Act 2010.

These regulatory restrictions on banks and changes to banks’ internal risk-based policies and procedures may result in a decrease in

We are increasingly leveraging AI and ML in our solutions and service delivery and are exploring how best to integrate generative AI technologies and develop and deploy capabilities that are beneficial to our clients and their employees.

However, legislation that would govern the development and/or use of AI is under consideration in the U.S. at the state and local level, as well as abroad.

In addition, self-regulatory frameworks like the National

Institute of Standards and Technology AI Risk Management Framework are being promulgated and adherence to these may become an industry standard or a client expectation.

may be successful.

In addition, use of AI tools may result in the release of confidential or proprietary information which could limit our ability to protect, or prevent us from protecting, our intellectual property rights.

Additionally, as we expand our use of AI, there is uncertainty regarding intellectual property ownership and license rights of AI algorithms and content generated by AI and we may become subject to similar claims of infringement.

However, as a result of the complexity of our operating environment, the period over which hardware and software has been acquired or other reasons, our programs and processes may not be sufficient or adequate or may fail to prevent, detect or respond to a cybersecurity incident or identify and/or remediate a security vulnerability in our operating environment.

We may fail to anticipate or detect these techniques and/or incidents for long periods of time and, even when we do so, we may be unable or fail to implement adequate or timely preventive or responsive measures.

and to investigate and remediate any security vulnerabilities.

We rely heavily on our payroll, financial,

As new technologies (such as AI) continue to emerge, they may be disruptive to the HCM industry.

These technologies could result in new and innovative HCM products and solutions that could increase competition, place us at a competitive disadvantage or even render obsolete our technology, products and solutions.

We may fail to realize all the economic benefit of our investment in the development of a product which could cause an impairment of goodwill or intangibles and result in a significant charge to earnings.

In connection with our client funds assets investment strategy, we attempt to minimize the risk of not having funds collected from a client available at the time such client’s obligation becomes due by generally impounding the client’s funds at the time of payment of such client’s obligation.

When we don’t impound client funds by the time we pay such client obligations (including for PEO clients with respect to which we are legally obligated for payroll and tax obligations in respect of WSEs as a Certified PEO), we are at risk of not recovering such funds or a material delay in such recovery.

Such risk could be magnified during significant financial or other disruptions or catastrophic events, such as the failure of a bank with whom a significant number of clients may bank at the time or more widespread stress or failure within the U.S. banking system.

Any such event could prevent or materially delay the recovery of any funds from clients and could have an adverse impact on our financial results and liquidity.

While we have contingency plans in place for bank failures, a

In addition, actions of activist stockholders may cause periods of fluctuation in our stock price based on temporary or

In addition, the nature of the office environment and remote or hybrid working is changing, which may make it more difficult to attract and retain personnel.

Among other things, the BSA requires certain financial institutions,

retention and destruction of personal information; require notice to individuals of privacy practices; give individuals certain access and correction rights with respect to their personal information; and regulate the use or disclosure of personal information for secondary purposes such as marketing.

computer viruses and malware into our systems or otherwise compromise the confidentiality, integrity or availability of data or our systems.

condition and results of operations, or have other adverse consequences

employee consent to be paid electronically instead of via paper check).

The following section discusses our year ended June 30, [removed: 2022] [added: 2023] (“fiscal [removed: 2022”),] [added: 2023”),] as compared to year ended June 30, [removed: 2021] [added: 2022] (“fiscal [removed: 2021”).][added: 2022”).]

A detailed review of our fiscal [removed: 2021] [added: 2022] performance compared to our fiscal [removed: 2020] [added: 2021] performance is set forth in Part II, Item 7 of our Form 10-K for the fiscal year ended June 30, [removed: 2021.][added: 2022.]

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 obtaining and retaining clients, and selling additional services to clients; the pricing of products and services; the success of our new solutions; [added: our ability to respond successfully to changes in technology, including artificial intelligence;] compliance with existing or new legislation or regulations; changes in, or interpretations of, existing legislation or [removed: regulations; overall market, political and economic conditions, including interest rate and foreign currency 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;]

[added: regulations; overall market, political and economic conditions, including interest rate and foreign currency 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; [removed: changes in technology;] availability of skilled associates; the impact of new acquisitions and divestitures; the adequacy, effectiveness and success of our business transformation initiatives; the impact of any uncertainties related to major natural disasters or catastrophic [removed: events, including the coronavirus (“COVID-19”) pandemic;] [added: events;] and supply-chain disruptions.

Highlights from the year ended June 30, [removed: 2022] [added: 2023] include:

| 10% | | | | | | [removed: 70] [added: 130] basis points | | | | | | [removed: 15%] [added: 17%] | | |

| [removed: 15%] [added: 10%] | | | Employer Services New Business Bookings Growth | | | | | | [removed: 15%] [added: 6%] | | | PEO Services Average Worksite Employee Growth | | | | | | |

| [removed: $3.6B] [added: $3.0B] | | | | | | Cash Returned via Shareholder Friendly Actions [removed: $1.7B] [added: $1.9B] Dividends \| [removed: $2.0B] [added: $1.1B] Share Repurchases | | | | | | | | | | | |

We are [removed: the] [added: a] leading [added: global] provider of cloud-based [removed: HCM] [added: Human Capital Management (“HCM”)] technology solutions to employers around the world.

[removed: The] PEO average [removed: number of Worksite Employees] [added: worksite employees] increased [removed: 15%] [added: 6%] for [removed: fiscal] [added: the year ended June 30, 2023, as compared to the year ended June 30,] 2022.

Our pays per control metric, which represents the number of employees on ADP clients' payrolls in the United States when measured on a same-store-sales basis for a subset of clients ranging from small to large businesses, grew [removed: 7%] [added: 4.7%] for [removed: fiscal] [added: the year ended June 30, 2023 as compared to the year ended June 30,] 2022.

We generate sufficient free cash flow to satisfy our cash dividend and [added: our] modest debt obligations, which enables us to absorb the impact of downturns and remain steadfast in our re-investments, [removed: our long] [added: longer] term strategy, and [removed: our] commitments to shareholder friendly actions.

Our financial condition remains solid at June 30, [removed: 2022] [added: 2023] and we remain well positioned to support our associates and our clients.

| [removed: Total Revenues] [added: Total Revenues] | | | [added: 18,012.2 | | | | | | 16,498.3 | | |]

| [removed: 10%] YoY Growth | | | [added: 9 | | % | | | | 10 | | % |]

| [removed: 10%] YoY Growth, Organic Constant Currency | | | [added: 10 | | % | | | | 10 | | % |]

Revenues in fiscal [removed: 2022] [added: 2023] increased due to new business started from New Business Bookings, an increase in zero-margin benefits pass-throughs, an increase in our pays per control, [removed: and] continued strong client [removed: retention.][added: retention, an increase in interest on funds held for clients, and an increase in pricing, partially offset by an unfavorable impact of one percentage point from foreign currency.]

Total revenues in fiscal [removed: 2022] [added: 2023] include interest on funds held for clients of [removed: $451.8] [added: $813.4] million, as compared to [removed: $422.4] [added: $451.8] million in fiscal [removed: 2021.][added: 2022.]

The increase in interest earned on funds held for clients resulted from an increase in our average [removed: client funds balances of 18.7%] [added: interest rate earned] to [removed: $32.5 billion] [added: 2.4%] in fiscal [removed: 2022] [added: 2023,] as compared to [added: 1.4% in] fiscal [removed: 2021, partially offset by the decrease] [added: 2022, coupled with an increase] in our average [removed: interest rate earned] [added: client funds balances of 5.1%] to [removed: 1.4%] [added: $34.1 billion] in fiscal [removed: 2022,] [added: 2023] as compared to [removed: 1.5% in] fiscal [removed: 2021.][added: 2022.]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | % Change | | | | | | | | |

| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 8,252.6] [added: 8,657.4] | | | | | $ | [removed: 7,520.7] [added: 8,252.6] | | | | | [removed: 10] [added: 5] | | % | | | | | | |

| Systems development and programming costs | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 798.6] [added: 844.8] | | | | | | [removed: 716.6] [added: 798.6] | | | | | | [removed: 11] [added: 6] | | % | | | | | | |

| Depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 410.7] [added: 451.2] | | | | | | [removed: 403.0] [added: 410.7] | | | | | | [removed: 2] [added: 10] | | % | | | | | | |

| Total costs of revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 9,461.9] [added: 9,953.4] | | | | | | [removed: 8,640.3] [added: 9,461.9] | | | | | | [removed: 10] [added: 5] | | % | | | | | | |

| Selling, general and administrative expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 3,233.2] [added: 3,551.4] | | | | | | [removed: 3,040.5] [added: 3,233.2] | | | | | | [removed: 6] [added: 10] | | % | | | | | | |

| Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 81.9] [added: 253.3] | | | | | | [removed: 59.7] [added: 81.9] | | | | | | [removed: 37] [added: 209] | | % | | | | | | |

| Total expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 12,777.0] [added: 13,758.1] | | | | | $ | [removed: 11,740.5] [added: 12,777.0] | | | | | [removed: 9] [added: 8] | | % | | | | | | |

Operating expenses increased due to [removed: the] [added: an] increase in our PEO Services zero-margin benefits pass-through costs to [removed: $3,514.4] [added: $3,800.9] million from [removed: $3,092.0] [added: $3,514.4] million for the [removed: year] [added: years] ended June 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Additionally, operating expenses increased due to increased costs to service our client base in support of our growing revenue, partially offset by [added: the impact of foreign currency and] a net reduction of [removed: $28.8] [added: $12.3] million in our estimated losses related to ADP [removed: Traditional Incorporated Cell, formerly known as ADP Indemnity, Inc. ("ADP Indemnity") and the impact of foreign currency.][added: Indemnity.]

Systems development and programming costs increased for fiscal [removed: 2022] [added: 2023] due to increased investments and costs to develop, support, and maintain our new and existing products.

Selling, general and administrative expenses increased due to increased selling expenses as a result of investments in our sales organization, increased marketing [removed: expenses and increased travel] expenses, [removed: partially offset by] [added: and] a [removed: decrease in our allowance for doubtful accounts] [added: reversal] of [added: COVID-19 credit loss reserves of] $26.0 million [removed: as a result of a decrease] in [removed: estimated credit losses related to] [added: 2022, partially offset by] the impact of [removed: COVID-19 on our clients ("the decrease in our allowance for doubtful accounts").][added: foreign currency.]

| Years ended June 30, | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | $ Change | | |

| Interest income on corporate funds | | | | | | $ | [removed: (41.0)] [added: (149.5)] | | | | | $ | [removed: (36.5)] [added: (41.0)] | | | | | $ | [removed: 4.5] [added: 108.5] | |

| [removed: Realized] [added: Net realized] losses/(gains) on available-for-sale [removed: securities, net] [added: securities] | | | | | | [removed: 4.4] [added: 14.7] | | | | | | [removed: (11.3)] [added: 4.4] | | | | | | [removed: (15.7)] | | |

| Impairment of assets | | | | | | [removed: 23.0] [added: 2.1] | | | | | | [removed: 19.9] [added: 23.0] | | | | | | [removed: (3.1)] [added: 20.9] | | |

| Gain on sale of assets | | | | | | [removed: (7.5)] [added: —] | | | | | | [removed: (9.8)] [added: (7.5)] | | | | | | [removed: (2.3)] [added: (7.5)] | | |

| Non-service components of pension income, net | | | | | | [removed: (61.7)] [added: (50.8)] | | | | | | [removed: (58.6)] [added: (61.7)] | | | | | | [removed: 3.1] [added: (10.9)] | | |

| Other (income)/expense, net | | | | | | $ | [removed: (82.8)] [added: (183.5)] | | | | | $ | [removed: (96.3)] [added: (82.8)] | | | | | $ | [removed: (13.5)] [added: 100.7] | |

In fiscal 2022, the Company recorded impairment charges of $23.0 [removed: million] [added: million,] which is comprised of [removed: a write down of] $12.1 million related to software and customer lists which were determined to have no future use and impairment charges of $10.9 million related to operating right-of-use assets associated with exiting certain leases early.

Earnings Before Income [removed: Taxes][added: Taxes ("EBIT") and Adjusted EBIT]

| 9% | | | | | | 160 basis points | | | | | | 17% | | |

Our HCM solutions, which include both software and outsourcing services, are designed to help our clients manage their workforce through a dynamic business and regulatory landscape and the changing world of work.

We continuously seek to enhance our leading HCM solutions to further support our clients.

We see tremendous growth opportunity ahead as we focus on our three key Strategic Priorities: leading with best-in-class HCM technology, providing unparalleled expertise and outsourcing, and leveraging our global scale for the benefit of our clients.

Executing on our Strategic Priorities will be critical to enabling our growth in the years ahead.

During the fiscal year we drove strong progress across a number of key measures and in support of our overall Strategic Priorities.

We crossed a major milestone, surpassing the 1 million client mark, driven by continued enhancements to our key solutions like RUN and Workforce Now.

We continued the deployment of our unified User Experience to key portions of our portfolio such as the RUN mobile app.

We were awarded Top HR Product for the 8th consecutive year at the annual HR Tech Conference, in recognition for our recently launched Intelligent Self Service Solution.

And our HR Outsourcing businesses continued to grow, now with over 3 million worksite employees served.

For fiscal 2023, we delivered solid revenue growth of 9%, 10% organic constant currency.

Additionally, our strong ES new business bookings performance resulted in full year fiscal 2023 growth of 10%, and client satisfaction gains resulted in a full year ES client revenue retention rate of 92.2%, equal to the highest level we have ever reported.

We believe these results are largely attributable to improvements made to our platforms and service over multiple years.

| | | | Years Ended | | | | | | | | |

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

Depreciation and amortization expenses increased due to the amortization of internally developed software products and new investments in purchased software.

Interest expense increased due to the increase in average interest rates on commercial paper issuances and reverse repurchases to 3.7% and 4.3% for the year ended June 30, 2023, as compared to 0.4% and 0.7% for the year ended June 30, 2022, respectively, also coupled with a higher volume of average commercial paper and reverse repurchase borrowings, as compared to the year ended June 30, 2022.

Interest income on corporate funds increased in fiscal 2023, as compared to fiscal 2022, due to higher average interest rates of 2.4% for the year ended June 30, 2023, as compared to 1.0% for the year ended June 30, 2022, coupled with higher average investment balances for the year ended June 30, 2023 as compared to the year ended June 30, 2022.

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| | | | Years Ended | | | | | | | | | | | | | | |

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

| EBIT | | | $ | 4,437.6 | | | | | $ | 3,804.1 | | | | | 17 | | % |

| EBIT Margin | | | 24.6 | | % | | | | 23.1 | | % | | | | 160 bps | | |

| Adjusted EBIT Margin | | | 24.8 | | % | | | | 23.5 | | % | | | | 130 bps | | |

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

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

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

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

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

Overall margin increased due to increases in revenues discussed above, and operating efficiencies for costs of servicing our clients on growing revenue, partially offset by increased selling expenses, increased interest expense, and increases in zero-margin pass through costs.

| | | | Years Ended | | | | | | | | | | | | | | | | | | | | |

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

| | | | 2023 | | | | | | 2022 | | | | | | YoY Growth | | | | | | | | |

| | | | | | | $ | 18,012.2 | | | | | $ | 16,498.3 | | | | | | | | | | | | | | | | | | | | | | | 9 | | % | | | | | | | | | | 10 | | % | | | | | | |

| | | | | | | $ | 4,437.6 | | | | | $ | 3,804.1 | | | | | | | | | | | | | | | | | | | | | | | 17 | | % | | | | | | | | | | | | | | | | | | |

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

| | | | Margin | | | | | | | | | | | | | | | | | | | | |

| | | | Years Ended June 30, | | | | | | | | | | | | | | | | | | | | |

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

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

| 10% | | | | | | 90 basis points | | | | | | 16% | | |

Through our extensive suite of products, coupled with industry and compliance expertise, we help our clients navigate a highly dynamic world of work in order to give them peace-of-mind and reduce the time and effort they allocate to non-core tasks.

This, in turn, allows our clients to better focus on what matters most to them – running their businesses.

Over the decades since pioneering our industry, we have reshaped HCM time and again by continuously innovating across our technology platforms and service solutions.

Our commitment to innovation is continuous amid challenging business and operating environments – whether it be a global recession or bull market, an international conflict or global pandemic.

We believe businesses, our clients, serve as a force for progress, and we remain committed to rethinking a better, more personalized world at work to help our clients and their workers achieve their full potential.

That commitment underpins our drive to innovate across our portfolio in order to deliver sustainable, profitable growth.

During the fiscal year, we made significant progress on the roll-out of a new unified user experience ("UX") across our strategic products and solutions.

We transitioned hundreds of thousands of clients across our RUN, iHCM, and next-gen HCM client bases over to the new UX, generating positive feedback from this transition to even more intuitive HCM workflows.

We continue to advance all of our key platforms, with Workforce Now being especially critical to our differentiation and growth.

Workforce Now continues building traction in the lower end of the U.S. enterprise market and was instrumental to

ADP being rated an overall "Customer's Choice" provider for the first time in Gartner's annual "Voice of the Customer" study.

In addition to beginning the roll-out of the new UX, this year we continued to make progress on the roll-out of our next-gen payroll solution to a growing portion of our new Workforce Now clients, and we believe these two major enhancements will help keep Workforce Now at the forefront of the industry.

We also made exciting enhancements to other solutions during the fourth quarter.

We started offering self-enrollment with full digital wallet capabilities within the Wisely program, allowing for a more frictionless experience for workers that enables them to more easily transition to our digital payment offering.

We expanded our Earned Wage Access solution by offering a seamless, one-application solution for Wisely members, which enables employees to receive portions of their earned wages prior to paydate at no cost.

We will also be launching "Voice of the Employee", a new employee survey and listening tool, which will help our clients seamlessly capture employee feedback and sentiments across various HR categories during the employee lifecycle, which is critical in a labor market where listening to their employees can help our clients differentiate themselves and better compete in the marketplace.

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 2022, we delivered strong revenue growth of 10%.

In addition, Employer Services achieved record New Business Bookings and near-record-level retention of 92.1%.

ADP was named one of Fortune’s Most Admired Companies for the 16th year in a row, which highlights our culture of continuous improvement, our consistency, and our focus on being a true partner to our clients as the world of work continues to change.

For the year ended June 30, respectively:

| | | |

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


Interest expense increased primarily due to the issuance of 7-year fixed-rate notes totaling $1.0 billion issued in the fourth quarter of fiscal 2021, as compared to the year ended June 30, 2021.

Additionally, there was an increase in average interest rates for commercial paper borrowings to 0.4% for the year ended June 30, 2022, as compared to 0.1% for the year ended June 30, 2021.

This was coupled with an increase in average daily borrowings under our commercial paper program to $2.0 billion for the year ended June 30, 2022, as compared to $1.6 billion for the year ended June 30, 2021.

| (In millions) | | | | | | | | | | | | | | | | | | | | |

Other (income)/expense, net, decreased $13.5 million in fiscal 2022, as compared to fiscal 2021 primarily as a result of losses on available-for-sale securities, net, in the current year, compared to gains in the prior year, and the items described below, partially offset by the change in non-service components of pension income, net.

In fiscal 2021, the Company recorded impairment charges of $19.9 million, which is comprised of $10.5 million related to internally developed software which was determined to have no future use, impairment charges of $9.4 million related to operating right-of-use assets and certain related fixed assets associated with exiting certain leased locations early, and recognizing certain owned facilities at fair value given intent to sell and accordingly classified as held for sale.

 

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

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

| á | | | 13% YoY Growth | | | á | | | 70 bps YoY Growth | | |

Adjusted Earnings before certain Interest and Taxes ("Adjusted EBIT")

[removed: ][added: ]

We serve over [removed: 990,000] [added: 1 million] clients and pay over [removed: 39] [added: 41] million workers in 140 countries and territories.

[removed: ][added: ]

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

[removed: ][added: ]

[removed: - Grow a complete suite of cloud-based] [added: *U.S.] HCM [removed: solutions (HCM Solutions). We design] [added: Solutions*: In the United States, we provide] cloud-based [added: HCM] software [added: with supporting service] and [removed: offer comprehensive solutions] [added: expertise] that [removed: assist] [added: assists] employers of all types and sizes in managing the entire worker spectrum and employment cycle – from full-time to freelancer and from hire to retire.

[removed: - Grow and scale our market-leading HR Outsourcing solutions (HRO Solutions). We offer comprehensive HRO solutions in which we provide complete management solutions for HR] administration, payroll administration, talent management, employee benefits, benefits administration, employer liability management, and other HCM and employee benefits functions.

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

[removed: ][added: ]

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

[removed: We] [added: Leveraging the power of data, we] innovate by anticipating the future of work, the future of HCM and the future of pay [removed: in order] to [removed: meet the evolving and unique needs of] [added: help] our clients [added: transform their businesses, simplify work] and [added: empower] their workers.

[removed: Our] [added: Built to be as dynamic as the world of work today, our] next-gen platforms are designed for [removed: the ever-changing world of work.][added: adaptability.]

Built from the ground up to be cloud-native, global, scalable and secure, our next-gen platforms [added: are designed to] provide our clients with the flexibility they need to address today’s and tomorrow’s workplace [removed: challenges.][added: challenges, and to personalize the experience based on their needs.]

Built for dynamic teams, our next-gen HCM platform provides our clients with visibility into where work [removed: actually] happens rather than into rigid organizational hierarchies and worker types.

Our next-gen payroll [removed: solution] [added: platform] is a global solution that supports workers of all types and enables real-time, transparent, continuous payroll calculations.

This next-gen payroll [removed: solution] [added: platform] also unlocks flexible pay choices for our clients so they can provide the best pay experience for their workers.

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

[removed: Last year,] [added: Additionally,] we launched the “Roll™ by ADP” mobile-first solution – reimagining how small businesses do payroll.

[removed: 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 [removed: size] [added: scale] and [removed: breadth] [added: scope] of our client base provides us an unrivaled HCM dataset, and we are focused on converting our data advantage into our client’s data advantage.

[removed: ADP’s unmatched dataset that provides] [added: We are doing this by differentiating our HCM solutions and providing our] clients with insights that can help drive better decisions, and by continuing to identify and pursue new and additional data-as-a-service opportunities.

We are leading this innovation effort with ADP® DataCloud, our award-winning [removed: ML] [added: machine learning (ML)] and workforce analytics platform which is the largest private repository of payroll information available.

DataCloud analyzes aggregated, anonymized and timely HCM and compensation data from more than [removed: 930,000] [added: 1 million] organizations across the U.S., powering solutions that provide clients with in-depth workforce and business insights that enable critical HR decisions.

[added: In the U.S.,] ADP DataCloud's Skills Graph, our proprietary data structure, is based on more than [removed: 30] [added: 43] million employee records, [removed: 65] [added: 95] million resumes and [removed: 7] [added: 9] million job postings across more than 20 industries and 500 geographic areas, and [removed: extracts, aligns] [added: uses large language models to extract, align] and [removed: normalizes] [added: normalize] key information such as skills, job titles and levels, education and qualifications from non-structured data and infers missing skills and qualifications from context.

Skills Graph [added: also] powers [removed: 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 [removed: Dashboard] [added: 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 [removed: businesses.][added: businesses, as well as Talent Market Insights where organizations can explore jobs and locations to understand talent availability, skills, wages, turnover and time to fill.]

[removed: ][added: ]

ADP’s Model-Based Benchmarks, powered by Skills Graph, also extend benchmarks to include compensation for up to [removed: 150] [added: 160] million workers.

[removed: Model-Based Benchmarks are driven by a set of deep learning models that extract] patterns and knowledge from millions of payroll records and job profiles to provide accurate information that reflects the reality of the position being [removed: shown.][added: researched.]

[added: ADP’s Pay Equity 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.

Insights powered by DataCloud are particularly important with respect to diversity, equity and inclusion (DEI) and, as part of our commitment to DEI, we introduced the [removed: first-of-its-kind] [added: first-of-its-kind, award-winning] DEI benchmark to help companies assess DEI gaps, track their progress and achieve their goals, bolstering ADP’s suite of DEI offerings.

[removed: The solution] [added: It] also earned acclaim in Fast Company’s first-ever list of the “Next Big Things in Tech,” which [removed: highlights tech breakthroughs that promise to define the future of their industries.]

In harnessing the power of data through ML, ADP recognizes the importance of accountability, transparency, privacy, explainability and governance, and in furtherance of those goals has established an active AI & Data Ethics Committee, comprised of both industry leaders and ADP experts, which advises on emerging industry trends and concerns and provides guidance with respect to compliance with the principles that ADP should follow while developing products, systems and applications that involve [removed: artificial intelligence,] [added: AI,] ML and data.

[removed: ][added: ]

[removed: ][added: ]

Wisely® Pay is a network-branded [removed: payroll card that comes] [added: paycard] with a digital [removed: account that enables employers to pay their employees, and enables] [added: account, through which] employees [removed: to] [added: can] access their [removed: payroll funds immediately, including via a network member bank or an ATM,] [added: pay,] make purchases [removed: or pay bills,] [added: online and in store,] deposit checks, load additional funds onto the card, [removed: such as tax refunds,] and transfer funds to a bank account in the United States.

[removed: As we also seek to provide employee financial solutions, we offer] Wisely® Direct, a network-branded general purpose reloadable card that comes with a digital account, [removed: which] provides similar features and functionality [removed: as Wisely Pay] but is offered directly to consumers.

With a modern look and feel based on our [removed: brand] new design system, our new UX is powered by data and ML and provides intuitive workflows that are available when and where our clients and their workers need it.

We are investing in UX alignment and simplification across our strategic products and solutions, with new UX releases for RUN Powered by ADP®, [removed: MyADP®,] [added: MyADP,] ADP® Mobile Solutions and, most recently, ADP Workforce Now®.

In addition, our ADP Mobile app simplifies how work gets done by enabling clients to process their payroll anywhere, and giving millions of their employees worldwide convenient access to their payroll and HR information in [removed: 29] [added: 32] languages.

[removed: ][added: ]


Our mission is to power organizations with insightful Human Capital Management (HCM) solutions that meet the changing needs of our clients and their workers.


ADP's Business Pillars

Our business is organized around three pillars which represent our core growth areas.

*U.S. HR Outsourcing (HRO) Solutions*: In the United States, we offer comprehensive HRO solutions in which we provide complete management solutions for HR

Our business strategy has three key priorities:

With a large and growing addressable market, we are focused on our core growth areas and further enhancing our market position by executing on our Strategy:

- Lead with Best-in-Class HCM Technology. We design and develop world-class HCM platforms that simplify work and utilize enabling technologies like artificial intelligence and modern cloud architecture.

We aim to solve the needs of our clients and their workers today by making HCM transactions effortless and compliant, while anticipating their needs of tomorrow by incorporating valuable data insights and guidance into our solutions to help them better understand their workforce and how they compare to industry peers, and position them to make better decisions.

- Provide Unmatched Expertise and Outsourcing Solutions. Our clients look to us as a source of expertise to understand key HR trends and best practices, employment and related legislation, and to offer thoughtful strategies to utilize HCM technology to achieve their business objectives and support their workforce.

Many of our clients also look to us to take on responsibility for a portion or all of their HCM workflow via one of our HRO solutions.

We intend to continue to build on our deep expertise and make it readily available to our clients through a variety of channels, ranging from traditional call and chat options to self-guided and AI-powered options.

We will continue to leverage our decades of experience, our significant data insights, and investments in AI and other enabling

technologies to help our clients and their workers navigate the ever-changing world of work.

- Benefit our Clients with Our Global Scale. Our clients benefit from our unmatched global footprint and scale in the HCM industry.

We will continue to build on these strengths to further improve our client experience, and to add to our global footprint to further meet our clients where they choose to do business and address their needs for a distributed and flexible workforce.

We intend to build more relationships with partners, such as through the ADP Marketplace, in order to provide clients with seamless integrations and customizations that simplify their HR processes and help them meet their needs.

And we will grow our sales organization and continue to invest in best-in-class sales technology to not only make the purchase experience seamless but to also empower our sellers to provide the deep expertise and insights our clients, partners and influencers require to ensure they have the right HCM solutions to help them achieve their objectives and make a meaningful impact for their employees.

As we continue to invest in and execute on our Strategy, we intend to continue to exceed the expectations of our clients and enable them and their people to reach their full potential.

For over 70 years, we have proven that actively listening and responding to what clients and their employees need and want keeps the world of work progressing forward.

This spirit of innovation remains a steady guide as we continue to listen and respond to emerging needs.

The size and breadth of ADP gives us a unique opportunity, especially in the era of data and data-driven products, to test innovative ideas, validate hypotheses and refine solutions before we bring them to the market.

This happens through our “client-zero” program, which forges a direct connection point between our internal HR practitioners and our technologists.

A key area of focus is using data and feedback from front-line practitioners to build products that improve the employee experience and make HR technology more intentional and in the moment.

By innovating with a client-centric mindset, we continue to transform work.

In today’s world of work, people-data has never been more important.

It gives companies the information they need to identify the depth and scope of people issues, anticipate and solve challenges, foster connections across their workforce and drive business outcomes.

Sitting at the center of workforce data, we leverage the unrivaled scale, breadth, and depth of our data to provide the insights businesses need to create a better world of work.

Our data is also the basis for our renowned ADP National Employment Report, which the ADP Research Institute (ADPRI) and the Stanford Digital Economy Lab recently retooled to provide a more robust, independent high-frequency view of the labor market and trajectory of economic growth in the United States.

Artificial intelligence (AI) drives many of the key features of ADP’s data products.

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 and is designed to minimize the introduction of bias by, among other things, focusing on the skills, education, and experience of an applicant.

Model-Based Benchmarks are driven by a set of deep learning models that extract

We are also using AI to respond to the needs of HR practitioners.

ADP’s data-driven Intelligent Self-Service solution uses predictive analytics and machine learning to proactively address common employee HR challenges before the need to contact their HR departments arises, freeing HR practitioners to focus on higher value initiatives.

It was named a “Top HR Product” at the 2022 HR Technology Conference, marking the 8th consecutive year we have received this award for continued product innovation.

highlights tech breakthroughs that promise to define the future of their industries.

As we continue to explore the potential that new technologies like generative AI can provide as we design and develop innovative solutions, we understand the great responsibility we have to approach these innovations in a way that is ethical, secure, and compliant for our business and the clients and workers we serve around the world.

This led to our establishment of an interdisciplinary working group across ADP to determine governance for use cases and adoption of a set of principles and processes to govern the use of these newer technologies, including operational monitoring of recommendations made by AI/ML technologies.

Leveraging ADP’s long-standing payroll expertise and data security, small

Our Strategic Pillars. Our business strategy is based on three strategic pillars, which are designed to position us as the global market leader in HCM technology and services:

With a large and growing addressable market, we are executing on our strategic pillars by focusing on the following priorities:

- Investing in our world-class and next-gen platforms that are built for the future of work, and providing market-leading product and technology solutions that solve the needs of our clients today, anticipate their needs of tomorrow and provide them with valuable data insights and guidance that help them understand their workforce and how they compare to their industry peers.

- Continuing to offer the broadest suite of complete solutions, while identifying and pursuing new and additional opportunities to expand and build on our solutions to ensure that our clients and their workers can navigate the ever-changing and challenging world of work.

- Enhancing our powerful distribution with impactful data, digital technology and marketing investments.

- Accelerating our digital transformation and leveraging technology to simplify and personalize how we engage with our clients and how their workers engage with us –delivering solutions wherever they are, whether at work or on the go.

- Providing our clients with comprehensive HR and payroll capabilities that drive productivity and enable compliance globally through our world-class platforms and multi-national solutions.

Our footprint and scale in the HCM industry is unmatched.

Together with leading technology and deep in-country compliance expertise, we are strongly positioned to continue to drive sustainable long-term growth and value by delivering solutions to clients of all sizes and their workers, wherever they do business.

For over 70 years, we have reimagined the world of work by designing cutting-edge products, robust services and exceptional experiences that touch millions of people’s lives daily.

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

We are doing this by differentiating our HCM solutions with

ADP’s Pay Equity Storyboard combines analytics and benchmarking

It was named a 2021 “Top HR Product” at the annual HR Technology Conference, marking the seventh consecutive year ADP has been honored for its innovative HCM technology.

Our innovative 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 optional services such as savings envelopes, spend-tracking, cash-back rewards and support for digital wallets.

We have also given third-party developers and system integrators access to some of our platforms’ API

(application programming interface) libraries through ADP Marketplace in order to enable secure data sharing between ADP and other solutions across the HR and business ecosystem.

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 more than 650 apps and integrations to choose from, ADP Marketplace offers clients a modern HR experience that they can tailor to their specific needs.

Helping Clients and their Employees Emerge Stronger from the COVID-19 Global Pandemic

The COVID-19 global pandemic created extremely challenging circumstances for our clients and their employees and, throughout, our priority has been to help them navigate these challenges.

As they evolved their business models and operations to address changes in the economy and workplace, we provided and continue to provide trusted solutions, data and expertise.

As COVID-19 restrictions eased, employers returned to the workplace and designed new policies reflecting the demand for remote and hybrid work models, and we supported their efforts by providing tools that helped them manage compliance confidently, achieve business continuity, and support employee wellness and engagement, including our award-winning Return to Workplace dashboard powered by ADP DataCloud.

The dashboard uses data analytics and employee surveys to allow clients to monitor workforce trends including availability, health attestation results, and worker readiness and sentiment toward returning to the workplace.

As the way people work is reshaped, our innovative technology,

data and expertise make ADP the partner that clients trust as they adapt to the new world of work and create workplaces where everyone can thrive.

Our reportable segments are based on the way that management reviews the performance of, and makes decisions about, our business.

Our strategic pillars represent the strategic growth areas for our business.

The results of our business related to products and solutions within the HCM Solutions pillar, the HRO Solutions pillar (other than PEO products and solutions) and the Global Solutions pillar are contained within our Employer Services segment.

The results of our business within the HRO Solutions pillar related to our PEO products and solutions are contained within our PEO segment.


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,


revenues.


We have surrendered all state money transmitter licenses as the activity previously managed through those licenses was moved into the ADP Client Trust managed by ADP Trust Bank, which is federally exempt from state money transmitter regulation with respect to the client money movement activity that it manages.

For the Year Ended June 30, [removed: 2022][added: 2023]

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: $103,548,812,666.][added: $98,849,691,982.]

On July [removed: 29, 2022] [added: 31, 2023] there were [removed: 415,516,984] [added: 411,986,870] shares of Common Stock outstanding.

| Portions of the Registrant's Proxy Statement for its [removed: 2022] [added: 2023] Annual Meeting of Stockholders. | | | Part III | | |

| Item 1. | | | [removed: [Business](#ib7108eb5ab544545b05238d1636d60ed_13)] [added: [Business](#i76a745355df7427fbd44427d6c8eee65_13)] | | | [removed: [3](#ib7108eb5ab544545b05238d1636d60ed_13)] [added: [3](#i76a745355df7427fbd44427d6c8eee65_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#ib7108eb5ab544545b05238d1636d60ed_16)] [added: Factors](#i76a745355df7427fbd44427d6c8eee65_16)] | | | [removed: [17](#ib7108eb5ab544545b05238d1636d60ed_16)] [added: [17](#i76a745355df7427fbd44427d6c8eee65_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#ib7108eb5ab544545b05238d1636d60ed_19)] [added: Comments](#i76a745355df7427fbd44427d6c8eee65_19)] | | | [removed: [23](#ib7108eb5ab544545b05238d1636d60ed_19)] [added: [24](#i76a745355df7427fbd44427d6c8eee65_19)] | | |

| Item 2. | | | [removed: [Properties](#ib7108eb5ab544545b05238d1636d60ed_22)] [added: [Properties](#i76a745355df7427fbd44427d6c8eee65_22)] | | | [removed: [23](#ib7108eb5ab544545b05238d1636d60ed_22)] [added: [24](#i76a745355df7427fbd44427d6c8eee65_22)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#ib7108eb5ab544545b05238d1636d60ed_25)] [added: Proceedings](#i76a745355df7427fbd44427d6c8eee65_25)] | | | [removed: [23](#ib7108eb5ab544545b05238d1636d60ed_25)] [added: [24](#i76a745355df7427fbd44427d6c8eee65_25)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#ib7108eb5ab544545b05238d1636d60ed_28)] [added: Disclosures](#i76a745355df7427fbd44427d6c8eee65_28)] | | | [removed: [23](#ib7108eb5ab544545b05238d1636d60ed_28)] [added: [24](#i76a745355df7427fbd44427d6c8eee65_28)] | | |

| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#ib7108eb5ab544545b05238d1636d60ed_34)] [added: Securities](#i76a745355df7427fbd44427d6c8eee65_34)] | | | [removed: [24](#ib7108eb5ab544545b05238d1636d60ed_34)] [added: [25](#i76a745355df7427fbd44427d6c8eee65_34)] | | |

| Item 6. | | | [Selected Financial [removed: Data](#ib7108eb5ab544545b05238d1636d60ed_40)] [added: Data](#i76a745355df7427fbd44427d6c8eee65_40)] | | | [removed: [25](#ib7108eb5ab544545b05238d1636d60ed_37)] [added: [26](#i76a745355df7427fbd44427d6c8eee65_37)] | | |

| Item 7. | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ib7108eb5ab544545b05238d1636d60ed_46)] [added: Operations](#i76a745355df7427fbd44427d6c8eee65_46)] | | | [removed: [25](#ib7108eb5ab544545b05238d1636d60ed_46)] [added: [26](#i76a745355df7427fbd44427d6c8eee65_46)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ib7108eb5ab544545b05238d1636d60ed_82)] [added: Risk](#i76a745355df7427fbd44427d6c8eee65_82)] | | | [removed: [44](#ib7108eb5ab544545b05238d1636d60ed_82)] [added: [41](#i76a745355df7427fbd44427d6c8eee65_82)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#ib7108eb5ab544545b05238d1636d60ed_85)] [added: Data](#i76a745355df7427fbd44427d6c8eee65_85)] | | | [removed: [45](#ib7108eb5ab544545b05238d1636d60ed_85)] [added: [42](#i76a745355df7427fbd44427d6c8eee65_85)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ib7108eb5ab544545b05238d1636d60ed_169)] [added: Disclosure](#i76a745355df7427fbd44427d6c8eee65_169)] | | | [removed: [81](#ib7108eb5ab544545b05238d1636d60ed_169)] [added: [77](#i76a745355df7427fbd44427d6c8eee65_169)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#ib7108eb5ab544545b05238d1636d60ed_172)] [added: Procedures](#i76a745355df7427fbd44427d6c8eee65_172)] | | | [removed: [81](#ib7108eb5ab544545b05238d1636d60ed_172)] [added: [77](#i76a745355df7427fbd44427d6c8eee65_172)] | | |

| Item 9B. | | | [Other [removed: Information](#ib7108eb5ab544545b05238d1636d60ed_181)] [added: Information](#i76a745355df7427fbd44427d6c8eee65_181)] | | | [removed: [85](#ib7108eb5ab544545b05238d1636d60ed_181)] [added: [81](#i76a745355df7427fbd44427d6c8eee65_181)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ib7108eb5ab544545b05238d1636d60ed_1988)] [added: Inspections](#i76a745355df7427fbd44427d6c8eee65_184)] | | | [removed: [85](#ib7108eb5ab544545b05238d1636d60ed_181)] [added: [81](#i76a745355df7427fbd44427d6c8eee65_181)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ib7108eb5ab544545b05238d1636d60ed_187)] [added: Governance](#i76a745355df7427fbd44427d6c8eee65_190)] | | | [removed: [86](#ib7108eb5ab544545b05238d1636d60ed_187)] [added: [82](#i76a745355df7427fbd44427d6c8eee65_190)] | | |

| Item 11. | | | [Executive [removed: Compensation](#ib7108eb5ab544545b05238d1636d60ed_190)] [added: Compensation](#i76a745355df7427fbd44427d6c8eee65_193)] | | | [removed: [88](#ib7108eb5ab544545b05238d1636d60ed_190)] [added: [84](#i76a745355df7427fbd44427d6c8eee65_193)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ib7108eb5ab544545b05238d1636d60ed_193)] [added: Matters](#i76a745355df7427fbd44427d6c8eee65_196)] | | | [removed: [88](#ib7108eb5ab544545b05238d1636d60ed_193)] [added: [84](#i76a745355df7427fbd44427d6c8eee65_196)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ib7108eb5ab544545b05238d1636d60ed_196)] [added: Independence](#i76a745355df7427fbd44427d6c8eee65_199)] | | | [removed: [88](#ib7108eb5ab544545b05238d1636d60ed_196)] [added: [84](#i76a745355df7427fbd44427d6c8eee65_199)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#ib7108eb5ab544545b05238d1636d60ed_199)] [added: Services](#i76a745355df7427fbd44427d6c8eee65_202)] | | | [removed: [88](#ib7108eb5ab544545b05238d1636d60ed_199)] [added: [84](#i76a745355df7427fbd44427d6c8eee65_202)] | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#ib7108eb5ab544545b05238d1636d60ed_205)] [added: Schedules](#i76a745355df7427fbd44427d6c8eee65_208)] | | | [removed: [88](#ib7108eb5ab544545b05238d1636d60ed_205)] [added: [84](#i76a745355df7427fbd44427d6c8eee65_208)] | | |

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

| Signatures | | | | | | [89](#i76a745355df7427fbd44427d6c8eee65_214) | | |

| Signatures | | | | | | [94](#ib7108eb5ab544545b05238d1636d60ed_211) | | |

ADP owns 7 of its processing/print centers, and [removed: 11] [added: 13] other operational offices, sales offices, and its corporate headquarters in Roseland, New Jersey, which aggregate approximately [removed: 2,960,506] [added: 2,975,188] square feet.

All of these leases, which aggregate approximately [removed: 5,668,295] [added: 5,595,720] square feet worldwide, expire at various times up to the year [removed: 2032.][added: 2033.]

As of June 30, [removed: 2022,] [added: 2023,] there were [removed: 33,473] [added: 32,322] holders of record of the Company’s common stock.

As of such date, [removed: 1,275,687] [added: 1,442,988] additional holders held their common stock in “street name.”

| Period | | | Total Number of Shares Purchased (1) | | | Average Price Paid per Share | | | Total Number of Shares Purchased as Part of the Publicly Announced Common Stock Repurchase Plan (2) | | | Maximum Approximate Dollar Value of Shares that may yet be Purchased under the Common Stock Repurchase Plan (2) [added: (3)] | | |

| (1) | | | | | | During the three months ended June 30, [removed: 2022,] [added: 2023,] pursuant to the terms of the Company’s restricted stock program, the Company purchased [removed: 5,703] [added: 25,898] shares at the then-market value of the shares to satisfy certain tax withholding requirements for employees upon the vesting of their restricted shares. | | |

| November [removed: 2019] [added: 2022] | | | | | | $5 billion | | |

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 Index and the Peer Group Index,(a) assuming an initial investment of $100 on June 30, [removed: 2017,] [added: 2018,] with all dividends reinvested.

[removed: ][added: ]

| April 1, 2023 to April 30, 2023 | | | 446,225 | | | $215.30 | | | 441,377 | | | $4,528,050,996 | | |

| May 1, 2023 to May 31, 2023 | | | 511,026 | | | $213.80 | | | 509,837 | | | $4,419,043,544 | | |

| June 1, 2023 to June 30, 2023 | | | 484,679 | | | $222.16 | | | 464,818 | | | $4,315,733,014 | | |

| Total | | | 1,441,930 | | | | | | 1,416,032 | | | | | |

| | | | | | | | | |

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

| (3) | | | | | | Inclusive of the impact of the one-percent excise tax under the Inflation Reduction Act of 2022. | | |

| April 1, 2022 to April 30, 2022 | | | 640,656 | | | $230.87 | | | 638,944 | | | $1,445,716,749 | | |

| May 1, 2022 to May 31, 2022 | | | 786,840 | | | $213.87 | | | 785,635 | | | $1,277,703,317 | | |

| June 1, 2022 to June 30, 2022 | | | 812,694 | | | $212.38 | | | 809,908 | | | $1,105,689,504 | | |

| Total | | | 2,240,190 | | | | | | 2,234,487 | | | | | |

We have audited the accompanying consolidated balance sheets of Automatic Data Processing, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related statements of consolidated earnings, comprehensive income, stockholders' equity, and cash flows for each of the three years in the period ended June 30, [removed: 2022,] [added: 2023,] and the related notes and the schedule listed in the Index at Item 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: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] 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 3, [removed: 2022,] [added: 2023,] expressed an unqualified opinion on the Company’s internal control over financial reporting.

Our responsibility is to express an opinion on the [added: Company's] financial statements based on our audits.

The Company uses the discounted cash flow model to estimate fair [removed: value,] [added: value] which requires management to make significant estimates and assumptions related to forecasts of future revenue and operating margin.

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: 2022.][added: 2023.]

Forecasts of future revenue and operating margin from the Company’s next-gen 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 segment with approximately $678 million of goodwill as of June 30, [removed: 2022.][added: 2023.]

The Company has reported client funds obligations as a current liability in the consolidated financial statements totaling [removed: $51,285.5] [added: $38,538.6] million as of June 30, [removed: 2022.][added: 2023.]

- For a selection of client funds obligations transactions, we evaluated whether the funds were impounded prior to June 30, [removed: 2022,] [added: 2023,] 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: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Revenues, other than interest on funds held for clients and PEO revenues | | | | | | $ | [removed: 10,505.0] [added: 11,222.0] | | | | | $ | [removed: 9,768.6] [added: 10,505.0] | | | | | $ | [removed: 9,538.1] [added: 9,768.6] | |

| Interest on funds held for clients | | | | | | [removed: 451.8] [added: 813.4] | | | | | | [removed: 422.4] [added: 451.8] | | | | | | [removed: 545.2] [added: 422.4] | | |

| PEO revenues (A) | | | | | | [removed: 5,541.5] [added: 5,976.8] | | | | | | [removed: 4,814.4] [added: 5,541.5] | | | | | | [removed: 4,506.5] [added: 4,814.4] | | |

| TOTAL REVENUES | | | | | | [removed: 16,498.3] [added: 18,012.2] | | | | | | [removed: 15,005.4] [added: 16,498.3] | | | | | | [removed: 14,589.8] [added: 15,005.4] | | |

| Operating expenses | | | | | | [removed: 8,252.6] [added: 8,657.4] | | | | | | [removed: 7,520.7] [added: 8,252.6] | | | | | | [removed: 7,404.1] [added: 7,520.7] | | |

| Systems development and programming costs | | | | | | [removed: 798.6] [added: 844.8] | | | | | | [removed: 716.6] [added: 798.6] | | | | | | [removed: 674.1] [added: 716.6] | | |

| Depreciation and amortization | | | | | | [removed: 410.7] [added: 451.2] | | | | | | [removed: 403.0] [added: 410.7] | | | | | | [removed: 366.9] [added: 403.0] | | |

| TOTAL COSTS OF REVENUES | | | | | | [removed: 9,461.9] [added: 9,953.4] | | | | | | [removed: 8,640.3] [added: 9,461.9] | | | | | | [removed: 8,445.1] [added: 8,640.3] | | |

| Selling, general, and administrative expenses | | | | | | [removed: 3,233.2] [added: 3,551.4] | | | | | | [removed: 3,040.5] [added: 3,233.2] | | | | | | [removed: 3,003.0] [added: 3,040.5] | | |

| Interest expense | | | | | | [removed: 81.9] [added: 253.3] | | | | | | [removed: 59.7] [added: 81.9] | | | | | | [removed: 107.1] [added: 59.7] | | |

| TOTAL EXPENSES | | | | | | [removed: 12,777.0] [added: 13,758.1] | | | | | | [removed: 11,740.5] [added: 12,777.0] | | | | | | [removed: 11,555.2] [added: 11,740.5] | | |

| Other (income)/expense, net | | | | | | [removed: (82.8)] [added: (183.5)] | | | | | | [removed: (96.3)] [added: (82.8)] | | | | | | [removed: (148.0)] [added: (96.3)] | | |

| EARNINGS BEFORE INCOME TAXES | | | | | | [removed: 3,804.1] [added: 4,437.6] | | | | | | [removed: 3,361.2] [added: 3,804.1] | | | | | | [removed: 3,182.6] [added: 3,361.2] | | |

| Provision for income taxes | | | | | | [removed: 855.2] [added: 1,025.6] | | | | | | [removed: 762.7] [added: 855.2] | | | | | | [removed: 716.1] [added: 762.7] | | |

| NET EARNINGS | | | | | | $ | [removed: 2,948.9] [added: 3,412.0] | | | | | $ | [removed: 2,598.5] [added: 2,948.9] | | | | | $ | [removed: 2,466.5] [added: 2,598.5] | |

| BASIC EARNINGS PER SHARE | | | | | | $ | [removed: 7.04] [added: 8.25] | | | | | $ | [removed: 6.10] [added: 7.04] | | | | | $ | [removed: 5.73] [added: 6.10] | |

| DILUTED EARNINGS PER SHARE | | | | | | $ | [removed: 7.00] [added: 8.21] | | | | | $ | [removed: 6.07] [added: 7.00] | | | | | $ | [removed: 5.70] [added: 6.07] | |

| Basic weighted average shares outstanding | | | | | | [removed: 418.8] [added: 413.7] | | | | | | [removed: 426.3] [added: 418.8] | | | | | | [removed: 430.8] [added: 426.3] | | |

| Diluted weighted average shares outstanding | | | | | | [removed: 421.1] [added: 415.7] | | | | | | [removed: 428.1] [added: 421.1] | | | | | | [removed: 432.7] [added: 428.1] | | |

(A) For the years ended June 30, [removed: 2022] [added: 2023] (“fiscal [removed: 2022”),] [added: 2023”),] June 30, [removed: 2021] [added: 2022] (“fiscal [removed: 2021”),] [added: 2022”),] and June 30, [removed: 2020] [added: 2021] (“fiscal [removed: 2020”),] [added: 2021”),] Professional Employer Organization (“PEO”) revenues are net of direct pass-through costs, primarily consisting of payroll wages and payroll taxes, of [removed: $62,619.2] [added: $66,731.7] million, [removed: $51,362.3] [added: $62,619.2] million, and [removed: $45,826.1] [added: $51,362.3] million, respectively.

| Currency translation adjustments | | | | | | [removed: (127.4)] [added: 13.4] | | | | | | [removed: 95.4] [added: (127.4)] | | | | | | [removed: (53.0)] [added: 95.4] | | |

| Unrealized net (losses)/gains on available-for-sale securities | | | | | | [removed: (2,228.0)] [added: (500.3)] | | | | | | [removed: (363.3)] [added: (2,228.0)] | | | | | | [removed: 602.2] [added: (363.3)] | | |

| Tax effect | | | | | | [removed: 503.7] [added: 113.3] | | | | | | [removed: 82.6] [added: 503.7] | | | | | | [removed: (136.4)] [added: 82.6] | | |

| Reclassification of net losses/(gains) on available-for-sale securities to net earnings | | | | | | [removed: 4.4] [added: 14.7] | | | | | | [removed: (11.3)] [added: 4.4] | | | | | | [removed: (12.9)] [added: (11.3)] | | |

| Tax effect | | | | | | [removed: (1.0)] [added: (3.3)] | | | | | | [removed: 2.5] [added: (1.0)] | | | | | | [removed: 2.9] [added: 2.5] | | |

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

| Tax effect | | | | | | — | | | | | | [removed: 0.8] [added: —] | | | | | | [removed: 10.0] [added: 0.8] | | |

| Amortization of unrealized losses on cash flow hedging activities | | | | | | 4.4 | | | | | | [removed: 3.8] [added: 4.4] | | | | | | [removed: —] [added: 3.8] | | |

| Tax effect | | | | | | (1.1) | | | | | | [removed: (0.9)] [added: (1.1)] | | | | | | [removed: —] [added: (0.9)] | | |

| Pension net (losses)/gains arising during the year | | | | | | [removed: (229.8)] [added: 60.3] | | | | | | [removed: 281.5] [added: (229.8)] | | | | | | [removed: (160.8)] [added: 281.5] | | |

August 3, 2023

| Net earnings | | | | | | $ | 3,412.0 | | | | | $ | 2,948.9 | | | | | $ | 2,598.5 | |

| June 30, | | | | | | 2023 | | | | | | 2022 | | |

| Balance at June 30, 2023 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 2,102.3 | | | | | $ | 22,118.0 | | | | | $ | (18,469.3) | | | | | $ | (2,305.8) | |

| Net earnings | | | | | | $ | 3,412.0 | | | | | $ | 2,948.9 | | | | | $ | 2,598.5 | |

improvements.

| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| EPS | | | | | | $ | 8.25 | | | | | | | | | | | | | | | | | $ | 8.21 | |

None.

| HCM | | | $ | 7,724.7 | | | | | $ | — | | | | | $ | (8.6) | | | | | $ | 7,716.1 | |

| Global | | | 2,295.8 | | | | | | — | | | | | | — | | | | | | 2,295.8 | | |

| Total Segment Revenues | | | $ | 12,042.6 | | | | | $ | 5,984.2 | | | | | $ | (14.6) | | | | | $ | 18,012.2 | |

| June 30, | | | | | | 2023 | | | | | | 2022 | | |

In fiscal 2023, interest income on corporate funds increased as compared to fiscal 2022, due to higher average interest rates of 2.4% for the year ended June 30, 2023, as compared to 1.0% for the year ended June 30, 2022, coupled with higher average investment balances for the year ended June 30, 2023 as compared to the year ended June 30, 2022.

See Note 10 of our Consolidated Financial Statements for further details on non-service components of pension income, net.

| | | | June 30, 2023 | | | | | | | | | | | | | | | | | | | | |

| Corporate bonds | | | 15,870.7 | | | | | | 4.7 | | | | | | (1,308.3) | | | | | | 14,567.1 | | |

| U.S. Treasury securities | | | 8,054.7 | | | | | | 0.7 | | | | | | (290.4) | | | | | | 7,765.0 | | |

| U.S. government agency securities | | | 1,670.0 | | | | | | 0.2 | | | | | | (179.8) | | | | | | 1,490.4 | | |

| Asset-backed securities | | | 1,234.7 | | | | | | — | | | | | | (69.7) | | | | | | 1,165.0 | | |

| Canadian provincial bonds | | | 1,000.5 | | | | | | 0.2 | | | | | | (78.1) | | | | | | 922.6 | | |

| Other securities | | | 1,391.6 | | | | | | 1.7 | | | | | | (96.4) | | | | | | 1,296.9 | | |

| | | | June 30, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Corporate bonds | | | $ | (62.0) | | | | | $ | 2,255.9 | | | | | $ | (1,246.3) | | | | | $ | 12,050.5 | | | | | $ | (1,308.3) | | | | | $ | 14,306.4 | |

| U.S. Treasury securities | | | (85.5) | | | | | | 4,629.4 | | | | | | (204.9) | | | | | | 2,876.3 | | | | | | (290.4) | | | | | | 7,505.7 | | |

| Canadian government obligations and Canadian government agency obligations | | | (5.8) | | | | | | 333.9 | | | | | | (139.2) | | | | | | 1,588.0 | | | | | | (145.0) | | | | | | 1,921.9 | | |

| U.S. government agency securities | | | (0.6) | | | | | | 28.2 | | | | | | (179.2) | | | | | | 1,432.2 | | | | | | (179.8) | | | | | | 1,460.4 | | |

| Asset-backed securities | | | (2.0) | | | | | | 159.7 | | | | | | (67.7) | | | | | | 975.6 | | | | | | (69.7) | | | | | | 1,135.3 | | |

| Canadian provincial bonds | | | (2.7) | | | | | | 127.0 | | | | | | (75.4) | | | | | | 757.3 | | | | | | (78.1) | | | | | | 884.3 | | |

| Commercial mortgage-backed securities | | | (6.7) | | | | | | 126.9 | | | | | | (40.0) | | | | | | 505.6 | | | | | | (46.7) | | | | | | 632.5 | | |

| Other securities | | | (14.5) | | | | | | 574.0 | | | | | | (81.9) | | | | | | 629.0 | | | | | | (96.4) | | | | | | 1,203.0 | | |

| | | | $ | (179.8) | | | | | $ | 8,235.0 | | | | | $ | (2,034.6) | | | | | $ | 20,814.5 | | | | | $ | (2,214.4) | | | | | $ | 29,049.5 | |

The

| June 30, | | | | | | 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | | | | $ | 2,083.5 | | | | | $ | 1,436.3 | |

| June 30, | | | | | | 2023 | | | | | | 2022 | | |

| June 30, | | | | | | 2023 | | | | | | 2022 | | |

| | | | | | | 2,439.0 | | | | | | 2,281.7 | | |

| | | | 2023 | | | | | | 2022 | | |

| Thereafter | | | 76.1 | | |

August 3, 2022

| Balance at June 30, 2019 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 1,183.2 | | | | | $ | 17,500.6 | | | | | $ | (13,090.5) | | | | | $ | (257.3) | |

| Other | | | | | | — | | | | | | — | | | | | | — | | | | | | (6.9) | | | | | | — | | | | | | — | | |

Certain amounts from the prior year's financial statements have been reclassified in order to conform to the current year's presentation.

method.

| 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| EPS | | | | | | $ | 5.73 | | | | | | | | | | | | | | | | | $ | 5.70 | |

International restricted stock units are settled in cash and are marked-to-market based on changes in the Company's stock price.

In fiscal 2022, the Company early adopted accounting standard update ("ASU") 2021-08, "Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers." ASU 2021-08 requires that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)".

The adoption of this guidance did not have a material impact on the Company's consolidated results of operations, financial condition, or cash flows.

The Company made changes to certain allocation methodologies in both the current period and the prior period in the tables below which did not materially affect our reporting of revenues by strategic pillar:

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

| HCM | | | $ | 6,569.0 | | | | | $ | — | | | | | $ | (5.5) | | | | | $ | 6,563.5 | |

| Global | | | 2,034.5 | | | | | | — | | | | | | — | | | | | | 2,034.5 | | |

| Total Segment Revenues | | | $ | 10,086.6 | | | | | $ | 4,511.5 | | | | | $ | (8.3) | | | | | $ | 14,589.8 | |

In fiscal 2020, the Company recorded impairment charges of $25.3 million as a result of recognizing certain owned facilities at fair value given intent to sell and accordingly classified as held for sale.

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

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

| 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 | | |

| U.S. government agency securities | | | 1,446.3 | | | | | | 22.5 | | | | | | (9.4) | | | | | | 1,459.4 | | |

| Canadian provincial bonds | | | 956.3 | | | | | | 22.7 | | | | | | (5.3) | | | | | | 973.7 | | |

| Other securities | | | 1,082.2 | | | | | | 30.9 | | | | | | (5.3) | | | | | | 1,107.8 | | |

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

| Corporate bonds | | | $ | (38.5) | | | | | $ | 3,539.6 | | | | | $ | — | | | | | $ | — | | | | | $ | (38.5) | | | | | $ | 3,539.6 | |

| U.S. Treasury securities | | | (9.3) | | | | | | 580.9 | | | | | | — | | | | | | — | | | | | | (9.3) | | | | | | 580.9 | | |

| Asset-backed securities | | | (0.9) | | | | | | 160.9 | | | | | | — | | | | | | — | | | | | | (0.9) | | | | | | 160.9 | | |

| Canadian government obligations and Canadian government agency obligations | | | (9.0) | | | | | | 721.3 | | | | | | — | | | | | | — | | | | | | (9.0) | | | | | | 721.3 | | |

| Canadian provincial bonds | | | (5.3) | | | | | | 253.7 | | | | | | — | | | | | | — | | | | | | (5.3) | | | | | | 253.7 | | |

| Commercial mortgage-backed securities | | | — | | | | | | 16.7 | | | | | | — | | | | | | — | | | | | | — | | | | | | 16.7 | | |

| Other securities | | | (5.2) | | | | | | 308.5 | | | | | | (0.1) | | | | | | 1.9 | | | | | | (5.3) | | | | | | 310.4 | | |

| | | | $ | (77.6) | | | | | $ | 6,331.3 | | | | | $ | (0.1) | | | | | $ | 1.9 | | | | | $ | (77.7) | | | | | $ | 6,333.2 | |

pools of receivables.

| | | | | | | 2,281.7 | | | | | | 2,244.5 | | |

| Thereafter | | | 105.0 | | |

| Balance at June 30, 2020 | | | $ | 2,304.6 | | | | | $ | 4.8 | | | | | | | | | | | $ | 2,309.4 | |

| | | | | | | 4,617.2 | | | | | | 4,252.0 | | |

| | | | | | | (3,284.1) | | | | | | (3,041.9) | | |

On July 1, 2022, the company entered into a new $3.75 billion 364-day credit agreement that matures in June 2023 with a one year term-out option to replace the maturing facility.

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: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022.][added: 2023.]

There were no changes in ADP's internal control over financial reporting that occurred during the quarter ended June 30, [removed: 2022] [added: 2023] 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: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] of the Company and our report dated August 3, [removed: 2022,] [added: 2023,] expressed an unqualified opinion on those financial statements.

| /s/ Maria Black | | |

| Maria Black | | |

August 3, 2023

August 3, 2023

| /s/ Carlos A. Rodriguez | | |

| Carlos A. Rodriguez | | |

August 3, 2022

During the fiscal quarter ended June 30, 2023, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

On August 3, 2023, the Board of Directors (the "Board") of the Company amended and restated the Company's By-Laws to eliminate reference to the Board's retirement policy under Section 2.02 since the Company's Corporate Governance Principles contain this policy.

The full text of the amended and restated By-Laws is attached hereto as Exhibit 3.2 and is incorporated herein by reference.

None.

| Brock Albinson | | | | | | [removed: 47] [added: 48] | | | | | | *Corporate Controller and Principal Accounting Officer* | | | | | | 2007 | | |

| John Ayala | | | | | | [removed: 55] [added: 56] | | | | | | *Chief Operating Officer* | | | | | | 2002 | | |

| Maria Black | | | | | | [removed: 48] [added: 49] | | | | | | [removed: *President, ADP*] [added: *President and Chief Executive Officer*] | | | | | | 1996 | | |

| Michael A. Bonarti | | | | | | [removed: 56] [added: 57] | | | | | | *Chief Administrative Officer* | | | | | | 1997 | | |

| Chris D'Ambrosio | | | | | | [removed: 41] [added: 42] | | | | | | *Chief Strategy Officer* | | | | | | 2014 | | |

| Joe DeSilva | | | | | | [removed: 47] [added: 48] | | | | | | *President, Global Sales* | | | | | | 2003 | | |

| [removed: Sreeni Kutam] [added: Paul Boland] | | | | | | [removed: 52] [added: 59] | | | | | | *Chief Human Resources Officer* | | | | | | [removed: 2014] [added: 2017] | | |

| David Kwon | | | | | | [removed: 52] [added: 53] | | | | | | *Chief Legal Officer/General Counsel* | | | | | | 2011 | | |

| Don McGuire | | | | | | [removed: 62] [added: 63] | | | | | | *Chief Financial Officer* | | | | | | 1998 | | |

| Carlos A. Rodriguez | | | | | | [removed: 57] [added: 58] | | | | | | [removed: *Chief Executive Officer*] [added: *Executive Chair*] | | | | | | 1999 | | |

Prior to her appointment as [removed: President, ADP] [added: President and Chief Executive Officer] in January [removed: 2022,] [added: 2023,] she served as President, [added: ADP from January 2022 to December 2022, as President,] Worldwide Sales and Marketing from March 2020 to December 2021, as President, Small Business Solutions and Human Resources Outsourcing from January 2017 to February 2020, as President, ADP TotalSource from July 2014 to December 2016, as General Manager, ADP United Kingdom from April 2013 to June 2014, and as General Manager, Employer Services - TotalSource Western Central Region from January 2008 to March 2013.

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 [removed: Resources Outsourcing from February 2017 to December 2017, and Division Vice President of Strategy, Human Resources Outsourcing from March 2016 to February 2017.]

Prior to his appointment as [added: President, Global Product and Innovation in January 2023, he served as] Chief Human Resources Officer [removed: in] [added: from] June [removed: 2018, he served] [added: 2018 to December 2022,] as Interim Chief Human Resources Officer from January 2018 to June 2018, as Division Vice President, Human Resources, Major Account Services from May 2016 to January 2018, and as Vice President, HR Strategy and Planning from January 2014 to April 2016.

Prior to his appointment [added: as Executive Chair] in [removed: November 2011 to] [added: January 2023, he served as] President and Chief Executive [removed: Officer, he served] [added: Officer from November 2011 to December 2022,] as President and Chief Operating Officer from May 2011 to November 2011, and as President, Employer Services International - National Account Services, ADP Canada, and GlobalView and Employer Services International, from March 2010 to May 2011.

See “Election of Directors” in the Proxy Statement for the Company’s [removed: 2022] [added: 2023] 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: 2022] [added: 2023] Annual Meeting of Stockholders, which information is incorporated herein by reference.

| Sreeni Kutam | | | | | | 53 | | | | | | *President, Global Product and Innovation* | | | | | | 2014 | | |

Paul Boland joined ADP in 2017.

Prior to his appointment as Chief Human Resources Officer in June 2023, he served as Interim Chief Human Resources Officer from November 2022 to June 2023, as Senior Vice President, Human Resources, Employer Services International from September 2021 to November 2022, as Division Vice President, HR, for Europe, Middle East and Africa (EMEA), GlobalView, Asia Pacific and Latin America from July 2018 to September 2021, and as Vice President, HR for EMEA from May 2017 to July 2018.

Prior to joining ADP, he served as Vice President, HR, EMEA with Allergan plc.

Resources Outsourcing from February 2017 to December 2017, and Division Vice President of Strategy, Human Resources Outsourcing from March 2016 to February 2017.

Insider Trading Policy

Our Company maintains an insider trading policy to provide guidelines to all directors, officers, associates and consultants of ADP with respect to trading in ADP securities, as well as the securities of publicly traded companies with whom ADP has a business relationship.

The policy prohibits trading by any person while in possession of material non-public information in violation of applicable law and provides for restricted periods and pre-clearance procedures for our directors and officers and certain other specified persons, as well as other related policies and procedures.

We believe that the insider trading policy is reasonably designed to promote compliance with insider trading laws, rules and regulations and listing standards applicable to ADP.

| Gus Blanchard | | | | | | 59 | | | | | | *Chief Marketing Officer* | | | | | | 1985 | | |

| Laura Brown | | | | | | 50 | | | | | | *President, Major Account Services and ADP Canada* | | | | | | 2000 | | |

| Michael C. Eberhard | | | | | | 60 | | | | | | *Vice President and Treasurer* | | | | | | 1998 | | |

| Virginia Magliulo | | | | | | 53 | | | | | | *President, Employer Services International* | | | | | | 2015 | | |

| Brian Michaud | | | | | | 54 | | | | | | *President, Smart Compliance Solutions* | | | | | | 1991 | | |

| Alex Quevedo | | | | | | 50 | | | | | | *President, Human Resource Outsourcing* | | | | | | 1997 | | |

| Kareem Rogers | | | | | | 47 | | | | | | *President, National Account Services* | | | | | | 2016 | | |

| Jim Sperduto | | | | | | 50 | | | | | | *President, Small Business Services, Retirement Services and* | | | | | | 1994 | | |

| | | | | | | | | | | | | *Insurance Services* | | | | | | | | |

| Donald Weinstein | | | | | | 53 | | | | | | *Corporate Vice President, Global Product and Technology* | | | | | | 2006 | | |

Gus Blanchard joined ADP in 1985.

Prior to his appointment as Chief Marketing Officer in July 2021, he served as Senior Vice President for Global Enterprise Sales from May 2014 to June 2021, and as Senior Vice President for TotalSource Sales from July 2009 to April 2014.

Laura Brown joined ADP in 2000.

Prior to her appointment as President, Major Account Services and ADP Canada in March 2020, she served as Senior Vice President/General Manager, Next Gen Human Capital Management from March 2019 to March 2020, as Senior Division Vice President, Major Account Services from September 2016 to March 2019, and Division Vice President/General Manager, Small Business Services from April 2014 to August 2016.

Michael C.

Eberhard joined ADP in 1998.

He has served as Vice President and Treasurer since November 2009.

Virginia Magliulo joined ADP in 2015.

Prior to her appointment as President, Employer Services International in October 2021, she served as President, Global View from October 2019 to September 2021, and as General Manager, Southern Europe from November 2017 to October 2019.

Brian Michaud joined ADP in 1991.

Prior to his appointment as President, Smart Compliance Solutions in July 2021, he served as President, Human Resources Outsourcing from February 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.

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.

Kareem Rogers joined ADP in 2016.

Prior to his appointment as President, National Account Services in July 2022, he served as Senior Vice President, Implementation, National Account Services from July 2018 to June 2022, and as Senior Vice President, Operations, National Account Services from March 2016 to July 2018.

Prior to joining ADP, he was a senior global executive for Equifax Inc. and a management consultant for McKinsey & Company.

Jim Sperduto joined ADP in 1994.

Prior to his appointment as President, Small Business Services, Retirement Services and Insurance Services in January 2022, he served as Senior Vice President/General Manager, Retirement Services from November 2020 to December 2021, as Senior Vice President, Inside Sales, from January 2020 to October 2020, and as Senior Vice President, Major Account Sales from July 2015 to January 2020.

Donald Weinstein joined ADP in 2006.

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

See “Corporate Governance,” “Compensation Discussion and Analysis,” “Compensation and Management Development Committee Report,” “Compensation of Executive [removed: Officers”] [added: Officers,” “Potential Payments to Named Executive Officers Upon Termination or Change in Control,” “CEO Pay Ratio,” “Pay versus Performance,”] and “Compensation of Non-Employee Directors” in the Proxy Statement for the Company’s [removed: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022] [added: 2023] 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: 2022] [added: 2023] Annual Meeting of Stockholders, which information is incorporated herein by reference.

Statements of Consolidated Earnings - years ended June 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Statements of Consolidated Comprehensive Income - years ended June 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Consolidated Balance Sheets - June 30, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

Statements of Consolidated Stockholders' Equity - years ended June 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Statements of Consolidated Cash Flows - years ended June 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [removed: [93](#ib7108eb5ab544545b05238d1636d60ed_208)] [added: [88](#i76a745355df7427fbd44427d6c8eee65_211)] | | |

| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867020000032/exhibit32q4fy20.htm)] [added: [10.5](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm)] | | | Amended and Restated [removed: By-laws of the Company, dated August 5, 2020] [added: Supplemental Officers Retirement Plan] - incorporated by reference to Exhibit [removed: 3.2] [added: 10.8] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2020] [added: 2017 (Management Compensatory Plan)] | | |

| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit41q4fy22.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit41q4fy23.htm)] | | | Description of Common Stock | | |

| [removed: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095010322011894/dp176549_ex1001.htm)] [added: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1001.htm)] | | | 364-Day Credit Agreement, dated as of [removed: July 1, 2022,] [added: June 30, 2023,] 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 and filed on [removed: July 1, 2022] [added: June 30, 2023] | | |

| [removed: [10.2](http://www.sec.gov/Archives/edgar/data/8670/000095014219001326/eh1900785_ex1002.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1002.htm)] | | | Five-Year Credit Agreement, dated as of June [removed: 12, 2019,] [added: 30, 2023,] 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, [removed: N.A., Citibank, N.A., MUFG Bank, Ltd.] [added: N.A.] and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank [removed: PLC,] [added: PLC and MUFG Bank, Ltd.,] as Documentation [removed: Agent] [added: Agents] - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated [removed: June 12, 2019] and filed on June [removed: 13, 2019] [added: 30, 2023] | | |

| [removed: [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095010321008624/dp152457_ex1002.htm)] [added: [10.4](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 | | |

| [removed: [10.4](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm)] [added: [10.7](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] | | | [removed: Amended and Restated Supplemental Officers Retirement] [added: Automatic Data Processing, Inc. Change in Control Severance] Plan [added: for Corporate Officers, as amended] - incorporated by reference to Exhibit 10.8 to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2017] [added: 2014] (Management Compensatory Plan) | | |

| [removed: [10.5](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit101q1fy21.htm)] [added: [10.6](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit101q1fy21.htm)] | | | Automatic Data Processing, Inc. Deferred Compensation Plan, as Amended and Restated Effective October 14, 2020 - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020 (Management Compensatory Plan) | | |

| [removed: [10.6](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] [added: [10.12](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1004.htm)] | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate [removed: Officers, as amended] [added: Officers (as amended) (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.8] [added: 10.4] to the [removed: Company’s Annual] [added: Company's Current] Report on Form [removed: 10-K for the fiscal year ended June 30, 2014] [added: 8-K dated November 6, 2018 and filed on November 13, 2018] (Management Compensatory Plan) | | |

| [removed: [10.7](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit1011.htm)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit1029.htm)] | | | [removed: Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase] [added: Form of Stock Option Grant Agreement under the 2008 Omnibus Award] Plan [added: (Form for Employees)] - incorporated by reference to Exhibit [removed: 10.11] [added: 10.29] to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | | |

| [removed: [10.8](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit101q3fy15.htm)] [added: [10.9](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) | | |

| [removed: [10.9](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit102q1fy21.htm)] [added: [10.10](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit102q1fy21.htm)] | | | Automatic Data Processing, Inc. Retirement and Savings Restoration Plan (Amended and Restated as of February 3, 2020) - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020 (Management Compensatory Plan) | | |

| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit103q3fy15.htm)] [added: [10.11](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) | | |

| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1004.htm)] [added: [10.13](http://www.sec.gov/Archives/edgar/data/8670/000000867018000007/exhibit101.htm)] | | | Automatic Data Processing, Inc. [removed: Change in Control Severance] [added: Amended and Restated 2008 Omnibus Award] Plan [removed: for Corporate Officers] (as [removed: amended) (Management Compensatory Plan)] [added: amended and restated as of April 11, 2018, the "2008 Omnibus Award Plan")] - incorporated by reference to Exhibit [removed: 10.4] [added: 10.1] to the [removed: Company's Current] [added: Company’s Quarterly] Report on Form [removed: 8-K dated November 6, 2018 and filed on November 13,] [added: 10-Q for the fiscal quarter ended March 31,] 2018 (Management Compensatory Plan) | | |

| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/8670/000000867018000007/exhibit101.htm)] [added: [10.14](http://www.sec.gov/Archives/edgar/data/8670/000000867012000004/exhibit10_2.htm)] | | | [removed: Automatic Data Processing, Inc. Amended and Restated] [added: French Sub Plan under the] 2008 Omnibus Award Plan [removed: (as amended and restated] [added: effective] as of [removed: April 11, 2018, the "2008 Omnibus Award Plan")] [added: January 26, 2012] - incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, [removed: 2018] [added: 2012] (Management Compensatory Plan) | | |

| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/8670/000000867012000004/exhibit10_2.htm)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1022q4fy16.htm)] | | | [added: Amended] French Sub Plan under the 2008 Omnibus Award Plan effective as of [removed: January 26, 2012] [added: April 6, 2016 (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.2] [added: 10.22] to the Company’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] for the fiscal [removed: quarter] [added: year] ended [removed: March 31, 2012] [added: June 30, 2016] (Management Compensatory Plan) | | |

| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1022q4fy16.htm)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000120677412003634/exhibit10-33.htm)] | | | [removed: Amended French Sub Plan] [added: Form of Deferred Stock Unit Award Agreement] under the 2008 Omnibus Award Plan [removed: effective as of April 6, 2016 (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.22] [added: 10.33] to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2016] [added: 2012] (Management Compensatory Plan) | | |

| [removed: [10.15](http://www.sec.gov/Archives/edgar/data/8670/000120677412003634/exhibit10-33.htm)] [added: [10.29](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] | | | Form of [removed: Deferred] [added: Restricted] Stock Unit Award Agreement under the [removed: 2008] [added: 2018] Omnibus Award Plan [added: for grants beginning September 1, 2022] - incorporated by reference to Exhibit [removed: 10.33] [added: 10.29] to the [removed: Company’s] [added: Company's] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2012] [added: 2022] (Management Compensatory Plan) | | |

| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit1029.htm)] [added: [10.30](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] | | | Form of [added: Performance] Stock [removed: Option Grant] [added: Unit Award] Agreement under the [removed: 2008] [added: 2018] Omnibus Award Plan [removed: (Form] for [removed: Employees)] [added: grants beginning September 1, 2022] - incorporated by reference to Exhibit [removed: 10.29] [added: 10.30] to the [removed: Company’s] [added: Company's] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2014] [added: 2022] (Management Compensatory Plan) | | |

| [removed: [10.29](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] [added: [10.31](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit1031q4fy23.htm)] | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2022] [added: 2023] (Management Compensatory Plan) | | |

| [removed: [10.30](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] [added: [10.32](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit1032q4fy23.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2022] [added: 2023] (Management Compensatory Plan) | | |

| [removed: [10.31](https://www.sec.gov/Archives/edgar/data/8670/000000867019000013/exhibit101q3fy19.htm)] [added: [10.34](https://www.sec.gov/Archives/edgar/data/8670/000000867021000035/exhibit101q1fy22.htm)] | | | [removed: Offer Letter,] [added: Compensation letter for Don McGuire,] dated [removed: as of March 1, 2019,] [added: September 2021, and relocation addendum, dated October 26, 2021, by and] between Automatic Data Processing, Inc. and [removed: Kathleen Winters] [added: Don McGuire] - incorporated by reference to Exhibit 10.1 to the [removed: Company's] [added: Company’s] Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: March 31, 2019] [added: September 30, 2021] | | |

| [removed: [10.32](https://www.sec.gov/Archives/edgar/data/8670/000000867021000035/exhibit101q1fy22.htm)] [added: [10.35](https://www.sec.gov/Archives/edgar/data/8670/000000867023000008/exhibit101q2fy23.htm)] | | | [removed: Compensation letter for Don McGuire, dated September 2021,] [added: Separation Agreement] and [removed: relocation addendum,] [added: Release,] dated [removed: October 26, 2021,] [added: January 30, 2023,] by and between [added: Don Weinstein and] Automatic Data Processing, Inc. [removed: and Don McGuire] - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: September 30, 2021] [added: December 31, 2022] | | |

| [removed: [10.33](https://www.sec.gov/Archives/edgar/data/8670/000000867022000014/exhibit101q2fy22.htm)] [added: [10.33](https://www.sec.gov/Archives/edgar/data/8670/000000867022000046/exhibit101q1fy23.htm)] | | | [removed: Compensation letter for John Ayala, dated December 2021] [added: ADP Canada Co. Supplementary Excess Retirement Plan, Amended and Restated as of August 1, 2018 (Management Compensatory Plan)] - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: December 31, 2021] [added: September 30, 2022] | | |

| [removed: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit21q4fy22.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit21q4fy23.htm)] | | | Subsidiaries of the Company | | |

| [removed: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit23q4fy22.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit23q4fy23.htm)] | | | Consent of Independent Registered Public Accounting Firm | | |

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit311ceoq4fy22.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit311ceoq4fy23.htm)] | | | Certification by [removed: Carlos A. Rodriguez] [added: Maria Black] pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |

| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit312cfoq4fy22.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit312cfoq4fy23.htm)] | | | Certification by Don McGuire pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |

| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit321ceoq4fy22.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit321ceoq4fy23.htm)] | | | Certification by [removed: Carlos A. Rodriguez] [added: Maria Black] pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |

| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit322cfoq4fy22.htm)] [added: [32.2](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit322cfoq4fy23.htm)] | | | Certification by Don McGuire pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |

| | | | | | | Balance at beginning of [removed: period] [added: year] | | | | | | Charged to costs and expenses | | | | | | Charged to other accounts (A) | | | | | | Deductions | | | | | | | | | Balance at end of [removed: period] [added: year] | | |

| Year ended June 30, [removed: 2020:] [added: 2023:] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Long-term | | | | | | $ | [removed: 505] [added: 83] | | | | | $ | — | | | | | $ | [removed: 44] [added: 30] | | | | | $ | — | | (B) | | | | | | $ | [removed: 549] [added: 113] | |

| [removed: August 3, 2022] [added: (Carlos A. Rodriguez)] | | | [removed: By] | | | [removed: /s/ Carlos A. Rodriguez] | | | | | | [added: | | |]

| [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit32q4fy23.htm) | | | Amended and Restated By-laws of the Company, dated August 3, 2023 | | |

| [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1003.htm) | | | Amendment Agreement, dated as of June 30, 2023, relating to the Five-Year Credit Agreement, dated as of June 9, 2021, among Automatic Data Processing, Inc., the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent | | |

| [10.8](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit108q4fy23.htm) | | | Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase Plan, effective as of November 9, 2022 (Management Compensatory Plan) | | |

| [19.1](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit191q4fy23.htm) | | | ADP Insider Trading Policy, effective April 13, 2023 | | |

| Current | | | | | | $ | 56,768 | | | | | $ | 23,412 | | | | | $ | (34) | | | | | $ | (27,066) | | (B) | | | | | | $ | 53,080 | |

| Deferred tax valuation allowance | | | | | | $ | 18,867 | | | | | $ | 28 | | | | | $ | 366 | | | | | $ | (661) | | | | | | | | $ | 18,600 | |

| August 3, 2023 | | | By | | | /s/ Maria Black | | | | | |

| | | | | | | Maria Black | | | | | |

| /s/ Maria Black | | | | | | President and Chief Executive | | | | | | August 3, 2023 | | |

| (Maria Black) | | | | | | Officer, Director | | | | | | | | |

| [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit105q3fy15.htm) | | | Form of Restricted Stock Award Agreement under the 2008 Omnibus Award Plan (Form for Corporate Officers) - incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [10.34](https://www.sec.gov/Archives/edgar/data/8670/000000867022000014/exhibit102q2fy22.htm) | | | Compensation letter for Maria Black, dated December 2021 - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2021 | | |

| Current | | | | | | $ | 54,850 | | | | | $ | 65,069 | | | | | $ | (4,536) | | | | | $ | (22,911) | | (B) | | | | | | $ | 92,472 | |

| Deferred tax valuation allowance | | | | | | $ | 31,627 | | | | | $ | (18,953) | | | | | $ | (204) | | | | | $ | (479) | | | | | | | | $ | 11,992 | |

| | | | | | | Carlos A. Rodriguez | | | | | |

| (Carlos A. Rodriguez) | | | | | | Director | | | | | | | | |

| /s/ Richard T. Clark | | | | | | Director | | | | | | August 3, 2022 | | |

| (Richard T. Clark) | | | | | | | | | | | | | | |