Automatic Data Processing (ADP) 10-K risk factor changes: FY2024 vs FY2023

withheld or allowing less time to remit taxes to government authorities would adversely impact average client balances and, thereby, adversely impact interest income from investing client funds before such funds are remitted to the applicable [removed: taxing] [added: tax] authorities.

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 [removed: bank, like that of Signature Bank or Silicon Valley Bank,] [added: 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.

Our [removed: Wisely] [added: Wisely®] offerings and potentially other future offerings in the payments and/or consumer space may subject us to additional laws and regulations, some of which may not be uniform and may require us to modify or restrict our offerings and decrease our potential revenue and earnings.

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

Any violations of applicable anti-corruption, economic and trade sanctions or anti-money laundering laws or regulations could limit certain of our business activities until they are satisfactorily remediated and could result in civil and criminal penalties, including fines, which could damage our reputation and have a materially adverse effect on our results of [removed: operation] [added: operations] or financial condition.

However, legislation that [removed: would govern] [added: governs] the development and/or use of AI [added: has been adopted or] 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 [added: Institute of Standards and Technology AI Risk]

[removed: 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.

As a result, the ability to provide data-driven insights and otherwise leverage AI and ML may be constrained by current or future [removed: laws,] [added: laws (including product liability regimes),] regulatory 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 and/or these technologies in innovative ways.

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

Our intellectual property [added: (including source code)] could be wrongfully acquired as a result of a cyber-attack or other wrongful [removed: conduct by third parties or our personnel.]

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 [added: may be successful.]

Our businesses collect, host, store, transfer, process, disclose, use, [removed: secure and] [added: secure,] retain and dispose of personal and business information, and collect, hold and transmit client funds, and a security or privacy breach may damage or disrupt our [removed: businesses,] [added: businesses or operations,] result in the disclosure of confidential information, damage our reputation, increase our costs, cause losses and materially adversely affect our results of operations

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

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

We are focused on [removed: ensuring that we safeguard] [added: safeguarding] and [removed: protect] [added: protecting] personal and business information and client funds, and we devote significant resources to maintain and regularly update our systems and processes.

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

Although this is a global problem, it may affect our businesses more than other businesses because malevolent parties [removed: (including] [added: (which could include] our personnel) may focus on the amount and type of personal and business information that our businesses collect, host, store, transfer, process, disclose, use, [removed: secure and] [added: secure,] retain and dispose of, and the client funds that we collect and transmit.

We have programs and processes in place [added: designed] to prevent, detect and respond to data or cybersecurity incidents.

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

As these threats continue to evolve and 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 [removed: information security and] [added: cybersecurity] controls [added: and to investigate and remediate any security vulnerabilities.]

Information [added: or system access] obtained by malevolent parties [removed: (including] [added: (which could include] our personnel) resulting from successful attacks against our clients, vendors, partners or other third parties may, in turn, be used to attack our information technology systems.

[removed: A cyberattack,] [added: In the future, a cybersecurity attack,] 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 [removed: (including] [added: (which could include] 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 [added: our intellectual property or] the theft of client or ADP funds, 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.

As a result, the breach or perceived breach of our security systems could result in a loss of confidence by our clients or potential clients and cause them to choose another service provider, which could have a materially adverse effect on our [removed: business.][added: business, financial condition or results of operations.]

[removed: While ADP maintains insurance coverage that, subject to policy terms and conditions and a significant self-insured] retention, is designed to address losses or claims that may arise in connection with certain aspects of data and cyber risks, such insurance coverage may be insufficient to cover all losses or all types of claims that may arise in the continually evolving area of data and cyber risk.

Our systems, applications, solutions and services may be subject to disruptions that could have a materially adverse effect on our [removed: business and] [added: business, operations, financial condition, results of operations or] reputation

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

Any such failure or disablement, even for a brief period of time, whether due to malevolent acts, errors, defects or any other factor(s), could result in financial loss, a disruption of our [removed: businesses,] [added: businesses or operations,] liability to clients, loss of clients, regulatory intervention or damage to our reputation, any of which could have a materially adverse effect on our [added: business,] results of [removed: operation] [added: operations] or financial condition.

We have [added: a global business resiliency program that includes] disaster recovery, business continuity, and crisis management plans and procedures designed to protect our businesses against a multitude of events, including natural disasters, military or terrorist actions, power or communication failures, or similar events.

In addition, the severity of the failure or disablement may require us to replace or rebuild the affected system(s), application(s) or solution(s) and we may be unable to do so before it materially adversely affects our [removed: business.][added: business or operations.]

A disruption of the data centers or cloud-computing or other technology services or systems that we utilize could have a materially adverse effect on our [removed: business][added: business, operations, financial condition or results of operations]

These data centers or cloud-computing and other technology services and systems have [removed: (and, in the future, may)] failed, become disabled or been [removed: disrupted.][added: disrupted, and may do so in the future.]

Any failure, disablement or disruption, even for a limited period of time, could disrupt our businesses [added: or operations] and we could suffer financial loss, liability to clients, loss of clients, regulatory intervention or damage to our reputation, any of which could have a material adverse [removed: effect on our results of operation or financial condition.]

In addition, our third-party vendors may cease providing data center facilities or cloud-computing or other technology services or [removed: systems,] [added: systems (including those on which our products or services are based),] elect to not renew their agreements [added: or licenses] with us on commercially reasonable terms or at all, breach their agreements [added: or licenses] with us or fail to satisfy our expectations, which could disrupt our operations and require us to incur costs which could materially adversely affect our results of [removed: operation] [added: operations] or financial condition.

We may not realize or sustain the expected benefits from our business transformation initiatives, and these efforts could have a materially adverse effect on our [removed: business, operations, financial condition, results of operations and competitive position][added: business,]

[removed: Our business is also impacted by employment levels across our clients, as we] have varied contracts throughout our business that blend base fees and per-employee fees.

In order to satisfy these short-term funding requirements, we maintain access to various sources of liquidity, including borrowings under our commercial paper program and our committed credit facilities, our ability to execute [added: regular] reverse repurchase [removed: transactions] [added: transactions, our committed reverse repurchase agreements,] and corporate cash balances.

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 [removed: client’s obligation becomes due by generally impounding the client’s funds at the time of payment of such client’s obligation.]

[added: 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”) initiatives, including our [removed: net zero] [added: efforts related to] greenhouse gas emissions [removed: pledge.][added: reductions and Inclusion, Diversity, Equity and Belonging efforts.]

ADP Canada Co. is a registered entity with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) as a Money Service Business (MSB).

Our use of generative AI in our products and operations also introduces additional risks, including risks related to accuracy, bias, security, and privacy.

For example, if the data used to train a model or the model’s output is inaccurate or biased, or alleged to be inaccurate or biased, we could be subject to reputational damage or litigation.

conduct by third parties or our personnel.

numbers and their foreign equivalents, bank account numbers, tax information and other personal and business information.

compromise the confidentiality, integrity or availability of data or our systems.

Further, while we perform due diligence prior to acquisitions and take actions to safeguard the businesses that we acquire, these businesses may not have invested as significantly as we do in security and technology and may be more susceptible to cybersecurity incidents, which may make us more vulnerable to cybersecurity incidents as well.

We have been, and expect we will continue to be, the subject of cybersecurity attacks, including unauthorized intrusion, malicious software infiltration, network disruption, denial of service, corruption of data, ransomware attack, and theft of sensitive information (including our intellectual property).

Although none of the cybersecurity incidents that we have identified to date have materially affected us, including our business strategy, operations, results of operations, or financial condition, we continue to face significant known and unknown cybersecurity threats.

While ADP maintains insurance coverage that, subject to policy terms and conditions and a significant self-insured

effect on our business, results of operations or financial condition.

operations, financial condition, results of operations and competitive position

Our business is also impacted by employment levels across our clients, as we

client’s obligation becomes due by generally impounding the client’s funds at or before the time of payment of such client’s obligation.

There has also been an increase in current and proposed ESG regulations, standards and reporting requirements, which may result in legal and regulatory uncertainty as well as increased compliance costs for our business.

Further, developments in the law relative to diversity may influence our talent strategies.

may be successful.

and to investigate and remediate any security vulnerabilities.

Although we believe that we maintain a robust program of information security and controls and none of the data or cybersecurity incidents that we have encountered to date have materially impacted us, a data or cyber security incident could have a materially adverse effect on our business, results of operations, financial condition and reputation.

accounting, and other data processing systems.

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

speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business.

The following section discusses our year ended June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”),] [added: 2024”),] as compared to year ended June 30, [removed: 2022] [added: 2023] (“fiscal [removed: 2022”).][added: 2023”).]

A detailed review of our fiscal [removed: 2022] [added: 2023] performance compared to our fiscal [removed: 2021] [added: 2022] performance is set forth in Part II, Item 7 of our Form 10-K for the fiscal year ended June 30, [removed: 2022.][added: 2023.]

This document and other written or oral statements made from time to time by [removed: ADP] [added: Automatic Data Processing, Inc., its subsidiaries and variable interest entity (“ADP” or the “Company”)] may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

Statements that are not historical in nature and which may be identified by the use of words like [added: “outlook,”] “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” [removed: “could”] [added: “could,”] “is designed to” and other words of similar meaning, are forward-looking statements.

ADP disclaims any obligation to update any forward-looking statements, whether as a result of new information, future [removed: events] [added: events,] or otherwise, except as required by law.

[added: -] Risk [removed: Factors,”] [added: Factors”,] and in other written or oral statements made from time to time by ADP, should be considered in evaluating any forward-looking statements contained herein.

Highlights from the year ended June 30, [removed: 2023] [added: 2024] include:

[removed: | Revenue Growth | | | | | |] [added: -] Earnings [removed: Before Income Taxes Margin Expansion | | | | | | Diluted EPS Growth | | |][added: before income taxes margin expansion of 70 bps, and adjusted EBIT margin expansion of 70 bps]

| [removed: Organic Constant Currency Revenue Growth] [added: Consolidated revenue growth, organic constant currency] | | | | | | [removed: Adjusted EBIT Margin Expansion] | | | | | | [removed: Adjusted Diluted EPS Growth] | | | [added: 6 | | % | | | | | | | | | |]

[removed: | $3.0B | | | | | |] [added: -] Cash [removed: Returned] [added: returned] via [removed: Shareholder Friendly Actions $1.9B Dividends \| $1.1B Share Repurchases | | | | | | | | | | | |][added: shareholder friendly actions of $3.4B, including $2.2B of dividends and $1.2B of share repurchases]

We see tremendous [removed: growth] opportunity ahead as we focus on our three key Strategic Priorities: [removed: leading] [added: Leading] with [removed: best-in-class] [added: Best-in-Class] HCM [removed: technology, providing unparalleled expertise] [added: Technology, Providing Unmatched Expertise] and [removed: outsourcing,] [added: Outsourcing Solutions,] and [removed: leveraging] [added: Leveraging] our [removed: global scale] [added: Global Scale] for the [removed: benefit] [added: Benefit] of our [removed: clients.][added: Clients.]

During the fiscal year we [removed: drove strong] [added: made meaningful] progress [removed: across a number of key measures and in support of] [added: on] our [removed: overall Strategic Priorities.][added: strategic priorities.]

For fiscal [removed: 2023,] [added: 2024,] we delivered solid revenue growth of [removed: 9%, 10%] [added: 7%, 6% on] organic constant currency.

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: 4.7%] [added: 2%] for the year ended June 30, [removed: 2023] [added: 2024] as compared to the year ended June 30, [removed: 2022.][added: 2023.]

PEO average worksite employees increased [removed: 6%] [added: 2%] for the year ended June 30, [removed: 2023,] [added: 2024,] as compared to the year ended June 30, [removed: 2022.][added: 2023.]

Additionally, our strong ES new business bookings performance resulted in [removed: full year fiscal 2023] growth of [removed: 10%, and client satisfaction gains resulted] [added: 7%] in [removed: a full year] [added: fiscal 2024, and] ES client revenue retention [removed: rate of 92.2%, equal to the highest level we have ever reported.][added: was 92% driven by continued improvement in our client satisfaction scores.]

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

Our financial condition remains solid at June 30, [removed: 2023] [added: 2024] and we remain well positioned to support our associates and our clients.

| Total Revenues | | | [removed: 18,012.2] [added: $] | [added: 19,202.6] | | | | | [removed: 16,498.3] [added: $] | [added: 18,012.2] | |

| YoY Growth | | | [removed: 9] [added: 7] | | % | | | | [removed: 10] [added: 9] | | % |

| YoY Growth, Organic Constant Currency | | | [removed: 10] [added: 6] | | % | | | | 10 | | % |

Revenues in fiscal [removed: 2023] [added: 2024] 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, continued strong client retention, an increase in interest on funds held for clients, and an increase in [removed: pricing, partially offset by an unfavorable impact of one percentage point from foreign currency.][added: pricing.]

Total revenues in fiscal [removed: 2023] [added: 2024] include interest on funds held for clients of [removed: $813.4] [added: $1,024.7] million, as compared to [removed: $451.8] [added: $813.4] million in fiscal [removed: 2022.][added: 2023.]

The increase in interest earned on funds held for clients resulted from an increase in our average interest rate earned to [removed: 2.4%] [added: 2.9%] in fiscal [removed: 2023,] [added: 2024,] as compared to [removed: 1.4%] [added: 2.4%] in fiscal [removed: 2022,] [added: 2023,] coupled with an increase in our average client funds balances of [removed: 5.1%] [added: 3.6%] to [removed: $34.1] [added: $35.4] billion in fiscal [removed: 2023] [added: 2024] as compared to fiscal [removed: 2022.][added: 2023.]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | % Change | | | | | | | | |

| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 8,657.4] [added: 9,050.1] | | | | | $ | [removed: 8,252.6] [added: 8,657.4] | | | | | 5 | | % | | | | | | |

| Depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 451.2] [added: 470.9] | | | | | | [removed: 410.7] [added: 451.2] | | | | | | [removed: 10] [added: 4] | | % | | | | | | |

| Total costs of revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 9,953.4] [added: 10,476.7] | | | | | | [removed: 9,461.9] [added: 9,953.4] | | | | | | 5 | | % | | | | | | |

| Selling, general and administrative expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 3,551.4] [added: 3,778.9] | | | | | | [removed: 3,233.2] [added: 3,551.4] | | | | | | [removed: 10] [added: 6] | | % | | | | | | |

| Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 253.3] [added: 361.4] | | | | | | [removed: 81.9] [added: 253.3] | | | | | | [removed: 209] [added: 43] | | % | | | | | | |

| Total expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 13,758.1] [added: 14,617.0] | | | | | $ | [removed: 12,777.0] [added: 13,758.1] | | | | | [removed: 8] [added: 6] | | % | | | | | | |

Operating expenses increased due to an increase in our PEO Services zero-margin benefits pass-through costs to [removed: $3,800.9] [added: $3,975.9] million from [removed: $3,514.4] [added: $3,800.9] million for the years ended June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

[removed: Systems development] [added: Research] and [removed: programming costs] [added: development expenses] increased for fiscal [removed: 2023] [added: 2024] due to increased investments and costs to develop, support, and maintain our new and existing [added: products, and increased investments in GenAI, including the integration of GenAI in our existing] products.

Depreciation and amortization expenses increased [added: for fiscal 2024] due to the amortization of [removed: internally developed software products and] new investments in purchased [removed: software.][added: software and internally developed software primarily for our next-gen products.]

Interest expense increased due to the increase in average interest rates on commercial paper issuances and reverse repurchases to [removed: 3.7%] [added: 5.3%] and [removed: 4.3%] [added: 5.5%, respectively,] for the year ended June 30, [removed: 2023,] [added: 2024,] as compared to [removed: 0.4%] [added: 3.7%] and [removed: 0.7%] [added: 4.3%, respectively,] for the year ended June 30, [removed: 2022, respectively,] [added: 2023,] also coupled with a higher volume of average commercial paper and reverse repurchase borrowings, as compared to the year ended June 30, [removed: 2022.][added: 2023.]

| Years ended June 30, | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | $ Change | | |

| Interest income on corporate funds | | | | | | $ | [removed: (149.5)] [added: (241.3)] | | | | | $ | [removed: (41.0)] [added: (149.5)] | | | | | $ | [removed: 108.5] [added: 91.8] | |

| [removed: Realized losses/(gains)] [added: Net realized losses] on available-for-sale [removed: securities, net] [added: securities] | | | | | | [removed: 14.7] [added: 5.9] | | | | | | [removed: 4.4] [added: 14.7] | | | | | | [removed: (10.3)] | | |

| Impairment of assets | | | | | | [removed: 2.1] [added: —] | | | | | | [removed: 23.0] [added: 2.1] | | | | | | [removed: 20.9] [added: 2.1] | | |

| Gain on sale of assets | | | | | | [removed: —] [added: (17.1)] | | | | | | [removed: (7.5)] [added: —] | | | | | | [removed: (7.5)] [added: 17.1] | | |

We took action to lead with best-in-class HCM technology by launching ADP Assist, our cross-platform solution powered by generative AI ("GenAI") that empowers employees and HR professionals through smart, user-centric solutions.

To lean into our unmatched expertise, we provided our service and implementation associates with new GenAI capabilities to help them deliver even better client experiences.

Finally, we leveraged our global scale by extending our global footprint and deepening our partnerships with other leading technology providers to simplify HCM processes for our clients.

- Diluted and adjusted diluted earnings per share ("EPS") growth of 11% and 12%, to $9.10 and $9.18, respectively

| Research and development | | | | | | | | | | | | | | | | | | | | | | | | | | | 955.7 | | | | | | 844.8 | | | | | | 13 | | % | | | | | | |

Additionally, operating expenses increased by $68.5 million due to increased service and implementation costs in support of our growing revenue, and increased $70.0 million due to less favorable actuarial loss development in workers’ compensation reserves in ADP Indemnity as compared to prior year.

Selling, general and administrative expenses increased for fiscal 2024 due to increased selling expenses as a result of investments in our sales organization to support increased bookings, and increased severance costs due to company-wide efforts related to workforce optimization.

In fiscal 2024, the Company recognized a gain of $17.1 million, in relation to the sale of buildings and land.

Overall margin increased due to the increases in total revenues discussed above, increased interest income on corporate funds, operating efficiencies for costs of servicing our clients on growing revenue, partially offset by increases in selling and marketing expenses, increased interest expense, less favorable actuarial loss development in workers’ compensation reserves related to ADP Indemnity, and investments and costs to develop, support, and maintain our new and existing products.

adjustments to prior year tax liabilities in fiscal 2024.

| | | | | | | $ | 19,202.6 | | | | | $ | 18,012.2 | | | | | | | | | | | | | | | | | | | | | | | 7 | | % | | | | | | | | | | 6 | | % | | | | | | |

| | | | | | | $ | 4,872.3 | | | | | $ | 4,437.6 | | | | | | | | | | | | | | | | | | | | | | | 10 | | % | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2024 | | | | | | 2023 | | | | | | $ | | | | | | % | | |

| Workforce optimization (d) | | | | | | 42.0 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Workforce optimization (e) | | | | | | 10.5 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Workforce optimization (d) | | | | | | 42.0 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income tax (benefit)/provision for workforce optimization (e) | | | | | | (10.5) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Workforce optimization (d) (e) | | | | | | 0.08 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(c) Represents reserve reversal of a legal matter from fiscal 2023.

(d) The charges relating to workforce optimization represent severance charges.

Severance charges have been taken in the past and not included as an adjustment to get to adjusted results.

Unlike severance charges in prior periods, these specific charges relate to a broad-based, company-wide workforce optimization effort.

| | | | | | | | | | | | | | | | 2024 | | | | | | | | | | | |

*Note: Numbers may not foot due to rounding.*

We have $7.3 billion available to us on a committed basis under these reverse repurchase agreements.

with an accordion feature under which the aggregate commitment can be increased by $500 million, subject to the availability of additional commitments.

In addition, as of June 30, 2024, we held approximately $622.0 million of funds received from the Internal Revenue Service that will be refunded to our clients in fiscal 2025.

This obligation is recorded in accrued expenses and other current liabilities on our Consolidated Balance Sheets.

If certain pending tax matters settle within the next twelve months, the total

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

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

| 10% | | | | | | 130 basis points | | | | | | 17% | | |

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| 10% | | | Employer Services New Business Bookings Growth | | | | | | 6% | | | PEO Services Average Worksite Employee Growth | | | | | | |

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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.

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

| Systems development and programming costs | | | | | | | | | | | | | | | | | | | | | | | | | | | 844.8 | | | | | | 798.6 | | | | | | 6 | | % | | | | | | |

Additionally, operating expenses increased due to increased costs to service our client base in support of our growing revenue, partially offset by the impact of foreign currency and a net reduction of $12.3 million in our estimated losses related to ADP Indemnity.

Selling, general and administrative expenses increased due to increased selling expenses as a result of investments in our sales organization, increased marketing expenses, and a reversal of COVID-19 credit loss reserves of $26.0 million in 2022, partially offset by the impact of foreign currency.

In fiscal 2022, the Company recorded impairment charges of $23.0 million, which is comprised 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.

initiatives and the impact of net severance charges relating to these initiatives, as applicable, in the respective periods.

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

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

Employer Services' margin increased due to increases in revenues discussed above, and operating efficiencies for costs of servicing our clients on growing revenue, partially offset by an increase in selling expenses.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2023 | | | | | | 2022 | | | | | | $ | | | | | | % | | |

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Unlike other severance charges which are not included as an adjustment to get to adjusted results, these specific charges relate to actions taken as part of our broad-based, company-wide transformation initiatives.

(c) Represents net charges (reserves and insurance recovery) from legal matters during fiscal 2023.

prior year.

of additional commitments.

Client funds

][added: fy231.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/adp-20240630_g1.jpg)]

We serve over [removed: 1] [added: 1.1] million clients and pay over [removed: 41] [added: 42] million workers in [added: over] 140 countries and territories.

[removed: ][added: ]

][added: v2.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/adp-20240630_g3.jpg)]

[removed: ADP's] [added: ADP’s] Business Pillars

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

][added: 7-25.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/adp-20240630_g4.jpg)]

We will continue to leverage our [removed: decades of experience, our] significant data [removed: insights,] [added: insights] and investments in AI and other enabling [added: technologies to further enable our decades of knowledge and experience and more effectively]

[removed: technologies] [added: apply those] to help our clients and their workers navigate the ever-changing world of work.

And we [removed: will] [added: intend to] 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.

For [removed: over 70] [added: 75] 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.

[removed: We] [added: As a founder in the industry, we] pioneered HCM automation, HCM in the cloud, mobile HCM and a digital HCM marketplace.

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

In the U.S., ADP [removed: DataCloud's] [added: DataCloud’s] Skills Graph, our proprietary data structure, is based on more than [removed: 43] [added: 44] million employee records, [removed: 95] [added: 140] million resumes and [removed: 9] [added: 11] million job postings across more than 20 industries and 500 geographic areas, and uses large language models to extract, align and 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.

[removed: 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.

Skills Graph also powers our [removed: new] Organizational Benchmarking Dashboard, which enables companies to decide how best to deploy their workers by comparing organizational metrics like headcount, labor costs and turnover against other similar businesses, as well as Talent Market Insights where organizations can explore jobs and locations to understand talent availability, skills, wages, turnover and time to [removed: fill.][added: fill an open position.]

[added: 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: researched.][added: researched, including salary benchmarking tools in the U.S. and Canada.]

[removed: ][added: ]

In harnessing the power of data through [added: AI and] 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 AI, ML and data.

As we continue to explore the potential that new technologies like generative AI can [removed: provide as we design and develop innovative solutions,] [added: provide,] 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 [removed: AI/ML] [added: AI and ML] technologies.

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

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

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

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

The conversational experience runs off simple chat prompts such as “Run my payroll,” offering a [removed: frictionless] [added: simple and powerful] experience that also allows clients to confidently handle compliance matters like tax filing and deposits.

[removed: ][added: ]

We address these broad market needs with our cloud-based strategic platforms: RUN Powered by ADP®, serving over [removed: 850,000] [added: 890,000] small businesses; ADP Workforce Now®, serving over [removed: 80,000] [added: 85,000] mid-sized and large businesses across our strategic pillars; and ADP Vantage HCM® and our next-gen HCM platform, serving large enterprise businesses.

][added: HiRes.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/adp-20240630_g7.jpg)]

Payroll Services. We pay over [removed: 25] [added: 26] million (approximately 1 out of every 6) workers in the United States.

[removed: ][added: ]

Workforce Management. ADP’s Workforce Management offers a range of solutions to over [removed: 120,000] [added: 130,000] employers of all sizes, including time and attendance, absence management

In our fiscal year ended June 30, [removed: 2023,] [added: 2024,] in the United States, we processed and delivered more than [removed: 79] [added: 78] million employee year-end tax statements and moved more than $3.1 trillion in client funds to [removed: taxing and other agencies,] our clients’ [removed: employees] [added: employees, tax authorities] and other payees.

[removed: ][added: ]

[removed: - *ADP SmartCompliance Wage Payments.* In the United States, we offer compliant pay solutions for today's] workforce, including electronic payroll disbursement options such as payroll cards, digital accounts and direct deposit, as well as traditional payroll checks, which can be integrated with clients’ ERP and payroll systems.

Insurance Services. ADP’s Insurance Services business, in conjunction with our licensed insurance agency, Automatic Data Processing Insurance Agency, Inc., facilitates access in the United States to workers’ compensation and group health insurance for [added: over 240,000] small and mid-sized clients through a variety of insurance carriers.

Our automated Pay-by-Pay® premium payment program calculates and collects workers’ compensation [removed: premium payments each pay period, simplifying this task for employers.]

Retirement Services. ADP Retirement Services helps [added: over 170,000] employers in the United States administer various types of retirement plans, such as traditional and Roth 401(k)s, profit sharing (including new comparability), SIMPLE and SEP IRAs, and executive deferred compensation plans.

ADP Retirement Services also offers trustee services through a third [removed: party.][added: party as well as through ADP Retirement Trust Services, LLC, a New Hampshire state-chartered affiliated trust company.]

As a leader in the growing HR Outsourcing market, we partner with [removed: our] clients [removed: to offer] [added: from small, midsized and large enterprise organizations, offering] a full range of [added: premium services and] seamless technology [removed: and service solutions] for [removed: HR administration, workforce management, payroll services, benefits administration] [added: HR, benefits, payroll,] and talent management.

The transformative potential of innovation continues to grow, in tandem with the power of technologies like artificial intelligence (AI), machine learning (ML) and generative AI.

As these tools change how work happens, we remain focused on providing our clients and associates with HCM technology that is easy to use, powered with smart insights and personalized to support a human-centric experience.

To bring these solutions to market, we pursue multiple paths to innovation.

From leveraging our unique data to provide differentiated insights to collaborating with, or investing in, organizations with complementary products or purchasing solutions that add to our strong foundation, each of these avenues helps ADP sustain a culture focused on continuous innovation.

Transforming our solutions and service through AI

Data is the foundation of the advantage we bring to our clients.

It’s at the core of our products and solutions, informing and driving our approach to innovation and new technology.

The global scale and scope of our client base provide us the industry’s largest and deepest HCM dataset with over 1.1 million clients spanning over 140 countries and 42 million wage earners globally.

Sitting at the center of workforce data, we’re able to create tools that automate critical processes, serve up proactive insights, and deliver a personalized experience.

Launched in January 2024, ADP Assist is a cross-platform solution powered by generative AI that transforms data into credible and actionable insights.

ADP Assist offers smart, user-centric solutions through a conversational interface that touches every aspect of HR – payroll, time, talent, benefits, recruitment, analytics, reporting, and compliance.

ADP Assist validates payroll information, checking for payroll anomalies and using generative AI to identify and help resolve missing tax registrations and answer questions by drawing on ADP’s large, up-to-date dataset of compliance information.

ADP Assist also uses generative AI to simplify report creation, helping HR practitioners and leaders access internal, national, and global workforce data to analyze compensation, turnover, candidate profile relevancy, and talent market insights.

ADP Assist earned the “Generative AI Innovation Award” in the 2024 AI Breakthrough Awards.

Additionally, we integrated generative AI within the Roll by ADP® mobile-first solution to offer clients even greater HR and payroll support with deeper insights.

Along with transforming our solutions, we firmly believe AI and generative AI enhance our operations and enable us to elevate the end-to-end client experience.

To lean into our service expertise, we also extended generative AI capabilities to a broader portion of our service and implementation associates to deliver an even better client

experience.

We also continue to explore generative AI capabilities to further empower our sellers and our product developers to be more productive.


Leveraging our workforce data

AI and ML drive many of the key features of ADP’s data products, including ADP DataCloud, our award-winning people analytics solution.

Skills Graph powers ADP’s Candidate Profile Relevancy tool to help score, assess and predict

ADP’s Model-Based Benchmarks, powered by Skills Graph, deliver real-time compensation insights and market and job coverage for over 9,000 job titles spanning more than 1,000 industries.

We also continue to advance our next-gen platforms.

Our next-gen HCM platform is built for the way people actually work together, moving beyond rigid hierarchical organization structures to mirror practically any structure of work groups, such as divisions, regions, or dynamic teams.

Our next-gen HCM platform uses AI to tailor personalized experiences relevant to each employee based on attributes of role, geographic location, typical behaviors, and anticipated need.

It’s a feedback loop we extend beyond our client-zero program as well, sourcing regular feedback from client

pilot groups to continue to enhance and refine our solutions over time.

Culture of responsible AI

In collaboration with other HCM providers and companies active in the HR space, we worked to develop Best Practices for use of AI in the Workplace led by the Future of Privacy Forum, an organization that brings together industry thought leaders to explore the challenges posed by technological innovation and develop privacy protections, ethical norms, and workable business practices.

Creating a customized HR ecosystem

To meet clients’ shifting needs, we also collaborate with partners through solutions like ADP Marketplace, one of the largest digital HR storefronts with over 800 partner solutions worldwide.

ADP Marketplace is enhancing our client experience by offering integrated partner solutions.

ADP Marketplace also uses ML to easily surface best-fit applications to meet clients’ critical HR needs.

These capabilities are part of ADP’s enterprise-wide initiative to bring the power of AI to HR practitioners, managers and employees.

And all ADP Marketplace partners offering AI-enabled solutions must commit to a set of responsible AI principles based on the principles that govern our own products.

As part of our vision to create an HR ecosystem that is not only efficient but empowers businesses and their people, ADP API Central offers clients access to secure APIs, and tools and resources to simplify and automate their business processes with custom integrations, helping to connect their data across their entire ecosystem.

To enhance our integration capabilities, ADP acquired Sora, a low-code intelligent workflow automation and data

integration tool that unifies disparate business applications such as HR, IT and other systems and data sets to create a smarter, easier-to-use experience for employees, business owners and HR professionals.

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.

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

Leveraging the power of data, we innovate by anticipating the future of work, the future of HCM and the future of pay to help our clients transform their businesses, simplify work and empower their workers.

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.

The scale and 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.

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 machine learning (ML) and workforce analytics platform which is the largest private repository of payroll information available.

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

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

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.

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 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.

It also earned acclaim in Fast Company’s first-ever list of the “Next Big Things in Tech,” which

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

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

And, by deploying low-code applications, clients can easily tailor the solution to their needs.

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

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

Our innovative Wisely® payment and financial wellness offering includes a suite of personalized banking-alternative solutions designed to give employees fast and flexible choices to access their pay and other sources of income.

Wisely® Pay is a network-branded paycard with a digital account, through which employees can access their pay, make purchases online and in store, deposit checks, load additional funds onto the card, and transfer funds to a bank account in the United States.

Wisely also enables advanced capabilities and innovative features such as Earned Wage Access (EWA), automatic savings options, cash back rewards and bill pay that help employees take even more control of their finances.

Wisely® Direct, a network-branded general purpose reloadable card that comes with a digital account, provides similar features and functionality but is offered directly to consumers.

Our digital card offerings are banking alternatives that afford

financial wellness tools designed to help members realize a better financial path forward.

‘Always Designing for People’ isn’t just a tag line – innovation is also about putting our clients first by giving them and their workers a faster, smarter and easier user experience (UX) that was designed with and for them.

With a modern look and feel based on our 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®, 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 32 languages.

We expanded employee self-service via our app by incorporating ML-based recommendations for employees to better find information, correct missing information, and complete tasks more efficiently.

From small businesses to enterprises with thousands of employees, our clients gain proven technology and processes and robust service and support.

Whether a client chooses our PEO or other HR Outsourcing solutions, we offer solutions tailored to a client’s specific needs and preferences – designed to meet the client’s needs today, and as its business and needs evolve.


and sizes to tackle their HR, talent, benefits administration and pay challenges with help from our proven expertise, deep experience and best practices.

ADP Comprehensive Services is flexible – enabling clients to partner with us for managed services for one, some or all areas across HR, talent, benefits administration and pay.

For the Year Ended June 30, [removed: 2023][added: 2024]

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: $98,849,691,982.][added: $95,597,065,890.]

| Portions of the Registrant's Proxy Statement for its [removed: 2023] [added: 2024] Annual Meeting of Stockholders. | | | Part III | | |

| Item 1. | | | [removed: [Business](#i76a745355df7427fbd44427d6c8eee65_13)] [added: [Business](#iabc1b0ea0917488d905da89fddc12841_13)] | | | [removed: [3](#i76a745355df7427fbd44427d6c8eee65_13)] [added: [3](#iabc1b0ea0917488d905da89fddc12841_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i76a745355df7427fbd44427d6c8eee65_16)] [added: Factors](#iabc1b0ea0917488d905da89fddc12841_16)] | | | [removed: [17](#i76a745355df7427fbd44427d6c8eee65_16)] [added: [17](#iabc1b0ea0917488d905da89fddc12841_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i76a745355df7427fbd44427d6c8eee65_19)] [added: Comments](#iabc1b0ea0917488d905da89fddc12841_19)] | | | [removed: [24](#i76a745355df7427fbd44427d6c8eee65_19)] [added: [24](#iabc1b0ea0917488d905da89fddc12841_19)] | | |

| Item 2. | | | [removed: [Properties](#i76a745355df7427fbd44427d6c8eee65_22)] [added: [Properties](#iabc1b0ea0917488d905da89fddc12841_22)] | | | [removed: [24](#i76a745355df7427fbd44427d6c8eee65_22)] [added: [25](#iabc1b0ea0917488d905da89fddc12841_22)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i76a745355df7427fbd44427d6c8eee65_25)] [added: Proceedings](#iabc1b0ea0917488d905da89fddc12841_25)] | | | [removed: [24](#i76a745355df7427fbd44427d6c8eee65_25)] [added: [25](#iabc1b0ea0917488d905da89fddc12841_25)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i76a745355df7427fbd44427d6c8eee65_28)] [added: Disclosures](#iabc1b0ea0917488d905da89fddc12841_28)] | | | [removed: [24](#i76a745355df7427fbd44427d6c8eee65_28)] [added: [26](#iabc1b0ea0917488d905da89fddc12841_28)] | | |

| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#i76a745355df7427fbd44427d6c8eee65_34)] [added: Securities](#iabc1b0ea0917488d905da89fddc12841_34)] | | | [removed: [25](#i76a745355df7427fbd44427d6c8eee65_34)] [added: [27](#iabc1b0ea0917488d905da89fddc12841_34)] | | |

| Item 6. | | | [Selected Financial [removed: Data](#i76a745355df7427fbd44427d6c8eee65_40)] [added: Data](#iabc1b0ea0917488d905da89fddc12841_40)] | | | [removed: [26](#i76a745355df7427fbd44427d6c8eee65_37)] [added: [28](#iabc1b0ea0917488d905da89fddc12841_37)] | | |

| Item 7. | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i76a745355df7427fbd44427d6c8eee65_46)] [added: Operations](#iabc1b0ea0917488d905da89fddc12841_46)] | | | [removed: [26](#i76a745355df7427fbd44427d6c8eee65_46)] [added: [28](#iabc1b0ea0917488d905da89fddc12841_46)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i76a745355df7427fbd44427d6c8eee65_82)] [added: Risk](#iabc1b0ea0917488d905da89fddc12841_82)] | | | [removed: [41](#i76a745355df7427fbd44427d6c8eee65_82)] [added: [42](#iabc1b0ea0917488d905da89fddc12841_82)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i76a745355df7427fbd44427d6c8eee65_85)] [added: Data](#iabc1b0ea0917488d905da89fddc12841_85)] | | | [removed: [42](#i76a745355df7427fbd44427d6c8eee65_85)] [added: [43](#iabc1b0ea0917488d905da89fddc12841_85)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i76a745355df7427fbd44427d6c8eee65_169)] [added: Disclosure](#iabc1b0ea0917488d905da89fddc12841_169)] | | | [removed: [77](#i76a745355df7427fbd44427d6c8eee65_169)] [added: [78](#iabc1b0ea0917488d905da89fddc12841_169)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i76a745355df7427fbd44427d6c8eee65_172)] [added: Procedures](#iabc1b0ea0917488d905da89fddc12841_172)] | | | [removed: [77](#i76a745355df7427fbd44427d6c8eee65_172)] [added: [78](#iabc1b0ea0917488d905da89fddc12841_172)] | | |

| Item 9B. | | | [Other [removed: Information](#i76a745355df7427fbd44427d6c8eee65_181)] [added: Information](#iabc1b0ea0917488d905da89fddc12841_181)] | | | [removed: [81](#i76a745355df7427fbd44427d6c8eee65_181)] [added: [82](#iabc1b0ea0917488d905da89fddc12841_181)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i76a745355df7427fbd44427d6c8eee65_184)] [added: Inspections](#iabc1b0ea0917488d905da89fddc12841_184)] | | | [removed: [81](#i76a745355df7427fbd44427d6c8eee65_181)] [added: [82](#iabc1b0ea0917488d905da89fddc12841_181)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i76a745355df7427fbd44427d6c8eee65_190)] [added: Governance](#iabc1b0ea0917488d905da89fddc12841_190)] | | | [removed: [82](#i76a745355df7427fbd44427d6c8eee65_190)] [added: [83](#iabc1b0ea0917488d905da89fddc12841_190)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i76a745355df7427fbd44427d6c8eee65_193)] [added: Compensation](#iabc1b0ea0917488d905da89fddc12841_193)] | | | [removed: [84](#i76a745355df7427fbd44427d6c8eee65_193)] [added: [84](#iabc1b0ea0917488d905da89fddc12841_193)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i76a745355df7427fbd44427d6c8eee65_196)] [added: Matters](#iabc1b0ea0917488d905da89fddc12841_196)] | | | [removed: [84](#i76a745355df7427fbd44427d6c8eee65_196)] [added: [85](#iabc1b0ea0917488d905da89fddc12841_196)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i76a745355df7427fbd44427d6c8eee65_199)] [added: Independence](#iabc1b0ea0917488d905da89fddc12841_199)] | | | [removed: [84](#i76a745355df7427fbd44427d6c8eee65_199)] [added: [85](#iabc1b0ea0917488d905da89fddc12841_199)] | | |

| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i76a745355df7427fbd44427d6c8eee65_202)] [added: Services](#iabc1b0ea0917488d905da89fddc12841_202)] | | | [removed: [84](#i76a745355df7427fbd44427d6c8eee65_202)] [added: [85](#iabc1b0ea0917488d905da89fddc12841_202)] | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i76a745355df7427fbd44427d6c8eee65_208)] [added: Schedules](#iabc1b0ea0917488d905da89fddc12841_208)] | | | [removed: [84](#i76a745355df7427fbd44427d6c8eee65_208)] [added: [85](#iabc1b0ea0917488d905da89fddc12841_208)] | | |

| Signatures | | | | | | [removed: [89](#i76a745355df7427fbd44427d6c8eee65_214)] [added: [90](#iabc1b0ea0917488d905da89fddc12841_214)] | | |

On August 2, 2024 there were 407,795,203 shares of Common Stock outstanding.

| Item 1C. | | | [Cybersecurity](#iabc1b0ea0917488d905da89fddc12841_2005) | | | [24](#iabc1b0ea0917488d905da89fddc12841_2005) | | |

On July 31, 2023 there were 411,986,870 shares of Common Stock outstanding.

Risk management and strategy

At ADP, security is integral to our products, our business processes and infrastructure.

We have an enterprise-wide approach to security with the objectives of protecting client data and funds, and preventing security incidents that could adversely affect the confidentiality, integrity, or availability of our information systems and data that resides in those systems, while also improving our system resilience with the aim of minimizing the impact to our business when incidents do occur.

In connection with our business, we collect, host, store, transfer, process, disclose, use, secure, retain and dispose of large amounts of personal and business information about our clients, employees of our clients, our vendors and our employees, contractors and temporary staff.

We also collect significant amounts of funds from the accounts of our clients and transmit them to their employees, tax authorities and other payees.

As the global environment continues to grow increasingly hostile and attacks on information technology systems continue to grow in frequency, complexity and sophistication, we are regularly targeted by unauthorized parties using malicious tactics, code and viruses.

Although this is a global problem, it may affect our businesses more than other businesses because malevolent parties may focus on the amount and type of personal and business information that our businesses collect, host, store, transfer, process, disclose, use, secure, retain and dispose of, and the client funds that we collect and transmit.

ADP has implemented a cybersecurity program designed to assess, identify, and manage risks from cybersecurity threats.

Our cybersecurity policies, processes, and standards are informed by industry practices and by industry frameworks and standards such as the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework and the International Organization for Standardization information security standards, including those standards for which we do not have a certification, but we do exercise judgment in selecting applicable controls from such framework or standards.

Our cybersecurity program includes:

- *Technical Safeguards.* We have implemented a layered approach to defend against cybersecurity threats.

We periodically evaluate technical controls through application security assessments, vulnerability management, penetration testing, and security audits.

- *Incident Management and Response.* A global team monitors our key applications and systems 24/7/365 to detect, investigate and respond to anomalies and incidents.

This team addresses reported or detected issues by following a defined incident lifecycle and uses an incident management system to record facts, impact and remedial actions taken.

We have established a cybersecurity incident response plan and escalation process, outlining processes for responding to incidents from identification to mitigation and notifying members of senior leadership, the board of directors and external advisors, as appropriate.

We test our plans and processes through simulation exercises, scenario planning and tabletop exercises, using findings to improve processes.

- *External and Internal Assessments.* We periodically engage assessors, consultants, auditors, and other third parties to evaluate our technology, security, and related controls and benchmark against industry practices.

We engage in both internal and external assurance and audit activities across the company multiple times a year including an annual third-party review of our overall cybersecurity program.

- *Threat Intelligence.* We maintain affiliations with cybercrime task forces and other third-party monitoring organizations.

In addition, we collaborate with professional security organizations, law enforcement and technology companies to proactively identify malicious activity.

- *Business Resiliency Program.* We have established a global, integrated business resiliency program designed to manage the impacts of technological, environmental, process and health risks on service delivery.

This program uses an integrated framework that lays out our mitigation, preparedness, response and recovery process.

- *Third-Party Risk Management.* We maintain a third-party risk management process, designed to identify and manage risks associated with our vendors and other third parties, that includes conducting security assessments prior to engagement and periodically during the engagement.

We also seek to include security and privacy terms, where appropriate, in our contracts with third-party service providers that require third parties to maintain security controls to protect our data and notify us in the event of a cybersecurity incident.

- *Security Awareness and Training Program*.

Our security training and awareness program is a continuous, dynamic initiative, designed to develop and maintain a security-focused culture and empower our associates to make responsible, secure decisions.

As part of this awareness program, we communicate to our associates on a regular basis regarding key security topics and current events, best practices for addressing such cybersecurity threats, and

gamification to reinforce effective behaviors.

All associates are also required to take an annual, interactive security training program that includes an overview of key security topics, policies and responsibilities.

We have also integrated cybersecurity related risks into our enterprise risk management program, which is designed to identify, prioritize, assess, monitor and mitigate the various risks confronting ADP, including cybersecurity risks.

Our enterprise risk management team conducts a range of activities, including an annual enterprise risk management assessment.

We have been, and continue to be, the subject of cybersecurity attacks, including unauthorized intrusion, malicious software infiltration, network disruption, and denial of service.

Although we believe that we maintain a robust program of information security and controls and none of the cybersecurity incidents that we have identified to date have materially affected us, including our business strategy, results of operations, or financial condition, we cannot provide assurances that a cybersecurity incident will not materially affect us, or our business strategy, results of operations or financial condition in the future.

For additional information on cybersecurity related risks, see “Item 1A.

Risk Factors” of this Annual Report on Form 10-K.

Governance

A cross-functional, enterprise-wide management program operates to evaluate our global cybersecurity program’s effectiveness and members of the company’s executive committee, through an executive security council, routinely review strategy, policy, program effectiveness, standards enforcement and cyber issue management.

Our chief information security officer (“CISO”) leads our global cybersecurity program and oversees the global cybersecurity services team, which is responsible for monitoring, identifying, assessing and managing cybersecurity threats across ADP.

Our CISO reports to our chief security officer (“CSO”), who leads our global security organization and is responsible for cybersecurity, fraud prevention, operational risk management, client security management, and workforce protection.

Our CSO has over 20 years of experience in a range of security roles, including serving as a chief security officer at another public company, and participates in various cyber security organizations.

ADP owns [removed: 7] [added: 6] of its processing/print centers, and [removed: 13] [added: 12] other operational offices, sales offices, and its corporate headquarters in Roseland, New Jersey, which aggregate approximately [removed: 2,975,188] [added: 2,690,198] square feet.

All of these leases, which aggregate approximately [removed: 5,595,720] [added: 5,649,576] square feet worldwide, expire at various times up to the year [removed: 2033.][added: 2035.]

As of June 30, [removed: 2023,] [added: 2024,] there were [removed: 32,322] [added: 31,271] holders of record of the Company’s common stock.

As of such date, [removed: 1,442,988] [added: 1,620,873] additional holders held their common stock in “street name.”

| Period | | | Total Number of Shares Purchased (1) | | | Average Price Paid per Share [added: (3)] | | | 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) (3) | | |

| (1) | | | | | | During the three months ended June 30, [removed: 2023,] [added: 2024,] pursuant to the terms of the Company’s restricted stock program, the Company purchased [removed: 25,898] [added: 1,964] shares at the then-market value of the shares to satisfy certain tax withholding requirements for employees upon the vesting of their restricted shares. | | |

| (2) | | | | | | The Company received the Board of Directors' approval [added: in November 2022] to repurchase [removed: shares] [added: $5 billion] of [removed: the Company's] [added: its] common [removed: stock as follows:] [added: stock.] | | |

The following graph compares the cumulative return on [removed: the Company’s] [added: ADP'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: 2018,] [added: 2019,] with all dividends reinvested.

][added: FY24.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/adp-20240630_g16.jpg)]

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

| April 1, 2024 to April 30, 2024 | | | 583,609 | | | $245.10 | | | 583,460 | | | $3,368,435,067 | | |

| May 1, 2024 to May 31, 2024 | | | 623,282 | | | $246.45 | | | 622,878 | | | $3,214,926,248 | | |

| June 1, 2024 to June 30, 2024 | | | 544,622 | | | $244.84 | | | 543,211 | | | $3,077,743,017 | | |

| Total | | | 1,751,513 | | | | | | 1,749,549 | | | | | |

| 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 | | | | | |

| | | | | | | | | |

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

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

| Date of Approval | | | | | | | | |

| November 2022 | | | | | | $5 billion | | |

We have audited the accompanying consolidated balance sheets of Automatic Data Processing, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2023 and 2022,] [added: 2024] and [added: 2023,] 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: 2023,] [added: 2024,] 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] based on criteria established in *Internal Control - Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated August [removed: 3, 2023,] [added: 7, 2024,] expressed an unqualified opinion on the Company’s internal control over financial reporting.

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: 2023.][added: 2024.]

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: 2023.][added: 2024.]

The Company has reported client funds obligations as a current liability in the consolidated financial statements totaling [removed: $38,538.6] [added: $39,503.9] million as of June 30, [removed: 2023.][added: 2024.]

- For a selection of client funds obligations transactions, we evaluated whether the funds were impounded prior to June 30, [removed: 2023,] [added: 2024,] 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: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Revenues, other than interest on funds held for clients and PEO revenues | | | | | | $ | [removed: 11,222.0] [added: 11,953.6] | | | | | $ | [removed: 10,505.0] [added: 11,222.0] | | | | | $ | [removed: 9,768.6] [added: 10,505.0] | |

| Interest on funds held for clients | | | | | | [removed: 813.4] [added: 1,024.7] | | | | | | [removed: 451.8] [added: 813.4] | | | | | | [removed: 422.4] [added: 451.8] | | |

| PEO revenues (A) | | | | | | [removed: 5,976.8] [added: 6,224.3] | | | | | | [removed: 5,541.5] [added: 5,976.8] | | | | | | [removed: 4,814.4] [added: 5,541.5] | | |

| TOTAL REVENUES | | | | | | [removed: 18,012.2] [added: 19,202.6] | | | | | | [removed: 16,498.3] [added: 18,012.2] | | | | | | [removed: 15,005.4] [added: 16,498.3] | | |

| Operating expenses | | | | | | [removed: 8,657.4] [added: 9,050.1] | | | | | | [removed: 8,252.6] [added: 8,657.4] | | | | | | [removed: 7,520.7] [added: 8,252.6] | | |

| [removed: Systems development] [added: Research] and [removed: programming costs] [added: development] | | | | | | [removed: 844.8] [added: 955.7] | | | | | | [removed: 798.6] [added: 844.8] | | | | | | [removed: 716.6] [added: 798.6] | | |

| Depreciation and amortization | | | | | | [removed: 451.2] [added: 470.9] | | | | | | [removed: 410.7] [added: 451.2] | | | | | | [removed: 403.0] [added: 410.7] | | |

| TOTAL COSTS OF REVENUES | | | | | | [removed: 9,953.4] [added: 10,476.7] | | | | | | [removed: 9,461.9] [added: 9,953.4] | | | | | | [removed: 8,640.3] [added: 9,461.9] | | |

| Selling, general, and administrative expenses | | | | | | [removed: 3,551.4] [added: 3,778.9] | | | | | | [removed: 3,233.2] [added: 3,551.4] | | | | | | [removed: 3,040.5] [added: 3,233.2] | | |

| Interest expense | | | | | | [removed: 253.3] [added: 361.4] | | | | | | [removed: 81.9] [added: 253.3] | | | | | | [removed: 59.7] [added: 81.9] | | |

| TOTAL EXPENSES | | | | | | [removed: 13,758.1] [added: 14,617.0] | | | | | | [removed: 12,777.0] [added: 13,758.1] | | | | | | [removed: 11,740.5] [added: 12,777.0] | | |

| Other (income)/expense, net | | | | | | [removed: (183.5)] [added: (286.7)] | | | | | | [removed: (82.8)] [added: (183.5)] | | | | | | [removed: (96.3)] [added: (82.8)] | | |

| EARNINGS BEFORE INCOME TAXES | | | | | | [removed: 4,437.6] [added: 4,872.3] | | | | | | [removed: 3,804.1] [added: 4,437.6] | | | | | | [removed: 3,361.2] [added: 3,804.1] | | |

| Provision for income taxes | | | | | | [removed: 1,025.6] [added: 1,120.3] | | | | | | [removed: 855.2] [added: 1,025.6] | | | | | | [removed: 762.7] [added: 855.2] | | |

| NET EARNINGS | | | | | | $ | [removed: 3,412.0] [added: 3,752.0] | | | | | $ | [removed: 2,948.9] [added: 3,412.0] | | | | | $ | [removed: 2,598.5] [added: 2,948.9] | |

| BASIC EARNINGS PER SHARE | | | | | | $ | [removed: 8.25] [added: 9.14] | | | | | $ | [removed: 7.04] [added: 8.25] | | | | | $ | [removed: 6.10] [added: 7.04] | |

| DILUTED EARNINGS PER SHARE | | | | | | $ | [removed: 8.21] [added: 9.10] | | | | | $ | [removed: 7.00] [added: 8.21] | | | | | $ | [removed: 6.07] [added: 7.00] | |

| Basic weighted average shares outstanding | | | | | | [removed: 413.7] [added: 410.6] | | | | | | [removed: 418.8] [added: 413.7] | | | | | | [removed: 426.3] [added: 418.8] | | |

| Diluted weighted average shares outstanding | | | | | | [removed: 415.7] [added: 412.2] | | | | | | [removed: 421.1] [added: 415.7] | | | | | | [removed: 428.1] [added: 421.1] | | |

(A) For the years ended June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”),] [added: 2024”),] June 30, [removed: 2022] [added: 2023] (“fiscal [removed: 2022”),] [added: 2023”),] and June 30, [removed: 2021] [added: 2022] (“fiscal [removed: 2021”),] [added: 2022”),] Professional Employer Organization (“PEO”) revenues are net of direct pass-through costs, primarily consisting of payroll wages and payroll taxes, of [removed: $66,731.7] [added: $69,874.1] million, [removed: $62,619.2] [added: $66,731.7] million, and [removed: $51,362.3] [added: $62,619.2] million, respectively.

| Years ended June 30, | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Net earnings | | | | | | $ | [removed: 3,412.0] [added: 3,752.0] | | | | | $ | [removed: 2,948.9] [added: 3,412.0] | | | | | $ | [removed: 2,598.5] [added: 2,948.9] | |

| Currency translation adjustments | | | | | | [removed: 13.4] [added: (38.0)] | | | | | | [removed: (127.4)] [added: 13.4] | | | | | | [removed: 95.4] [added: (127.4)] | | |

| Unrealized net [removed: (losses)/gains] [added: gains/(losses)] on available-for-sale securities | | | | | | [removed: (500.3)] [added: 685.2] | | | | | | [removed: (2,228.0)] [added: (500.3)] | | | | | | [removed: (363.3)] [added: (2,228.0)] | | |

| Tax effect | | | | | | [removed: 113.3] [added: (162.2)] | | | | | | [removed: 503.7] [added: 113.3] | | | | | | [removed: 82.6] [added: 503.7] | | |

| Reclassification of net [removed: losses/(gains)] [added: losses] on available-for-sale securities to net earnings | | | | | | [removed: 14.7] [added: 5.9] | | | | | | [removed: 4.4] [added: 14.7] | | | | | | [removed: (11.3)] [added: 4.4] | | |

| Tax effect | | | | | | [removed: (3.3)] [added: (1.3)] | | | | | | [removed: (1.0)] [added: (3.3)] | | | | | | [removed: 2.5] [added: (1.0)] | | |

| [removed: Unrealized (losses)/gains] [added: Amortization of unrealized losses] on cash flow hedging activities | | | | | | [removed: —] [added: 4.4] | | | | | | [removed: —] [added: 4.4] | | | | | | [removed: (3.3)] [added: 4.4] | | |

| Tax effect | | | | | | [removed: —] [added: (1.1)] | | | | | | [removed: —] [added: (1.1)] | | | | | | [removed: 0.8] [added: (1.1)] | | |

| Tax effect | | | | | | (1.1) | | | | | | [removed: (1.1)] [added: (13.3)] | | | | | | [removed: (0.9)] [added: 57.3] | | |

| Pension net [removed: (losses)/gains] [added: gains/(losses)] arising during the year | | | | | | [removed: 60.3] [added: 5.6] | | | | | | [removed: (229.8)] [added: 60.3] | | | | | | [removed: 281.5] [added: (229.8)] | | |

| Reclassification of pension liability adjustment to net earnings | | | | | | [removed: (0.4)] [added: 0.1] | | | | | | [removed: 18.1] [added: (0.4)] | | | | | | [removed: 9.3] [added: 18.1] | | |

August 7, 2024

| Balance at June 30, 2024 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 2,406.9 | | | | | $ | 23,622.2 | | | | | $ | (19,737.1) | | | | | $ | (1,808.3) | |

| Bad debt expense | | | | | | 54.6 | | | | | | 44.0 | | | | | | 2.8 | | |

| Other | | | | | | (1.7) | | | | | | 27.4 | | | | | | 29.9 | | |

| Increase in deferred contract costs | | | | | | (1,271.2) | | | | | | (1,189.2) | | | | | | (1,101.1) | | |

| Increase in other assets | | | | | | (157.2) | | | | | | (168.2) | | | | | | (157.3) | | |

| Other | | | | | | (24.5) | | | | | | — | | | | | | — | | |

| Net cash received from the Internal Revenue Service | | | | | | 602.7 | | | | | | — | | | | | | — | | |

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

We also updated the description of "Systems development and programming costs" to "Research and development" within the Statement of Consolidated Earnings, this change did not result in changes to current or previously reported amounts.

method.

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Weighted average shares (in millions) | | | | | | 410.6 | | | | | | 0.7 | | | | | | 0.9 | | | | | | 412.2 | | |

| EPS | | | | | | $ | 9.14 | | | | | | | | | | | | | | | | | $ | 9.10 | |

There were no stock options excluded from the calculation of diluted earnings per share due to anti-dilution.

| Standard | | | Description | | | Effective Date | | | Effect on Financial Statements or Other Significant Matters | | |

| ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures | | | This update enhances the transparency and decision usefulness of income tax disclosures to better assess how an entity’s operations and related tax risks, tax planning and operational opportunities affect its tax rate and prospects for future cash flows. | | | June 30, 2026 (Fiscal 2026) | | | The Company is assessing this guidance. The adoption will modify disclosures but will not have an impact on the Company's consolidated results of operations, financial condition, and cash flows. | | |

| ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures | | | This update improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and certain quantitative disclosures. | | | June 30, 2025 (Fiscal 2025) | | | The Company is assessing this guidance. The adoption will modify disclosures but will not have an impact on the Company's consolidated results of operations, financial condition, and cash flows. | | |

| HCM | | | $ | 8,164.2 | | | | | $ | — | | | | | $ | (8.5) | | | | | $ | 8,155.7 | |

| Global | | | 2,502.1 | | | | | | — | | | | | | — | | | | | | 2,502.1 | | |

| Total Segment Revenues | | | $ | 12,980.8 | | | | | $ | 6,233.6 | | | | | $ | (11.8) | | | | | $ | 19,202.6 | |

In fiscal 2024, the Company recognized a gain of $17.1 million, in relation to the sale of buildings and land.

| | | | June 30, 2024 | | | | | | | | | | | | | | | | | | | | |

| Corporate bonds | | | 16,833.3 | | | | | | 11.5 | | | | | | (944.8) | | | | | | 15,900.0 | | |

| U.S. Treasury securities | | | 7,701.2 | | | | | | 9.0 | | | | | | (164.5) | | | | | | 7,545.7 | | |

| Canadian government obligations and Canadian government agency obligations | | | 2,130.7 | | | | | | 1.7 | | | | | | (86.6) | | | | | | 2,045.8 | | |

| U.S. government agency securities | | | 1,645.0 | | | | | | 0.5 | | | | | | (140.6) | | | | | | 1,504.9 | | |

| Asset-backed securities | | | 1,394.9 | | | | | | 3.9 | | | | | | (43.0) | | | | | | 1,355.8 | | |

| Canadian provincial bonds | | | 1,116.3 | | | | | | 2.3 | | | | | | (56.2) | | | | | | 1,062.4 | | |

| Commercial mortgage-backed securities | | | 535.9 | | | | | | — | | | | | | (35.1) | | | | | | 500.8 | | |

| Other securities | | | 1,366.0 | | | | | | 2.0 | | | | | | (75.9) | | | | | | 1,292.1 | | |

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| | | | June 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Corporate bonds | | | $ | (25.8) | | | | | $ | 2,173.6 | | | | | $ | (919.0) | | | | | $ | 12,413.4 | | | | | $ | (944.8) | | | | | $ | 14,587.0 | |

| U.S. Treasury securities | | | (23.1) | | | | | | 2,186.2 | | | | | | (141.4) | | | | | | 4,076.9 | | | | | | (164.5) | | | | | | 6,263.1 | | |

| Canadian government obligations and Canadian government agency obligations | | | (0.9) | | | | | | 304.6 | | | | | | (85.7) | | | | | | 1,591.6 | | | | | | (86.6) | | | | | | 1,896.2 | | |

| U.S. government agency securities | | | (0.7) | | | | | | 51.5 | | | | | | (139.9) | | | | | | 1,428.2 | | | | | | (140.6) | | | | | | 1,479.7 | | |

August 3, 2023

| Amortization of unrealized losses on cash flow hedging activities | | | | | | 4.4 | | | | | | 4.4 | | | | | | 3.8 | | |

| Tax effect | | | | | | (13.3) | | | | | | 57.3 | | | | | | (69.0) | | |

| Balance at June 30, 2020 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 1,333.8 | | | | | $ | 18,436.3 | | | | | $ | (14,067.0) | | | | | $ | (14.8) | |

| Other | | | | | | 71.4 | | | | | | 32.7 | | | | | | 45.3 | | |

| Increase in other assets | | | | | | (1,357.4) | | | | | | (1,258.4) | | | | | | (1,029.4) | | |

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

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

improvements.

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

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

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

None.

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

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

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

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

| HCM | | | $ | 6,660.7 | | | | | $ | — | | | | | $ | (5.5) | | | | | $ | 6,655.2 | |

| Global | | | 2,144.9 | | | | | | — | | | | | | — | | | | | | 2,144.9 | | |

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

In fiscal 2021, the Company recorded impairment charges of $19.9 million which is comprised of a write down 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.

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

| Corporate bonds | | | 16,183.1 | | | | | | 3.9 | | | | | | (1,083.0) | | | | | | 15,104.0 | | |

| U.S. Treasury securities | | | 5,003.6 | | | | | | 2.2 | | | | | | (171.1) | | | | | | 4,834.7 | | |

| Asset-backed securities | | | 1,995.7 | | | | | | 0.5 | | | | | | (58.8) | | | | | | 1,937.4 | | |

| Canadian government obligations and Canadian government agency obligations | | | 2,022.9 | | | | | | 0.1 | | | | | | (123.5) | | | | | | 1,899.5 | | |

| U.S. government agency securities | | | 1,728.2 | | | | | | 0.1 | | | | | | (138.2) | | | | | | 1,590.1 | | |

| Canadian provincial bonds | | | 994.3 | | | | | | 0.4 | | | | | | (62.7) | | | | | | 932.0 | | |

| Commercial mortgage-backed securities | | | 858.7 | | | | | | 0.3 | | | | | | (29.9) | | | | | | 829.1 | | |

| Other securities | | | 1,326.5 | | | | | | 2.2 | | | | | | (63.9) | | | | | | 1,264.8 | | |

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

| Corporate bonds | | | $ | (824.0) | | | | | $ | 11,525.4 | | | | | $ | (259.0) | | | | | $ | 2,356.7 | | | | | $ | (1,083.0) | | | | | $ | 13,882.1 | |

| U.S. Treasury securities | | | (126.4) | | | | | | 2,919.6 | | | | | | (44.7) | | | | | | 464.6 | | | | | | (171.1) | | | | | | 3,384.2 | | |

| Asset-backed securities | | | (52.6) | | | | | | 1,444.9 | | | | | | (6.2) | | | | | | 59.9 | | | | | | (58.8) | | | | | | 1,504.8 | | |

| Canadian government obligations and Canadian government agency obligations | | | (110.0) | | | | | | 1,782.6 | | | | | | (13.5) | | | | | | 113.3 | | | | | | (123.5) | | | | | | 1,895.9 | | |

| U.S. government agency securities | | | (75.3) | | | | | | 859.3 | | | | | | (62.9) | | | | | | 695.6 | | | | | | (138.2) | | | | | | 1,554.9 | | |

| Canadian provincial bonds | | | (45.4) | | | | | | 726.9 | | | | | | (17.3) | | | | | | 133.2 | | | | | | (62.7) | | | | | | 860.1 | | |

| Commercial mortgage-backed securities | | | (29.5) | | | | | | 802.8 | | | | | | (0.4) | | | | | | 4.3 | | | | | | (29.9) | | | | | | 807.1 | | |

| Other securities | | | (42.6) | | | | | | 737.3 | | | | | | (21.3) | | | | | | 178.2 | | | | | | (63.9) | | | | | | 915.5 | | |

| | | | $ | (1,305.8) | | | | | $ | 20,798.8 | | | | | $ | (425.3) | | | | | $ | 4,005.8 | | | | | $ | (1,731.1) | | | | | $ | 24,804.6 | |

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: 2023] [added: 2024] 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: 2023] [added: 2024] 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: 2023.][added: 2024.]

There were no changes in ADP's internal control over financial reporting that occurred during the quarter ended June 30, [removed: 2023] [added: 2024] 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: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] of the Company and our report dated August [removed: 3, 2023,] [added: 7, 2024,] expressed an unqualified opinion on those financial statements.

August 7, 2024

August 7, 2024

August 3, 2023

August 3, 2023

[removed: During] [added: For] the fiscal quarter ended June 30, [removed: 2023,] [added: 2024,] 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.

| [removed: Brock Albinson] [added: Jonathan Lehberger] | | | | | | [removed: 48] [added: 51] | | | | | | *Corporate Controller and Principal Accounting Officer* | | | | | | [removed: 2007] [added: 2004] | | |

| John Ayala | | | | | | [removed: 56] [added: 57] | | | | | | *Chief Operating Officer* | | | | | | 2002 | | |

| Maria Black | | | | | | [removed: 49] [added: 50] | | | | | | *President and Chief Executive Officer* | | | | | | 1996 | | |

| Paul Boland | | | | | | [removed: 59] [added: 60] | | | | | | *Chief Human Resources Officer* | | | | | | 2017 | | |

| Michael A. Bonarti | | | | | | [removed: 57] [added: 58] | | | | | | *Chief Administrative Officer* | | | | | | 1997 | | |

| Chris D'Ambrosio | | | | | | [removed: 42] [added: 43] | | | | | | *Chief Strategy Officer* | | | | | | 2014 | | |

| Joe DeSilva | | | | | | [removed: 48] [added: 49] | | | | | | *President, Global Sales* | | | | | | 2003 | | |

| Sreeni Kutam | | | | | | [removed: 53] [added: 54] | | | | | | *President, Global Product and Innovation* | | | | | | 2014 | | |

| David Kwon | | | | | | [removed: 53] [added: 54] | | | | | | *Chief Legal Officer/General Counsel* | | | | | | 2011 | | |

| Don McGuire | | | | | | [removed: 63] [added: 64] | | | | | | *Chief Financial Officer* | | | | | | 1998 | | |

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 [added: 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 President, Global Sales in January 2022, he served as President, Small Business Services, Retirement Services and Insurance Services from February 2020 to December 2021, as Senior Vice President, Services & Operations, Small Business Services from May 2017 to February 2020, as Senior Vice [removed: President/General Manager, Retirement Services from June 2015 to May 2017, and as Senior Vice President, Sales, Retirement Services from May 2013 to June 2015.]

See “Election of Directors” in the Proxy Statement for the Company’s [removed: 2023] [added: 2024] 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: 2023] [added: 2024] Annual Meeting of Stockholders, which information is incorporated herein by reference.

President/General Manager, Retirement Services from June 2015 to May 2017, and as Senior Vice President, Sales, Retirement Services from May 2013 to June 2015.

Jonathan Lehberger joined ADP in 2004.

Prior to his appointment as Corporate Controller in July 2024, he served as Senior Vice President, Financial Strategy and Planning from April 2022 to June 2024, Chief Financial Officer for Small Business Services from May 2021 to March 2022, and Chief Financial Officer, Major Account Services and ADP Canada from January 2017 to April 2021.

| Carlos A. Rodriguez | | | | | | 58 | | | | | | *Executive Chair* | | | | | | 1999 | | |

Brock Albinson joined ADP in 2007.

Prior to his appointment as Corporate Controller and Principal Accounting Officer in March 2015, he served as Assistant Corporate Controller from December 2011 to February 2015, as Vice President, Corporate Finance from January 2011 to December 2011, and as Vice President, Financial Policy from March 2007 to January 2011.

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

Carlos A.

Rodriguez joined ADP in 1999.

Prior to his appointment as Executive Chair in January 2023, he served as President and Chief Executive 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 “Corporate Governance,” “Compensation Discussion and Analysis,” “Compensation and Management Development Committee Report,” “Compensation of Executive 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: 2023] [added: 2024] 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: 2023] [added: 2024] 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: 2023] [added: 2024] 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: 2023] [added: 2024] Annual Meeting of Stockholders, which information is incorporated herein by reference.

Statements of Consolidated Earnings - years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Statements of Consolidated Comprehensive Income - years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Consolidated Balance Sheets - June 30, [removed: 2023] [added: 2024] and [removed: 2022][added: 2023]

Statements of Consolidated Stockholders' Equity - years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

Statements of Consolidated Cash Flows - years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]

| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [removed: [88](#i76a745355df7427fbd44427d6c8eee65_211)] [added: [89](#iabc1b0ea0917488d905da89fddc12841_211)] | | |

| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit32q4fy23.htm)] [added: [3.2](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit32q4fy23.htm)] | | | Amended and Restated By-laws of the Company, dated August 3, 2023 | | |

| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit41q4fy23.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit41q4fy24.htm)] | | | Description of Common Stock | | |

| [removed: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1001.htm)] [added: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014224001814/eh240501584_ex1001.htm)] | | | 364-Day Credit Agreement, dated as of June [removed: 30, 2023,] [added: 28, 2024,] 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 June [removed: 30, 2023] [added: 28, 2024] | | |

| [removed: [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1003.htm)] [added: [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095014224001814/eh240501584_ex1002.htm)] | | | [removed: Amendment Agreement, dated as of June 30, 2023, relating to the] Five-Year Credit Agreement, dated as of June [removed: 9, 2021,] [added: 28, 2024,] among Automatic Data Processing, Inc., the Lenders [removed: party] [added: Party] thereto, [removed: and] JPMorgan Chase Bank, N.A., as Administrative [removed: Agent] [added: 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 and filed on June 28, 2024] | | |

| [removed: [10.5](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm)] [added: [10.4](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit108.htm)] | | | Amended and Restated Supplemental Officers Retirement Plan - incorporated by reference to Exhibit 10.8 to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | | |

| [removed: [10.6](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit101q1fy21.htm)] [added: [10.5](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: [10.7](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] [added: [10.6](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers, as amended - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | | |

| [removed: [10.8](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit108q4fy23.htm)] [added: [10.7](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit108q4fy23.htm)] | | | Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase Plan, effective as of November 9, 2022 (Management Compensatory Plan) | | |

| [removed: [10.9](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit101q3fy15.htm)] [added: [10.8](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit101q3fy15.htm)] | | | Automatic Data Processing, Inc. Executive Retirement Plan - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [removed: [10.10](https://www.sec.gov/Archives/edgar/data/8670/000000867020000038/exhibit102q1fy21.htm)] [added: [10.9](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: [10.11](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit103q3fy15.htm)] [added: [10.10](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit103q3fy15.htm)] | | | Automatic Data Processing, Inc. Corporate Officer Severance Plan - incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1004.htm)] [added: [10.11](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1004.htm)] | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers (as amended) (Management Compensatory Plan) - incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | | |

| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/8670/000000867018000007/exhibit101.htm)] [added: [10.12](http://www.sec.gov/Archives/edgar/data/8670/000000867018000007/exhibit101.htm)] | | | Automatic Data Processing, Inc. Amended and Restated 2008 Omnibus Award Plan (as amended and restated as of April 11, 2018, the "2008 Omnibus Award 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, 2018 (Management Compensatory Plan) | | |

| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/8670/000000867012000004/exhibit10_2.htm)] [added: [10.13](http://www.sec.gov/Archives/edgar/data/8670/000000867012000004/exhibit10_2.htm)] | | | French Sub Plan under the 2008 Omnibus Award Plan effective as of January 26, 2012 - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2012 (Management Compensatory Plan) | | |

| [removed: [10.15](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1022q4fy16.htm)] [added: [10.14](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1022q4fy16.htm)] | | | Amended French Sub Plan under the 2008 Omnibus Award Plan effective as of April 6, 2016 (Management Compensatory Plan) - incorporated by reference to Exhibit 10.22 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2016 (Management Compensatory Plan) | | |

| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000120677412003634/exhibit10-33.htm)] [added: [10.15](http://www.sec.gov/Archives/edgar/data/8670/000120677412003634/exhibit10-33.htm)] | | | Form of Deferred Stock Unit Award Agreement under the 2008 Omnibus Award Plan - incorporated by reference to Exhibit 10.33 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2012 (Management Compensatory Plan) | | |

| [removed: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit1029.htm)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1034q4fy16.htm)] | | | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan (Form for [removed: Employees)] [added: Corporate Officers)] - incorporated by reference to Exhibit [removed: 10.29] [added: 10.34] to the [removed: Company’s] [added: Company's] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2014] [added: 2016] (Management Compensatory Plan) | | |

| [removed: [10.18](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit106q3fy15.htm)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit106q3fy15.htm)] | | | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan (Form for Corporate Officers) - incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | | |

| [removed: [10.19](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1034q4fy16.htm)] [added: [10.18](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] | | | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan [removed: (Form] for [removed: Corporate Officers)] [added: grants beginning September 1, 2017 (Management Compensatory Plan)] - incorporated by reference to Exhibit 10.34 to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2016] [added: 2017] (Management Compensatory Plan) | | |

| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] [added: [10.24](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] | | | Form of Stock Option Grant Agreement under the [removed: 2008] [added: 2018] Omnibus Award Plan for grants beginning September 1, [removed: 2017 (Management Compensatory Plan)] [added: 2021] - incorporated by reference to Exhibit [removed: 10.34] [added: 10.31] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2017] [added: 2021] (Management Compensatory Plan) | | |

| [removed: [10.21](http://www.sec.gov/Archives/edgar/data/8670/000120677418002805/adp3453541-def14a.htm)] [added: [10.21](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1001.htm)] | | | [removed: Automatic Data Processing, Inc.] [added: Form of Stock Option Grant Agreement under the] 2018 Omnibus Award Plan [removed: (the "2018 Omnibus Award Plan")] [added: (Management Compensatory Plan)] - incorporated by reference to [removed: Appendix B] [added: Exhibit 10.1] to the [removed: Company’s Definitive Proxy Statement] [added: Company's Current Report] on Form [removed: Schedule 14A] [added: 8-K] dated [removed: September 20,] [added: November 6,] 2018 [added: and filed on November 13, 2018] (Management Compensatory Plan) | | |

| [removed: [10.22](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] [added: [10.20](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] | | | French Sub Plan under the 2018 Omnibus Award Plan (Adopted January 15, 2019) (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 December 31, 2018 (Management Compensatory Plan) | | |

| [removed: [10.23](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1001.htm)] [added: [10.23](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1003.htm)] | | | Form of [added: Performance] Stock [removed: Option Grant] [added: Unit Award] Agreement under the 2018 Omnibus Award Plan (Management Compensatory Plan) - incorporated by reference to Exhibit [removed: 10.1] [added: 10.3] to the Company's Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | | |

| [removed: [10.24](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1002.htm)] [added: [10.22](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1002.htm)] | | | Form of Restricted Stock and Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan (Management Compensatory Plan) - incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | | |

| [removed: [10.25](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1003.htm)] [added: [10.25](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1032q4fy21.htm)] | | | Form of [removed: Performance] [added: Restricted] Stock [added: and Restricted Stock] Unit Award Agreement under the 2018 Omnibus Award Plan [removed: (Management Compensatory Plan)] [added: for grants beginning September 1, 2021] - incorporated by reference to Exhibit [removed: 10.3] [added: 10.32] to the Company's [removed: Current] [added: Annual] Report on Form [removed: 8-K dated November 6, 2018 and filed on November 13, 2018] [added: 10-K for the fiscal year ended June 30, 2021] (Management Compensatory Plan) | | |

| [removed: [10.26](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] [added: [10.26](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1033q4fy21.htm)] | | | Form of [added: Performance] Stock [removed: Option Grant] [added: Unit Award] Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 2021 - incorporated by reference to Exhibit [removed: 10.31] [added: 10.33] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2021 (Management Compensatory Plan) | | |

| [removed: [10.27](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1032q4fy21.htm)] [added: [10.27](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] | | | Form of Restricted Stock [removed: and Restricted Stock] Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2021] [added: 2022] - incorporated by reference to Exhibit [removed: 10.32] [added: 10.29] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2021] [added: 2022] (Management Compensatory Plan) | | |

| [removed: [10.28](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1033q4fy21.htm)] [added: [10.28](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2021] [added: 2022] - incorporated by reference to Exhibit [removed: 10.33] [added: 10.30] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2021] [added: 2022] (Management Compensatory Plan) | | |

| [removed: [10.29](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] [added: [10.29](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1031q4fy23.htm)] | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2022] [added: 2023] - incorporated by reference to Exhibit [removed: 10.29] [added: 10.31] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2022] [added: 2023] (Management Compensatory Plan) | | |

| [removed: [10.30](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] [added: [10.3](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1032q4fy23.htm)[0](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1032q4fy23.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2022] [added: 2023] - incorporated by reference to Exhibit [removed: 10.30] [added: 10.32] to the Company's Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2022] [added: 2023] (Management Compensatory Plan) | | |

| [removed: [10.31](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit1031q4fy23.htm)] [added: [10.31](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit102q2fy24.htm)] | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan [added: (three-year vesting schedule) - incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q] for [removed: grants beginning September 1,] [added: the fiscal quarter ended December 31,] 2023 (Management Compensatory Plan) | | |

| [removed: [10.32](https://www.sec.gov/Archives/edgar/data/8670/000000867023000030/exhibit1032q4fy23.htm)] [added: [10.33](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit104q2fy24.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan [added: - incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q] for [removed: grants beginning September 1,] [added: the fiscal quarter ended December 31,] 2023 (Management Compensatory Plan) | | |

| [removed: [10.33](https://www.sec.gov/Archives/edgar/data/8670/000000867022000046/exhibit101q1fy23.htm)] [added: [10.34](https://www.sec.gov/Archives/edgar/data/0000008670/000000867022000046/exhibit101q1fy23.htm)] | | | 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 September 30, 2022 | | |

| [10.19](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit101q2fy24.htm) | | | Automatic Data Processing, Inc. 2018 Omnibus Award Plan, as amended and restated as of December 1, 2023 (the "2018 Omnibus Award Plan") - incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | | |

| [10.32](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit103q2fy24.htm) | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan (non-three-year vesting schedule) - incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | | |

| [97.1](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit971q4fy24.htm) | | | Automatic Data Processing, Inc. Clawback Policy | | |

| 104 | | | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | | |

| Current | | | | | | $ | 53,080 | | | | | $ | 34,642 | | | | | $ | 39 | | | | | $ | (35,538) | | (B) | | | | | | $ | 52,223 | |

| Long-term | | | | | | $ | 113 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | (B) | | | | | | $ | 113 | |

| Deferred tax valuation allowance | | | | | | $ | 18,600 | | | | | $ | 228 | | | | | $ | 1,216 | | | | | $ | (8,925) | | | | | | | | $ | 11,119 | |

| /s/ Jonathan Lehberger | | | | | | Corporate Controller | | | | | | August 7, 2024 | | |

| [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 | | |

| Current | | | | | | $ | 92,472 | | | | | $ | 14,661 | | | | | $ | 2,185 | | | | | $ | (29,750) | | (B) | | | | | | $ | 79,568 | |

| Long-term | | | | | | $ | 549 | | | | | $ | — | | | | | $ | (300) | | | | | $ | — | | (B) | | | | | | $ | 249 | |

| Deferred tax valuation allowance | | | | | | $ | 11,992 | | | | | $ | 3,250 | | | | | $ | 226 | | | | | $ | (2,091) | | | | | | | | $ | 13,377 | |

| /s/ Brock Albinson | | | | | | Corporate Controller | | | | | | August 3, 2023 | | |