Automatic Data Processing (ADP) 10-K risk factor changes: FY2025 vs FY2024
The 2025-06-30 10-K against the 2024-06-30 one, compared heading by heading and sentence by sentence.
Item 1A41 rewritten23 added20 removed128 unchanged
All filing items961 rewritten366 added259 removed1,749 unchanged
Summary
counted, not written
- Item 1A lists 14 risk factor headings: 0 new, 1 reworded and 13 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 366 added, 259 removed, 961 rewritten and 1,749 unchanged across 16 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2024.
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (1)
- Our industry is subject to rapid technological change, including as a result of AI, and if we fail to upgrade, enhance and expand our technology and services to meet client needs and preferences, the demand for our solutions and services may materially diminish
[removed: operations, financial condition, results of operations and competitive position]
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
41 rewritten, 23 added, 20 removed, 128 unchanged
Failure to comply with laws and regulations applicable to our operations or client solutions and services could cause us to incur substantial costs or could result in the suspension or revocation of licenses or registrations, the limitation, suspension or termination of services, the imposition of consent orders or civil and criminal penalties, including fines, and lawsuits, including class actions, that could damage our reputation and have a materially adverse effect on our results of [removed: operation] [added: operations] or financial condition.
Because our PEO is a co-employer with our PEO clients and a Certified PEO by the Internal Revenue Service, we may be subject to certain obligations, responsibilities and liabilities of an employer with respect to Worksite Employees [removed: (WSE),] [added: (“WSE”),] including with respect to their wages and the payment thereof, [added: tax credits for employers,] the payment of certain taxes with respect to WSE wages and employee benefits provided to the WSEs.
Such scrutiny has resulted in aggressive investigations and enforcement of such laws and [removed: burdensome] regulations, any of which could materially adversely impact our business.
We operate our business around the world, including in numerous developing economies where companies and government officials are more likely to engage in business practices that are [added: prohibited by domestic and foreign laws and regulations, including the United States Foreign Corrupt Practices Act and the U.K. Bribery Act 2010.]
We have registered our [removed: payroll] [added: prepaid] card business as a provider of prepaid access, and registered ADP Trust Bank and ADP Retirement Trust Services with the Treasury Department’s Financial Crimes Enforcement [removed: Network (FinCEN).][added: Network.]
ADP Canada Co. is a registered entity with [removed: the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC)] [added: FINTRAC] as a Money Service [removed: Business (MSB).][added: Business.]
However, there can be no assurance that our employees, consultants or agents will not take actions in violation of our policies for which we may be ultimately responsible, or that our policies and [removed: procedures will be adequate or will be determined to be adequate by regulators.]
[added: These regulatory restrictions on banks and changes to banks’ internal risk-based policies and procedures may result in a decrease in] the number of banks that may do business with us, may require us to materially change the manner in which we conduct some aspects of our business, may decrease our revenues and earnings and could have a materially adverse effect on our results of operations or financial condition.
[removed: As part of our overall data protection compliance program in connection with the GDPR, we implemented Binding] Corporate Rules (“BCRs”) as both a data processor and data controller, which permits us to process and transfer personal data across borders in compliance with EU data protection laws.
We believe that providing insights and content from data, including via [removed: artificial intelligence (AI)] [added: AI] and [removed: machine learning (ML),] [added: ML,] will become increasingly important to the value that our solutions and services deliver to our clients.
However, legislation that governs the development and/or use of AI has been adopted or is under consideration in the U.S. at the state and local level, as well as [removed: abroad.][added: abroad, most notably the European Union’s Artificial Intelligence Act.]
In addition, self-regulatory frameworks like the National Institute of Standards and Technology AI Risk [added: Management Framework are being promulgated and adherence to these may become an industry standard or a client expectation.]
Our use of generative AI in our products and operations also introduces additional risks, including risks related to accuracy, bias, [added: transparency,] security, and privacy.
In addition, data security events, concerns about privacy abuses by other companies and increased awareness of the potential (positive and negative) of AI are changing [added: client,] consumer and social expectations for enhanced protections (including with respect to bias and potential discrimination).
[removed: As a] result, noncompliance, the failure to meet such expectations or the perception of noncompliance or such failure, whether or not valid, may damage our reputation.
Our intellectual property (including source code) could be wrongfully acquired as a result of a cyber-attack or other wrongful [added: conduct by third parties or our personnel, or as a result of increased use of generative AI tools by us or our vendors.]
We may also be obligated to indemnify our clients, vendors or partners in [removed: connection with any such claim or litigation.]
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 [removed: vendors] [added: vendors, our partners,] and our employees, contractors and temporary staff, including payroll information, health care information, personal and business financial data, social security [added: numbers and their foreign equivalents, bank account numbers, tax information and other personal and business information.]
Certain of these [removed: malicious] [added: unauthorized] parties may be state-sponsored and/or supported by significant financial and technological resources.
Although this is a global problem, it may affect our businesses more than other businesses because [removed: malevolent] [added: unauthorized] parties (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, secure, retain and dispose of, and the client funds that we collect and transmit.
The techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently, are [removed: increasingly more complex and sophisticated (including due to the use of AI).]
Hardware, software, applications or services that we develop or procure from [added: authorized] third parties, or are required by [removed: third parties such as foreign governments] [added: governmental or law enforcement agencies] to install on our systems, may contain defects in design or manufacture or other problems that could [removed: (or,] [added: (or] in respect of [removed: third-party] [added: third party] software, may be designed to) compromise the confidentiality, integrity or availability of data or our systems.
Unauthorized parties have also attempted to gain (and in certain cases have gained), and will continue to attempt to gain, access to our systems [removed: or] [added: and] facilities, [removed: or] [added: and] those of [added: our authorized] third [removed: parties with whom we do business,] [added: parties,] through fraud, trickery, [removed: or] [added: and] other methods of [removed: deceiving these third parties] [added: deceit, including using stolen identities to obtain employment with us] or our [removed: personnel, including] [added: authorized third parties as well as] phishing and other social engineering techniques whereby attackers use end-user behaviors to distribute computer viruses and malware into our [added: systems, our authorized third parties’] systems or otherwise [added: compromise the confidentiality, integrity or availability of data or our systems.]
[removed: In addition, while] [added: While] our operating environments are designed to safeguard and protect confidential personal and business information, we [removed: may] [added: do] not have the ability to monitor the [added: systems, personnel or physical facilities of, or the] implementation or effectiveness of any safeguards [removed: by] [added: by,] our [removed: clients, vendors] [added: clients] or [removed: partners] [added: our authorized third parties] and, in any event, [removed: third] [added: unauthorized] parties [added: have circumvented in the past, and] may [added: in the future] be able to [removed: circumvent] [added: circumvent,] those security measures.
Information or system access obtained by [removed: malevolent] [added: unauthorized] parties (which could include our personnel) resulting from successful attacks against our [removed: clients, vendors, partners] [added: clients] or [removed: other] [added: our authorized] third parties may, in turn, be used to attack [added: and compromise] our information technology [removed: systems.][added: systems, or result in production downtimes and operational disruptions that could have a material adverse effect on our business, results of operations or financial condition.]
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 [removed: 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, [added: insider threats,] and theft of sensitive information (including our intellectual property).
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 [removed: a malevolent] [added: an unauthorized] party (which could include our [removed: personnel),] [added: personnel) with respect to our businesses] or [added: our authorized third parties’ businesses, or] inadvertent acts or inactions by our [removed: vendors, partners] [added: authorized third parties] or personnel, could result in the loss, disclosure or misuse of confidential personal or business information or 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 [added: or the security systems of our authorized third parties] 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 business, financial condition or results of operations.
[added: 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.
Any failure, disablement or disruption, even for a limited period of time, could disrupt our businesses 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 [added: effect on our business, results of operations or financial condition.]
Our industry is subject to rapid technological change, including as a result of AI, and if we fail to upgrade, enhance and expand our technology and services to [removed: meet client needs and preferences, the demand for our solutions and services may materially diminish][added: meet]
[removed: The extent of any such impact depends on developments which are highly uncertain and cannot be predicted, including the] duration and scope of the event; the governmental and business actions taken in response thereto; actions taken by the Company in response thereto and the related costs; the impact on economic activity and employment levels; the effect on our clients, prospects, suppliers and partners; our ability to sell and provide our solutions and services, including due to travel restrictions, business and facility closures, and employee remote working arrangements; the ability of our clients or prospects to pay for our services and solutions; and how quickly and to what extent normal economic and operating conditions can resume.
Our business is also impacted by employment levels across our clients, as we [added: have varied contracts throughout our business that blend base fees and per-employee fees.]
A reduction in the availability of any such financing during periods of disruption in the financial markets or otherwise may increase our borrowing costs and/or require us to sell [removed: available-for-sale securities in our funds held for clients to satisfy our short-term funding requirements.]
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 [added: client’s obligation becomes due by generally impounding the client’s funds at or before the time of payment of such client’s obligation.]
We are dependent upon various [removed: large banks] [added: financial institutions] to execute electronic [removed: payments] [added: funds transfer] and [removed: wire transfers] [added: paper check payments] as part of our client payroll, tax and other money movement services.
While we have contingency plans in place for [added: isolated] bank [removed: failures,] [added: failures and outages,] a systemic shutdown of the banking industry would impede our ability to process [removed: funds] [added: payments] on behalf of our payroll, tax and other money movement services clients and could have an adverse impact on our financial results and liquidity.
[removed: There has also been an increase in current and proposed ESG] regulations, standards and reporting [removed: requirements,] [added: requirements in this respect continue to evolve, and may be inconsistent across jurisdictions,] which may result in legal and regulatory uncertainty as well as increased compliance costs for our business.
Our failure to achieve progress in these [removed: and other ESG] areas on a timely basis, or at all, our failure to fully comply with these [removed: new ESG] requirements, or our failure to do so in a timely manner, or a negative perception of our [removed: ESG] initiatives could adversely impact our reputation, business, including employee recruitment and retention, financial results, and growth.
In addition, changes in federal, state or local tax laws and regulations allowing for tax credits (including the non-renewal of such laws) could adversely impact our Tax Credit Services business, which helps clients in the United States realize tax credit opportunities in connection with the hiring of new employees and certain other activities.
Changes in laws or regulations could also cause us to modify our client funds investment strategy, which may reduce the interest income earned on such funds.
In addition, our payroll and tax processing services involve the collection and disbursement of a significant amount of funds to a large number of federal, state and local tax authorities.
Our failure to properly or timely remit taxes on behalf of our clients could result in fines, penalties and interest for which we could be responsible, and could materially adversely affect our reputation, results of operations or financial condition.
In November 2024, ADP Canada Co. filed its application for registration with the Bank of Canada as a Payment Services Provider as defined and required under the Retail Payment Activities Act.
procedures will be adequate or will be determined to be adequate by regulators.
As part of our overall data protection compliance program in connection with the GDPR, we implemented Binding
In addition, the Department of Justice implemented a Data Security Program under Executive Order 14117 restricting certain transfers of U.S. persons’ sensitive data to “countries of concern” and we have taken appropriate steps to comply.
As a
connection with any such claim or litigation.
increasingly more complex and sophisticated (including due to the use of AI).
In addition, new computing technologies, including quantum computing, new discoveries in the field of cryptography or other developments could result in a compromise or breach of the algorithms we or our authorized third parties use or have used to encrypt and protect data.
In addition, as we become increasingly interconnected with our authorized third parties, the security risk of our networks and the larger ecosystem in which we operate is heightened.
cybersecurity incidents, which may make us more vulnerable to cybersecurity incidents as well.
From time to time in the
past, these systems, applications or solutions have failed to operate properly or become disabled, and they may do so in the future.
client needs and preferences, the demand for our solutions and services may materially diminish
The extent of any such impact depends on developments which are highly uncertain and cannot be predicted, including the
available-for-sale securities in our funds held for clients to satisfy our short-term funding requirements.
The investment community, clients, regulators, and other stakeholders may have evolving and varied expectations regarding our business, culture, and values.
Negative publicity, regardless of whether claims are accurate, about our brand, our solutions, our data, our culture and values, or our partners, vendors, or employees, could adversely affect our reputation, our business, and our financial results.
We publicly share certain information about our corporate social responsibility initiatives and we may face increased scrutiny related to these initiatives.
Further,
prohibited by domestic and foreign laws and regulations, including the United States Foreign Corrupt Practices Act and the U.K. Bribery Act 2010.
These regulatory restrictions on banks and changes to banks’ internal risk-based policies and procedures may result in a decrease in
Management Framework are being promulgated and adherence to these may become an industry standard or a client expectation.
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.
While ADP maintains insurance coverage that, subject to policy terms and conditions and a significant self-insured
From time to time, these systems, applications or solutions fail to operate properly or become disabled.
effect on our business, results of 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 business,
operations, financial condition, results of operations and competitive position
We have been and will be undertaking certain transformation initiatives, which are designed to streamline our organization, extend our world-class distribution and strengthen our talent and culture, while supporting our revenue growth, margin improvement and productivity.
If we do not successfully manage and execute these initiatives, or if they are inadequate or ineffective, we may fail to meet our financial goals and achieve anticipated benefits, improvements may be delayed, not sustained or not realized and our business, operations and competitive position could be adversely affected.
These initiatives, or our failure to successfully manage them, could result in unintended consequences or unforeseen costs, including distraction of our management and employees, attrition, inability to attract or retain key personnel, and reduced employee productivity, which could adversely affect our business, financial condition, and results of operations.
have varied contracts throughout our business that blend base fees and per-employee fees.
client’s obligation becomes due by generally impounding the client’s funds at or before the time of payment of such client’s obligation.
We publicly share certain information about our environmental, social and governance (“ESG”) initiatives, including our efforts related to greenhouse gas emissions reductions and Inclusion, Diversity, Equity and Belonging efforts.
We may face increased scrutiny related to our ESG initiatives and any related targets, including from the investment community.
In addition, our ability to achieve certain ESG initiatives and targets may depend on the actions or continuing requirements of governmental entities (e.g., our paperless initiatives may depend on whether certain states continue to require employers to offer employees the option to be paid by paper check or to obtain employee consent to be paid electronically instead of by paper check).
Further, developments in the law relative to diversity may influence our talent strategies.
An excerpt. Shown here: 40 of 41 rewritten, all 23 added and all 20 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2025 filing and the FY2024 filing.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
183 rewritten, 38 added, 29 removed, 293 unchanged
The following section discusses our year ended June 30, [removed: 2024] [added: 2025] (“fiscal [removed: 2024”),] [added: 2025”),] as compared to year ended June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”).][added: 2024”).]
A detailed review of our fiscal [removed: 2023] [added: 2024] performance compared to our fiscal [removed: 2022] [added: 2023] performance is set forth in Part II, Item 7 of our Form 10-K for the fiscal year ended June 30, [removed: 2023.][added: 2024.]
Factors that could cause actual results to differ materially from those contemplated by the forward-looking statements or that could contribute to such difference include: ADP's success in obtaining and retaining clients, and selling additional services to clients; the pricing of products and services; the success of our new solutions; our ability to respond successfully to changes in technology, including artificial intelligence; compliance with existing or new legislation or regulations; changes in, or interpretations of, existing legislation or [added: regulations; overall market, political and economic conditions, including interest rate and foreign currency trends and inflation; competitive conditions; our ability to maintain our current credit ratings and the impact on our funding costs and profitability; security or cyber breaches, fraudulent acts, and system interruptions and failures; employment and wage levels; availability of]
[removed: -] Risk 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.
Please refer to the accompanying financial tables in the “Non-GAAP Financial Measures” section for a discussion of why ADP believes these measures are important and for a reconciliation of non-GAAP financial measures to their [added: nearest] comparable GAAP financial measures.
Our [removed: HCM] [added: Human Capital Management ("HCM")] solutions, which include both software and outsourcing services, are designed to help our clients manage their workforce through a dynamic business and regulatory landscape and the changing world of work.
During [removed: the] fiscal [removed: year] [added: 2025,] we [removed: made] [added: continued to make] meaningful progress on our [removed: strategic priorities.][added: Strategic Priorities.]
Highlights from the year ended June 30, [removed: 2024] [added: 2025] include:
- Revenue growth of 7% to [removed: $19,202.6] [added: $20,560.9] million; [removed: 6%] [added: 7% growth on an] organic constant currency
- Earnings before income taxes margin expansion of [removed: 70] [added: 50] bps, and adjusted EBIT margin expansion of [removed: 70] [added: 50] bps
- Diluted and adjusted diluted earnings per share ("EPS") growth of [removed: 11%] [added: 10%] and [removed: 12%,] [added: 9%, respectively,] to [removed: $9.10] [added: $9.98] and [removed: $9.18,] [added: $10.01,] respectively
- Cash returned via shareholder friendly actions of [removed: $3.4B,] [added: $3.7B,] including [removed: $2.2B] [added: $2.4B] of dividends and [removed: $1.2B] [added: $1.3B] of share repurchases
For fiscal [removed: 2024,] [added: 2025,] we delivered [removed: solid] [added: strong] revenue growth of [removed: 7%, 6%] [added: 7% both] on [added: a reported and] organic constant [removed: currency.][added: currency basis.]
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: 2%] [added: 1%] for the year ended June 30, [removed: 2024] [added: 2025] as compared to the year ended June 30, [removed: 2023.][added: 2024.]
PEO average worksite employees increased [removed: 2%] [added: 3%] for the year ended June 30, [removed: 2024,] [added: 2025,] as compared to the year ended June 30, [removed: 2023.][added: 2024.]
Additionally, our [removed: strong] ES new business bookings [removed: performance resulted in growth of 7%] [added: grew 3%] in fiscal [removed: 2024,] [added: 2025,] and ES client revenue retention was [removed: 92% driven by continued improvement in our client satisfaction scores.][added: 92.1%.]
Our financial condition remains solid at June 30, [removed: 2024] [added: 2025] and we remain well positioned to support our associates and our clients.
| Total Revenues | | | $ | [removed: 19,202.6] [added: 20,560.9] | | | | | $ | [removed: 18,012.2] [added: 19,202.6] | |
| YoY Growth | | | 7 | | % | | | | [removed: 9] [added: 7] | | % |
| YoY Growth, Organic Constant Currency | | | [removed: 6] [added: 7] | | % | | | | [removed: 10] [added: 6] | | % |
Revenues [added: increased] in fiscal [removed: 2024 increased] [added: 2025] due to new business started from [removed: New Business Bookings,] [added: new business bookings, strong client retention,] an increase in zero-margin benefits pass-throughs, an increase in [removed: our pays per control, continued strong client retention,] [added: pricing,] an increase in interest on funds held for clients, and [removed: an increase in pricing.][added: the impact from the WorkForce Software acquisition.]
Total revenues [removed: in] [added: for] fiscal [removed: 2024] [added: 2025] include interest on funds held for clients of [removed: $1,024.7] [added: $1,189.1] million, as compared to [removed: $813.4] [added: $1,024.7] million in fiscal [removed: 2023.][added: 2024.]
The increase in interest earned on funds held for clients resulted from an increase in our average interest rate earned to [removed: 2.9%] [added: 3.2%] in fiscal [removed: 2024,] [added: 2025,] as compared to [removed: 2.4%] [added: 2.9%] in fiscal [removed: 2023,] [added: 2024,] coupled with an increase in our average client funds balances of [removed: 3.6%] [added: 6.4%] to [removed: $35.4] [added: $37.6] billion in fiscal [removed: 2024] [added: 2025] as compared to fiscal [removed: 2023.][added: 2024.]
| | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | % Change | | | | | | | | |
| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 9,050.1] [added: 9,622.7] | | | | | $ | [removed: 8,657.4] [added: 9,050.1] | | | | | [removed: 5] [added: 6] | | % | | | | | | |
| Research and development | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 955.7] [added: 988.6] | | | | | | [removed: 844.8] [added: 955.7] | | | | | | [removed: 13] [added: 3] | | % | | | | | | |
| Depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 470.9] [added: 486.0] | | | | | | [removed: 451.2] [added: 470.9] | | | | | | [removed: 4] [added: 3] | | % | | | | | | |
| Total costs of revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 10,476.7] [added: 11,097.3] | | | | | | [removed: 9,953.4] [added: 10,476.7] | | | | | | [removed: 5] [added: 6] | | % | | | | | | |
| Selling, general and administrative expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 3,778.9] [added: 4,051.7] | | | | | | [removed: 3,551.4] [added: 3,778.9] | | | | | | [removed: 6] [added: 7] | | % | | | | | | |
| Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 361.4] [added: 455.9] | | | | | | [removed: 253.3] [added: 361.4] | | | | | | [removed: 43] [added: 26] | | % | | | | | | |
| Total expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 14,617.0] [added: 15,604.9] | | | | | $ | [removed: 13,758.1] [added: 14,617.0] | | | | | [removed: 6] [added: 7] | | % | | | | | | |
Operating expenses increased [added: in fiscal 2025] due to an increase [removed: in our] [added: of $313.1 million of] PEO Services zero-margin benefits pass-through costs to [removed: $3,975.9] [added: $4,289.0] million [added: in fiscal 2025] from [removed: $3,800.9] [added: $3,975.9] million [removed: for the years ended June 30, 2024 and 2023, respectively.][added: in fiscal 2024.]
Research and development expenses increased [removed: for] [added: in] fiscal [removed: 2024] [added: 2025] due to increased [removed: investments and] costs to develop, support, and maintain our new and existing [removed: products,] [added: products] and [removed: increased investments in GenAI, including] the [removed: integration of GenAI in our existing products.][added: WorkForce Software acquisition.]
Depreciation and amortization [removed: expenses] increased [removed: for] [added: in] fiscal [removed: 2024] [added: 2025] due to the [added: WorkForce Software acquisition,] amortization of [removed: new] investments in [removed: purchased software and] internally developed software primarily for our next-gen [removed: products.][added: products, and amortization of purchased software, partially offset by lower amortization of customer contracts and lists.]
Selling, general and administrative expenses increased [removed: for] [added: in] fiscal [removed: 2024] [added: 2025 primarily] due to [removed: increased] [added: increases in] selling [added: and marketing] expenses [added: of $184.4 million] as a result of investments in our sales organization [removed: to support increased bookings,] and [removed: increased severance costs due to company-wide efforts] [added: an increase from acquisition] related [removed: to workforce optimization.][added: costs.]
| Years ended June 30, | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | $ Change | | |
| Interest income on corporate funds | | | | | | $ | [removed: (241.3)] [added: (319.5)] | | | | | $ | [removed: (149.5)] [added: (241.3)] | | | | | $ | [removed: 91.8] [added: 78.2] | |
| [removed: Realized] [added: Net realized] losses on available-for-sale [removed: securities, net] [added: securities] | | | | | | [removed: 5.9] [added: 1.7] | | | | | | [removed: 14.7] [added: 5.9] | | | | | | [removed: 8.8] | | |
| Gain on sale of assets | | | | | | [removed: (17.1)] [added: (5.0)] | | | | | | [removed: —] [added: (17.1)] | | | | | | [removed: 17.1] [added: (12.1)] | | |
| Non-service components of pension income, net | | | | | | [removed: (34.2)] [added: (31.3)] | | | | | | [removed: (50.8)] [added: (34.2)] | | | | | | [removed: (16.6)] [added: (2.9)] | | |
skilled associates; the impact of new acquisitions and divestitures; the impact of any uncertainties related to major natural disasters or catastrophic events; and supply-chain disruptions.
As a global leader in HR and payroll solutions, ADP continuously aims to solve complex business challenges for our clients and their workers.
We launched ADP Lyric HCM, an all-in-one solution designed to address workplace challenges with personalized experiences that meet client needs.
We acquired WorkForce Software, a premier workforce management solutions provider, and began to integrate it into our global HCM ecosystem to better serve large, global enterprises.
We enhanced our distribution network by launching an integrated payroll solution for small businesses.
We augmented our global payroll capabilities by continuing to expand our offerings in markets with exciting growth opportunities like Japan and Saudi Arabia, and by acquiring payroll businesses like PEI (Procesamiento Externo de Informacion, S.C.) in Mexico.
Lastly, we continued deploying AI tools in our products and across our sales, service, and research and development functions to improve the client experience and drive internal productivity gains.
Our strong retention stems in part from our company-wide client satisfaction scores reaching new record highs for the year.
These impressive client satisfaction results were broad-based and are a testament to the product investments we are making to improve the client experience.
Additionally, operating expenses increased by $137.3 million due to higher service and implementation costs in support of our growing revenue and by $67.8 million due to an increase in costs related to workers' compensation coverage and state unemployment taxes for worksite employees.
Interest expense increased in fiscal 2025 primarily due to an increase of $51.1 million related to commercial paper and reverse repurchase borrowings as a result of increases in average daily commercial paper borrowings of $0.6 billion, and average reverse repurchase outstanding balances of $1.1 billion, as compared to fiscal 2024, offset by decreases in average interest rates on commercial paper issuances and reverse repurchases of 50 basis points and 70 basis points, respectively, as compared to fiscal 2024.
Additionally, interest expense increased by $37.9 million related to the issuance of $1.0 billion of senior notes during the first quarter ended September 30, 2024.
In fiscal 2025, the gain on sale of assets of $5.0 million related to sales of buildings.
EBIT Margin increased in fiscal 2025 due to contributions from client funds interest revenues, discussed above, and operating efficiencies for costs of servicing and implementing our clients on growing revenue, partially offset by increased interest expense and acquisition related expenses.
| | | | | | | $ | 20,560.9 | | | | | $ | 19,202.6 | | | | | | | | | | | | | | | | | | | | | | | 7 | | % | | | | | | | | | | 7 | | % | | | | | | |
| | | | | | | $ | 5,310.1 | | | | | $ | 4,872.3 | | | | | | | | | | | | | | | | | | | | | | | 9 | | % | | | | | | | | | | | | | | | | | | |
| | | | 2025 | | | | | | 2024 | | | | | | YoY Growth | | | | | | | | |
Employer Services' earnings before income taxes increased in fiscal 2025 due to increased revenues, including contributions from client funds interest, discussed above, and operating efficiencies for costs of servicing and implementing our clients on growing revenue, partially offset by increased selling and marketing expenses and the impact from the WorkForce Software acquisition.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2025 | | | | | | 2024 | | | | | | $ | | | | | | % | | |
| Gain on sale of assets | | | | | | (2.6) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Gain on sale of assets (e) | | | | | | (0.6) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net earnings | | | | | | $ | 4,079.7 | | | | | $ | 3,752.0 | | | | | | | | | | | 9 | | % | | | | | | | | | | | | | | | | | | | | | | | | |
| Gain on sale of assets | | | | | | (2.6) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Income tax provision on gain on sale of assets (e) | | | | | | 0.6 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Transformation initiatives (b) | | | | | | 0.1 | | | | | | 5.4 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Legal settlements (c) | | | | | | (0.4) | | | | | | (4.0) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Optimization initiatives (d) | | | | | | 19.3 | | | | | | 42.0 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(d) In fiscal 2025, there were $23.9 million of severance charges related to broad-based, company-wide initiatives, including efforts to align resources with respect to our new global HCM products, offset by a $4.6 million partial reversal of the workforce optimization initiative from fiscal 2024.
| | | | | | | | | | | | | | | | 2025 | | | | | | | | | | | |
| Impact of acquisitions | | | | | | | | | | | | | | | (1) | | % | | | | | | | | | |
*Note: Numbers may not foot due to rounding.*
As of June 30, 2025, the Company had $4.8 billion of commercial paper outstanding, which was
repaid in early July 2025.
| Average outstanding balances (in billions) | | | | | | | | | | | | | | | $ | 2.9 | | | | | $ | 1.8 | |
total $31,343.3 million, and were recorded in client funds obligations on our Consolidated Balance Sheets.
| Years ended June 30, | | | | | | 2025 | | | | | | 2024 | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
Goodwill
regulations; overall market, political and economic conditions, including interest rate and foreign currency trends and inflation; competitive conditions; our ability to maintain our current credit ratings and the impact on our funding costs and profitability; security or cyber breaches, fraudulent acts, and system interruptions and failures; employment and wage levels; availability of skilled associates; the impact of new acquisitions and divestitures; the adequacy, effectiveness and success of our business transformation initiatives; the impact of any uncertainties related to major natural disasters or catastrophic events; and supply-chain disruptions.
We are a leading global provider of cloud-based Human Capital Management (“HCM”) technology solutions to employers around the world.
We continuously seek to enhance our leading HCM solutions to further support our clients.
Executing on our Strategic Priorities will be critical to enabling our growth in the years ahead.
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.
We believe these results are largely attributable to improvements made to our platforms and service over multiple years.
| | | | 2024 | | | | | | 2023 | | |
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.
Interest expense increased due to the increase in average interest rates on commercial paper issuances and reverse repurchases to 5.3% and 5.5%, respectively, for the year ended June 30, 2024, as compared to 3.7% and 4.3%, respectively, for the year ended June 30, 2023, also coupled with a higher volume of average commercial paper and reverse repurchase borrowings, as compared to the year ended June 30, 2023.
| Impairment of assets | | | | | | — | | | | | | 2.1 | | | | | | 2.1 | | |
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.
For fiscal 2024, adjusted net earnings and adjusted diluted EPS reflect the changes in components described above.
| | | | | | | $ | 19,202.6 | | | | | $ | 18,012.2 | | | | | | | | | | | | | | | | | | | | | | | 7 | | % | | | | | | | | | | 6 | | % | | | | | | |
| | | | | | | $ | 4,872.3 | | | | | $ | 4,437.6 | | | | | | | | | | | | | | | | | | | | | | | 10 | | % | | | | | | | | | | | | | | | | | | |
The increases in expenses were due to an increase in investments and costs to develop, support, and maintain our new and existing products, increases in selling and marketing expenses, and costs to service our client base in support of our growing revenue.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2024 | | | | | | 2023 | | | | | | $ | | | | | | % | | |
PEO Services’ earnings before income taxes decreased 6% in fiscal 2024 due to less favorable actuarial loss development in workers’ compensation reserves in ADP Indemnity of $70.0 million as compared to prior year, increases in selling expenses, and increases in zero-margin benefits pass-through costs for the year ended June 30, 2024, partially offset by increased revenues discussed above.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(d) The charges relating to workforce optimization represent severance charges.
| Average outstanding balances | | | | | | | | | | | | | | | $ | 1,828.6 | | | | | $ | 1,279.9 | |
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.
Goodwill.
amount of unrecognized tax benefits may increase or decrease for all open tax years and jurisdictions.
An excerpt. Shown here: 40 of 183 rewritten, all 38 added and all 29 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
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The information called for by this item is provided under the caption “Quantitative and Qualitative Disclosures About Market Risk” under “Item 7 - Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operation.”][added: Operations.”]
Item 1. Business
115 rewritten, 55 added, 94 removed, 168 unchanged
][added: fy231.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/adp-20250630_g1.jpg)]
In 1949, our founders established ADP [removed: to shape the world of work] with a simple, innovative idea: help clients focus on their business by solving their payroll challenges.
[removed: We serve] [added: Today, we are a global leader in HR and payroll solutions, serving] over 1.1 million clients and [removed: pay] [added: paying] over 42 million workers in over 140 countries and territories.
[removed: ][added: ]
Our mission is to [removed: power organizations with] [added: help businesses make meaningful change in the world of work by providing] insightful [removed: Human Capital Management (HCM)] [added: HCM] solutions that meet the [removed: changing] [added: evolving] needs of our clients and their workers.
Our leading technology and commitment to service excellence are at the core of our relationship with each one of our clients, [removed: whether it's a small, mid-sized or large organization operating in one or multiple] [added: which span over 140] countries [removed: around the world.][added: and territories.]
We are always designing better ways to work through [removed: cutting-edge] [added: industry leading] products, premium services and exceptional experiences that enable people to reach their full [removed: potential.][added: potential all around the world.]
[removed: ][added: ]
[removed: ][added: ]
With a large and growing addressable market, we are focused on our core growth areas and further enhancing our market position by executing on our [removed: Strategy:][added: three strategic priorities:]
- Lead with Best-in-Class HCM Technology. We design and develop world-class HCM platforms that simplify work and utilize enabling technologies [removed: like] [added: such as] artificial intelligence [added: (“AI”)] and modern cloud architecture.
We aim to solve the needs of our clients and their workers today by making HCM transactions [removed: effortless] [added: compliant] and [removed: compliant,] [added: effortless,] while anticipating their needs of tomorrow by incorporating valuable data insights and guidance into our solutions to help them better understand their workforce and [removed: how they compare to industry peers, and] position them to make better decisions.
- Provide Unmatched Expertise and Outsourcing Solutions. Our clients look to us as a source of expertise to understand key HR trends and best practices, employment and related [removed: legislation,] [added: legislation] and [added: regulations, and] to offer thoughtful strategies to utilize HCM technology to achieve their business objectives and support their workforce.
Many of our clients also [removed: look to] [added: ask] us to take on responsibility for a portion or all of their HCM [removed: workflow] [added: workflows] via one of our [removed: HRO] [added: Human Resources Outsourcing (“HRO”)] solutions.
We [removed: intend to] continue to build on our deep expertise and make it readily available to our clients through a variety of channels, ranging from traditional call and chat options to self-guided and AI-powered options.
We will continue to leverage our significant data insights and investments in AI and other [removed: enabling] technologies to further enable [added: and effectively apply] our decades of knowledge and experience [added: to help our clients] and [removed: more effectively][added: their workers navigate the ever-changing world of work.]
We [removed: intend] [added: continue] to build more relationships with partners, such as through the ADP Marketplace, in order to provide clients with seamless integrations and customizations that simplify their HR processes and [removed: help them meet] [added: best address] their [added: unique] needs.
And we intend to grow our sales organization and continue to invest in best-in-class sales technology to not only [removed: make] [added: optimize] the purchase experience [removed: seamless] but to also empower our sellers to provide the deep expertise and insights our [removed: clients, partners and influencers] [added: clients] require to ensure they have the right HCM solutions to help them achieve their objectives and make a meaningful impact for their employees.
For [added: over] 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.
As a founder in the industry, we pioneered HCM automation, HCM in the cloud, mobile HCM and a digital HCM [removed: marketplace.][added: marketplace, laying the groundwork and streamlining our infrastructure to innovate at a faster pace.]
As [removed: these tools] [added: technologies like AI, machine learning (“ML”) and generative AI] 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.
[removed: ][added: ]
From leveraging our unique data to provide differentiated insights to collaborating with, or investing in, organizations with complementary products [removed: or] [added: to] purchasing solutions that add to our strong foundation, each of these [removed: avenues] [added: paths] helps ADP sustain a culture focused on continuous innovation.
[removed: Data] [added: To harness the power of AI, data] is [added: critical – and it’s] the foundation of the advantage we bring to our clients.
[removed: It’s] [added: Data is] 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 [added: territories and] 42 million [removed: wage earners] [added: workers] globally.
[removed: Launched in January 2024,] [added: To advance these efforts, we continue to roll out] ADP [removed: Assist is a] [added: Assist, our award-winning] cross-platform solution powered by generative AI that transforms data into credible and actionable insights.
To lean into our service expertise, we [removed: also extended] [added: continue to extend] generative AI capabilities to a broader portion of our service and implementation associates to deliver an even better client [added: experience.]
We also continue to explore generative AI capabilities to further empower our sellers [removed: and our product developers] to be more productive.
[removed: ][added: ]
[removed: Leveraging] [added: Data is] our [removed: workforce data][added: differentiator]
ADP DataCloud analyzes aggregated, anonymized and timely HCM and compensation data from more than one million organizations across the U.S., powering solutions that provide clients with in-depth workforce and business insights that [removed: support] [added: enable] critical HR decisions.
We also continue to advance our next-gen [removed: platforms.][added: platforms, launching ADP Lyric HCM in September 2024.]
[removed: These cloud-native, global, scalable and secure platforms provide] [added: The unified, global HCM solution is designed for adaptability, providing] 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.
[removed: Our next-gen HCM platform] [added: Lyric] is built for the way people actually work together, [removed: moving beyond rigid hierarchical organization structures to mirror] [added: mirroring] practically any structure of work groups, such as divisions, regions, or dynamic teams.
[removed: Culture] [added: Sustaining a culture] of responsible AI
[removed: In harnessing the power of data through 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.
To meet clients’ shifting needs, we also collaborate with partners through solutions like ADP Marketplace, one of the largest [removed: digital] [added: e-commerce platforms for] HR [removed: storefronts with over 800 partner] solutions [removed: worldwide.][added: in the industry.]
[added: Reflecting our commitment to innovation, ADP’s corporate venture capital arm and innovation lab,] ADP [removed: Ventures’ mission] [added: Ventures,] is [removed: to enhance] [added: focused on enhancing] and [removed: strengthen] [added: strengthening] ADP’s core business, [removed: create] [added: creating] offerings in new adjacent segments and geographies, and [removed: develop] [added: developing] new assets to monetize markets and segments beyond HCM.
Our two reportable business segments are Employer Services and Professional Employer Organization (“PEO”), and are based on the way that management reviews the performance of, and makes decisions about, our [removed: business.][added: businesses.]
In the more than 75 years since, we have shaped the world of work with innovation and expertise, transforming Human Capital Management (“HCM”) from an administrative challenge to a strategic business advantage.
We continuously aim to solve complex business challenges for our clients and their workers, helping them work smarter today so they can have more success tomorrow.
Always Designing for People means ADP focuses on people, leveraging our unparalleled data insights and innovative technology to elevate human potential.
As new technologies and shifting workplace dynamics continuously reshape the way people work, we support every HCM need of our clients whether that client is a small, local business or a large, global enterprise operating around the world.
From HR, payroll, time and benefits to HR outsourcing, talent, compliance and retirement, our solutions span the entire employee experience from hire to retire.
We see meaningful opportunities to leverage our strength in global payroll and expand our HR and workforce management
solutions to support our global and multinational clients.
Strategically infusing AI
The AI landscape is evolving quickly.
As we move from early automation and predictive analytics to AI-enabled workflows, agentic AI is the future of innovation in the HCM space.
Our AI strategy is to deliver AI agents for all
major HCM roles that our clients have.
Our clients have employees performing different roles such as payroll, HR, benefits, compensation, and recruiting.
Our goal is to deliver AI agents that continue to automate tedious, time heavy tasks and deliver value to these individuals to do more strategic activities.
Similarly, we intend to deliver AI role-based agents to our internal associates such as sales, software engineering, testing, product management, service, and implementation.
A 2024 AI Breakthrough Award winner, the solution was also recognized in Business Intelligence Group’s 2025 BIG Innovation Awards and 2025 Artificial Intelligence Excellence Awards for driving innovation and possibilities in AI.
In addition, we extended AI tools to all of our product developers for coding, testing, and documentation.
Our broad and granular data set positions us well to deliver smarter and more tailored HCM agents that we believe will be truly differentiated in the market.
Additionally, combining our vast client and service data with client outcomes gives us a deeper understanding of clients’ needs and goals.
AI represents the next frontier, and our industry-leading data set married to our best-in-class distribution offers
ADP a distinct, competitive advantage.
Analytics enhanced by ADP Assist leverages generative AI to deliver answers to analytics questions across key practice areas including benefits, HR, payroll, recruitment and time, helping to remove user friction.
Scalable, Global HCM Offerings
Building on our position as a leader in global pay, we designed Lyric to be as dynamic as the world of work.
The solution was named “Data Solution of the Year for Human Resources” in the 2025 Data Breakthrough Awards.
To expand our global offering and enhance our enterprise solution suite, in October 2024 ADP acquired WorkForce Software, a premier workforce management solutions provider that specializes in supporting large, global enterprises.
WorkForce Software’s solutions can adapt to the dynamic needs of today’s employers, creating resiliency, driving performance and making managing a global workforce easy.
This acquisition expands our current array of global time and attendance, absence management and scheduling tools and will drive workforce management innovation to help meet the future needs of businesses.
In addition, ADP acquired Procesamiento Externo de Información, S.C. (PEI) in February 2025, a provider of local payroll, HCM expertise, and technology solutions for Mexican businesses, strengthening ADP’s capabilities in local and global payroll and HR.
In harnessing the power of data through AI and ML, ADP
This innovative marketplace empowers our clients to connect and share data seamlessly across their HR systems, offering access to over 800 partner solutions - from recruiting and onboarding to compliance and learning management.
With the introduction of AI technology, including our generative AI smart search tool, clients can quickly discover and evaluate partner solutions using natural language, enabling clients to tailor their HCM ecosystem with integrated solutions that best fit their unique needs.
Additionally, ADP API Central offers secure APIs and tools and resources for custom integrations to simplify and automate business processes.
This solution was named
“New Product of the Year” in Business Intelligence Group’s 2024 BIG Awards for Business.
Accelerating innovation
- RUN Powered by ADP is an all-in-one platform designed specifically for small businesses to simplify payroll, HR, and compliance.
It combines easy-to-use technology with 24/7 real-person support from ADP’s team of payroll professionals.
More businesses use ADP
- ADP Lyric HCM is a global HCM for large enterprises, unifying HR management, payroll, workforce management, talent, and data analytics into a flexible, intelligent, and human-centric solution.
Today, we are one of the world’s leading global technology companies providing comprehensive cloud-based human capital management (HCM) solutions that unite HR, payroll, talent, time, tax and benefits administration.
Our unmatched experience, expertise, insights and cutting-edge technology have transformed HCM from an administrative challenge to a strategic business advantage.
Tailored to meet the needs of businesses of all sizes, we help them work smarter today so they can have more success tomorrow.
Data, digital technology, artificial intelligence, globalization, new business models and other significant events and disruptions continuously reshape the way people work.
Our HCM technology, industry and compliance expertise and data insights deliver measurable results and peace-of-mind, and contribute to an engaged, productive workforce.
ADP’s Business Pillars
Our business is organized around three pillars which represent our core growth areas.
*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 freelancer to full-time and from hire to retire.
*U.S. HR Outsourcing (HRO) Solutions*: In the United States, we offer comprehensive HRO solutions in which we provide complete management solutions for HR
administration, payroll administration, talent management, employee benefits, benefits administration, employer liability management, and other HCM and employee benefits functions.
Global Solutions: We offer international HCM and HRO solutions, comprised of both local, in-country solutions and cloud-based multi-country solutions, to clients wherever they do business around the world.
Our business strategy has three key priorities:
apply those to help our clients and their workers navigate the ever-changing world of work.
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.
Transforming our solutions and service through AI
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.
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.
This groundbreaking payroll solution utilizes an AI-powered chat interface to turn traditional payroll management into an intuitive conversation that can complete payroll in under a minute.
Leveraging ADP’s long-standing payroll expertise and data security, small business owners can download and self-purchase Roll and run payroll anywhere, anytime, quickly, and compliantly, with no experience or training needed.
The conversational experience runs off simple chat prompts such as “Run my payroll,” offering a simple and powerful experience that also allows clients to confidently handle compliance matters like tax filing and deposits.
experience.
In the U.S., ADP DataCloud’s Skills Graph, our proprietary data structure, is based on more than 44 million employee records, 140 million resumes and 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.
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 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 fill an open position.
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.
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 researched, including salary benchmarking tools in the U.S. and Canada.
We offer similar tools to clients outside the United States, including through our ADP GlobalView® and ADP iHCM solutions.
Built to be as dynamic as the world of work, our next-gen platforms are designed for adaptability.
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.
Our next-gen payroll platform is designed to be a global solution that supports workers of all types and enables real-time, transparent, continuous payroll calculations.
This next-gen payroll platform also unlocks flexible pay choices for our clients so they can provide the best pay experience for their workers.
As the regulatory environment rapidly changes, making it harder for companies to navigate the complexities of payroll, our next-gen payroll platform’s built-in compliance capabilities enable our clients to focus on managing their business.
The size and breadth of ADP gives us a unique opportunity, especially in the era of data and data-driven products, to test innovative ideas, validate hypotheses and refine solutions before we bring them to the market.
This happens through our “client-zero” program, which forges a direct connection point between our internal HR practitioners and our technologists.
A key area of focus is using data and feedback from front-line practitioners to build products that improve the employee experience and make HR technology more intentional and in the moment.
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.
By innovating with a client-centric mindset, we continue to transform work.
An excerpt. Shown here: 40 of 115 rewritten, 40 of 55 added and 40 of 94 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2025 filing and the FY2024 filing.
Cover and table of contents
26 rewritten, 1 added, 1 removed, 76 unchanged
For the Year Ended June 30, [removed: 2024][added: 2025]
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: $95,597,065,890.][added: $118,988,796,446.]
On August [removed: 2, 2024] [added: 1, 2025] there were [removed: 407,795,203] [added: 405,043,142] shares of Common Stock outstanding.
| Portions of the Registrant's Proxy Statement for its [removed: 2024] [added: 2025] Annual Meeting of Stockholders. | | | Part III | | |
| Item 1. | | | [removed: [Business](#iabc1b0ea0917488d905da89fddc12841_13)] [added: [Business](#i4bb2eb3a87264b648d704523ed478740_13)] | | | [removed: [3](#iabc1b0ea0917488d905da89fddc12841_13)] [added: [3](#i4bb2eb3a87264b648d704523ed478740_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#iabc1b0ea0917488d905da89fddc12841_16)] [added: Factors](#i4bb2eb3a87264b648d704523ed478740_16)] | | | [removed: [17](#iabc1b0ea0917488d905da89fddc12841_16)] [added: [16](#i4bb2eb3a87264b648d704523ed478740_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#iabc1b0ea0917488d905da89fddc12841_19)] [added: Comments](#i4bb2eb3a87264b648d704523ed478740_19)] | | | [removed: [24](#iabc1b0ea0917488d905da89fddc12841_19)] [added: [24](#i4bb2eb3a87264b648d704523ed478740_19)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#iabc1b0ea0917488d905da89fddc12841_2005)] [added: [Cybersecurity](#i4bb2eb3a87264b648d704523ed478740_22)] | | | [removed: [24](#iabc1b0ea0917488d905da89fddc12841_2005)] [added: [24](#i4bb2eb3a87264b648d704523ed478740_22)] | | |
| Item 2. | | | [removed: [Properties](#iabc1b0ea0917488d905da89fddc12841_22)] [added: [Properties](#i4bb2eb3a87264b648d704523ed478740_25)] | | | [removed: [25](#iabc1b0ea0917488d905da89fddc12841_22)] [added: [25](#i4bb2eb3a87264b648d704523ed478740_25)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#iabc1b0ea0917488d905da89fddc12841_25)] [added: Proceedings](#i4bb2eb3a87264b648d704523ed478740_28)] | | | [removed: [25](#iabc1b0ea0917488d905da89fddc12841_25)] [added: [25](#i4bb2eb3a87264b648d704523ed478740_28)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#iabc1b0ea0917488d905da89fddc12841_28)] [added: Disclosures](#i4bb2eb3a87264b648d704523ed478740_31)] | | | [removed: [26](#iabc1b0ea0917488d905da89fddc12841_28)] [added: [26](#i4bb2eb3a87264b648d704523ed478740_31)] | | |
| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#iabc1b0ea0917488d905da89fddc12841_34)] [added: Securities](#i4bb2eb3a87264b648d704523ed478740_37)] | | | [removed: [27](#iabc1b0ea0917488d905da89fddc12841_34)] [added: [27](#i4bb2eb3a87264b648d704523ed478740_37)] | | |
| Item 6. | | | [Selected Financial [removed: Data](#iabc1b0ea0917488d905da89fddc12841_40)] [added: Data](#i4bb2eb3a87264b648d704523ed478740_40)] | | | [removed: [28](#iabc1b0ea0917488d905da89fddc12841_37)] [added: [28](#i4bb2eb3a87264b648d704523ed478740_40)] | | |
| Item 7. | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#iabc1b0ea0917488d905da89fddc12841_46)] [added: Operations](#i4bb2eb3a87264b648d704523ed478740_49)] | | | [removed: [28](#iabc1b0ea0917488d905da89fddc12841_46)] [added: [28](#i4bb2eb3a87264b648d704523ed478740_49)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#iabc1b0ea0917488d905da89fddc12841_82)] [added: Risk](#i4bb2eb3a87264b648d704523ed478740_85)] | | | [removed: [42](#iabc1b0ea0917488d905da89fddc12841_82)] [added: [43](#i4bb2eb3a87264b648d704523ed478740_85)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#iabc1b0ea0917488d905da89fddc12841_85)] [added: Data](#i4bb2eb3a87264b648d704523ed478740_88)] | | | [removed: [43](#iabc1b0ea0917488d905da89fddc12841_85)] [added: [44](#i4bb2eb3a87264b648d704523ed478740_88)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iabc1b0ea0917488d905da89fddc12841_169)] [added: Disclosure](#i4bb2eb3a87264b648d704523ed478740_181)] | | | [removed: [78](#iabc1b0ea0917488d905da89fddc12841_169)] [added: [83](#i4bb2eb3a87264b648d704523ed478740_181)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#iabc1b0ea0917488d905da89fddc12841_172)] [added: Procedures](#i4bb2eb3a87264b648d704523ed478740_184)] | | | [removed: [78](#iabc1b0ea0917488d905da89fddc12841_172)] [added: [83](#i4bb2eb3a87264b648d704523ed478740_184)] | | |
| Item 9B. | | | [Other [removed: Information](#iabc1b0ea0917488d905da89fddc12841_181)] [added: Information](#i4bb2eb3a87264b648d704523ed478740_193)] | | | [removed: [82](#iabc1b0ea0917488d905da89fddc12841_181)] [added: [87](#i4bb2eb3a87264b648d704523ed478740_193)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#iabc1b0ea0917488d905da89fddc12841_184)] [added: Inspections](#i4bb2eb3a87264b648d704523ed478740_196)] | | | [removed: [82](#iabc1b0ea0917488d905da89fddc12841_181)] [added: [87](#i4bb2eb3a87264b648d704523ed478740_193)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#iabc1b0ea0917488d905da89fddc12841_190)] [added: Governance](#i4bb2eb3a87264b648d704523ed478740_202)] | | | [removed: [83](#iabc1b0ea0917488d905da89fddc12841_190)] [added: [88](#i4bb2eb3a87264b648d704523ed478740_202)] | | |
| Item 11. | | | [Executive [removed: Compensation](#iabc1b0ea0917488d905da89fddc12841_193)] [added: Compensation](#i4bb2eb3a87264b648d704523ed478740_205)] | | | [removed: [84](#iabc1b0ea0917488d905da89fddc12841_193)] [added: [89](#i4bb2eb3a87264b648d704523ed478740_205)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iabc1b0ea0917488d905da89fddc12841_196)] [added: Matters](#i4bb2eb3a87264b648d704523ed478740_208)] | | | [removed: [85](#iabc1b0ea0917488d905da89fddc12841_196)] [added: [89](#i4bb2eb3a87264b648d704523ed478740_208)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#iabc1b0ea0917488d905da89fddc12841_199)] [added: Independence](#i4bb2eb3a87264b648d704523ed478740_211)] | | | [removed: [85](#iabc1b0ea0917488d905da89fddc12841_199)] [added: [89](#i4bb2eb3a87264b648d704523ed478740_211)] | | |
| Item 14. | | | [Principal Accounting Fees and [removed: Services](#iabc1b0ea0917488d905da89fddc12841_202)] [added: Services](#i4bb2eb3a87264b648d704523ed478740_214)] | | | [removed: [85](#iabc1b0ea0917488d905da89fddc12841_202)] [added: [90](#i4bb2eb3a87264b648d704523ed478740_214)] | | |
| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#iabc1b0ea0917488d905da89fddc12841_208)] [added: Schedules](#i4bb2eb3a87264b648d704523ed478740_220)] | | | [removed: [85](#iabc1b0ea0917488d905da89fddc12841_208)] [added: [90](#i4bb2eb3a87264b648d704523ed478740_220)] | | |
| Signatures | | | | | | [95](#i4bb2eb3a87264b648d704523ed478740_226) | | |
| Signatures | | | | | | [90](#iabc1b0ea0917488d905da89fddc12841_214) | | |
Item 1C. Cybersecurity
8 rewritten, 1 added, 1 removed, 41 unchanged
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 [removed: vendors] [added: vendors, our partners,] and our employees, contractors and temporary staff.
Although this is a global problem, it may affect our businesses more than other businesses because [removed: malevolent] [added: unauthorized] 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.
- *Third-Party Risk Management.* We maintain a third-party risk management process, designed to identify and manage risks associated with our [removed: vendors] [added: vendors, our partners] and other third parties, that includes conducting security assessments prior to engagement and periodically during the engagement.
Our CSO has over [removed: 20] [added: 25] 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.
Our board of directors [removed: and our audit committee are] [added: is] actively engaged in the oversight of our global cybersecurity program.
Our [removed: audit committee] [added: board of directors] receives regular, quarterly reports on these matters from our CSO and leadership from our global product and technology organization, including on the status of projects to strengthen the [removed: company’s] [added: Company’s] cybersecurity systems and improve cyber readiness, as well as on existing and emerging threat landscapes.
Findings are reported to our board [added: of directors] and, in response, ADP develops initiatives to improve our maturity across each of the pillars of the NIST Cybersecurity Framework.
The status of these initiatives is then reviewed with our [removed: audit committee] [added: board of directors] during its quarterly meetings.
In addition, the corporate development & technology committee of our board of directors receives regular, quarterly reports on our global product security and resiliency program led by leadership from our global product and technology organization with assistance from our CSO.
In advance of these quarterly meetings, members of our audit committee with cybersecurity expertise informally meet with our CAO, CSO, and other members of leadership, as appropriate, to advise and provide additional guidance and industry insights to the Company.
Item 2. Properties
2 rewritten, 0 added, 0 removed, 3 unchanged
ADP owns 6 of its processing/print centers, and [removed: 12] [added: 10] other operational offices, sales offices, and its corporate headquarters in Roseland, New Jersey, which aggregate approximately [removed: 2,690,198] [added: 2,555,369] square feet.
All of these leases, which aggregate approximately [removed: 5,649,576] [added: 5,640,668] square feet worldwide, expire at various times up to the year [removed: 2035.][added: 2036.]
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
7 rewritten, 4 added, 6 removed, 14 unchanged
As of June 30, [removed: 2024,] [added: 2025,] there were [removed: 31,271] [added: 29,972] holders of record of the Company’s common stock.
As of such date, [removed: 1,620,873] [added: 1,780,085] additional holders held their common stock in “street name.”
| Period | | | Total Number of Shares Purchased (1) | | | Average Price Paid per Share [removed: (3)] [added: (2)] | | | Total Number of Shares Purchased as Part of the Publicly Announced Common Stock Repurchase Plan [removed: (2)] [added: (1)] | | | Maximum Approximate Dollar Value of Shares that may yet be Purchased under the Common Stock Repurchase Plan [added: (1)] (2) [removed: (3)] | | |
| [removed: (2)] [added: (1)] | | | | | | The Company received the Board of Directors' approval in November 2022 to repurchase $5 billion of its common stock. | | |
| [removed: (3)] [added: (2)] | | | | | | Inclusive of the impact of the one-percent excise tax under the Inflation Reduction Act of 2022. | | |
The following graph compares the cumulative return on 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: 2019,] [added: 2020,] with all dividends reinvested.
][added: FY25.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/adp-20250630_g16.jpg)]
| April 1, 2025 to April 30, 2025 | | | 400,430 | | | $296.09 | | | 400,430 | | | $2,010,261,167 | | |
| May 1, 2025 to May 31, 2025 | | | 333,958 | | | $315.74 | | | 333,958 | | | $1,904,817,267 | | |
| June 1, 2025 to June 30, 2025 | | | 327,239 | | | $314.51 | | | 327,239 | | | $1,801,895,701 | | |
| Total | | | 1,061,627 | | | | | | 1,061,627 | | | | | |
| 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 | | | | | |
| | | | | | | | | |
| (1) | | | | | | During the three months ended June 30, 2024, pursuant to the terms of the Company’s restricted stock program, the Company purchased 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. | | |
Item 8. Financial Statements and Supplementary Data
485 rewritten, 221 added, 88 removed, 833 unchanged
We have audited the accompanying consolidated balance sheets of Automatic Data Processing, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] 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: 2024,] [added: 2025,] 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: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] 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: 7, 2024,] [added: 6, 2025,] expressed an unqualified opinion on the Company’s internal control over financial reporting.
Goodwill – Employer Services Reportable Segment— Refer to Notes 1 and [removed: 7] [added: 8] to the financial statements
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: 2024.][added: 2025.]
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 [removed: $678] [added: $683] million of goodwill as of June 30, [removed: 2024.][added: 2025.]
Client Funds Obligations - Refer to Note [removed: 4] [added: 5] to the financial statements
The Company has reported client funds obligations as a current liability in the consolidated financial statements totaling [removed: $39,503.9] [added: $31,343.3] million as of June 30, [removed: 2024.][added: 2025.]
- For a selection of client funds obligations transactions, we evaluated whether the funds were impounded prior to June 30, [removed: 2024,] [added: 2025,] agreed the liability to the corresponding asset balance, and evaluated whether the funds were properly included or excluded from the client funds obligations.
Automatic Data Processing, [removed: Inc. and Subsidiaries][added: Inc .]
| Years ended June 30, | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Revenues, other than interest on funds held for clients and PEO revenues | | | | | | $ | [removed: 11,953.6] [added: 12,692.2] | | | | | $ | [removed: 11,222.0] [added: 11,953.6] | | | | | $ | [removed: 10,505.0] [added: 11,222.0] | |
| Interest on funds held for clients | | | | | | [removed: 1,024.7] [added: 1,189.1] | | | | | | [removed: 813.4] [added: 1,024.7] | | | | | | [removed: 451.8] [added: 813.4] | | |
| PEO revenues (A) | | | | | | [removed: 6,224.3] [added: 6,679.6] | | | | | | [removed: 5,976.8] [added: 6,224.3] | | | | | | [removed: 5,541.5] [added: 5,976.8] | | |
| TOTAL REVENUES | | | | | | [removed: 19,202.6] [added: 20,560.9] | | | | | | [removed: 18,012.2] [added: 19,202.6] | | | | | | [removed: 16,498.3] [added: 18,012.2] | | |
| Operating expenses | | | | | | [removed: 9,050.1] [added: 9,622.7] | | | | | | [removed: 8,657.4] [added: 9,050.1] | | | | | | [removed: 8,252.6] [added: 8,657.4] | | |
| Research and development | | | | | | [removed: 955.7] [added: 988.6] | | | | | | [removed: 844.8] [added: 955.7] | | | | | | [removed: 798.6] [added: 844.8] | | |
| Depreciation and amortization | | | | | | [removed: 470.9] [added: 486.0] | | | | | | [removed: 451.2] [added: 470.9] | | | | | | [removed: 410.7] [added: 451.2] | | |
| TOTAL COSTS OF REVENUES | | | | | | [removed: 10,476.7] [added: 11,097.3] | | | | | | [removed: 9,953.4] [added: 10,476.7] | | | | | | [removed: 9,461.9] [added: 9,953.4] | | |
| Selling, general, and administrative expenses | | | | | | [removed: 3,778.9] [added: 4,051.7] | | | | | | [removed: 3,551.4] [added: 3,778.9] | | | | | | [removed: 3,233.2] [added: 3,551.4] | | |
| Interest expense | | | | | | [removed: 361.4] [added: 455.9] | | | | | | [removed: 253.3] [added: 361.4] | | | | | | [removed: 81.9] [added: 253.3] | | |
| TOTAL EXPENSES | | | | | | [removed: 14,617.0] [added: 15,604.9] | | | | | | [removed: 13,758.1] [added: 14,617.0] | | | | | | [removed: 12,777.0] [added: 13,758.1] | | |
| Other (income)/expense, net | | | | | | [removed: (286.7)] [added: (354.1)] | | | | | | [removed: (183.5)] [added: (286.7)] | | | | | | [removed: (82.8)] [added: (183.5)] | | |
| EARNINGS BEFORE INCOME TAXES | | | | | | [removed: 4,872.3] [added: 5,310.1] | | | | | | [removed: 4,437.6] [added: 4,872.3] | | | | | | [removed: 3,804.1] [added: 4,437.6] | | |
| Provision for income taxes | | | | | | [removed: 1,120.3] [added: 1,230.4] | | | | | | [removed: 1,025.6] [added: 1,120.3] | | | | | | [removed: 855.2] [added: 1,025.6] | | |
| NET EARNINGS | | | | | | $ | [removed: 3,752.0] [added: 4,079.7] | | | | | $ | [removed: 3,412.0] [added: 3,752.0] | | | | | $ | [removed: 2,948.9] [added: 3,412.0] | |
| BASIC EARNINGS PER SHARE | | | | | | $ | [removed: 9.14] [added: 10.02] | | | | | $ | [removed: 8.25] [added: 9.14] | | | | | $ | [removed: 7.04] [added: 8.25] | |
| DILUTED EARNINGS PER SHARE | | | | | | $ | [removed: 9.10] [added: 9.98] | | | | | $ | [removed: 8.21] [added: 9.10] | | | | | $ | [removed: 7.00] [added: 8.21] | |
| Basic weighted average shares outstanding | | | | | | [removed: 410.6] [added: 407.1] | | | | | | [removed: 413.7] [added: 410.6] | | | | | | [removed: 418.8] [added: 413.7] | | |
| Diluted weighted average shares outstanding | | | | | | [removed: 412.2] [added: 408.7] | | | | | | [removed: 415.7] [added: 412.2] | | | | | | [removed: 421.1] [added: 415.7] | | |
(A) For the years ended June 30, [removed: 2024] [added: 2025] (“fiscal [removed: 2024”),] [added: 2025”),] June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”),] [added: 2024”),] and June 30, [removed: 2022] [added: 2023] (“fiscal [removed: 2022”),] [added: 2023”),] Professional Employer Organization (“PEO”) revenues are net of direct pass-through costs, primarily consisting of payroll wages and payroll taxes, of [removed: $69,874.1] [added: $75,220.1] million, [removed: $66,731.7] [added: $69,874.1] million, and [removed: $62,619.2] [added: $66,731.7] million, respectively.
| Other comprehensive [removed: (loss)/income:] [added: income/(loss):] | | | | | | | | | | | | | | | | | | | | |
| Currency translation adjustments | | | | | | [removed: (38.0)] [added: 89.0] | | | | | | [removed: 13.4] [added: (38.0)] | | | | | | [removed: (127.4)] [added: 13.4] | | |
| Unrealized net gains/(losses) on available-for-sale securities | | | | | | [removed: 685.2] [added: 1,088.4] | | | | | | [removed: (500.3)] [added: 685.2] | | | | | | [removed: (2,228.0)] [added: (500.3)] | | |
| Tax effect | | | | | | [removed: (162.2)] [added: (250.7)] | | | | | | [removed: 113.3] [added: (162.2)] | | | | | | [removed: 503.7] [added: 113.3] | | |
| Reclassification of [added: realized] net losses on available-for-sale securities to net earnings | | | | | | [removed: 5.9] [added: 1.7] | | | | | | [removed: 14.7] [added: 5.9] | | | | | | [removed: 4.4] [added: 14.7] | | |
| Tax effect | | | | | | [removed: (1.3)] [added: (0.3)] | | | | | | [removed: (3.3)] [added: (1.3)] | | | | | | [removed: (1.0)] [added: (3.3)] | | |
| Amortization of unrealized losses on cash flow hedging activities | | | | | | [removed: 4.4] [added: 5.4] | | | | | | 4.4 | | | | | | 4.4 | | |
| Tax effect | | | | | | [removed: (1.1)] [added: (1.3)] | | | | | | (1.1) | | | | | | (1.1) | | |
| Pension net [removed: gains/(losses)] [added: gains] arising during the year | | | | | | [removed: 5.6] [added: 8.5] | | | | | | [removed: 60.3] [added: 5.6] | | | | | | [removed: (229.8)] [added: 60.3] | | |
August 6, 2025
| Net earnings | | | | | | $ | 4,079.7 | | | | | $ | 3,752.0 | | | | | $ | 3,412.0 | |
| Unrealized losses on cash flow hedging activities | | | | | | (15.6) | | | | | | — | | | | | | — | | |
| Tax effect | | | | | | 3.8 | | | | | | — | | | | | | — | | |
| Obligations under commercial paper borrowings | | | | | | 4,769.5 | | | | | | — | | |
| Other comprehensive income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 924.9 | | |
| Balance at June 30, 2025 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 2,788.3 | | | | | $ | 25,240.6 | | | | | $ | (21,021.4) | | | | | $ | (883.4) | |
and Subsidiaries
| Net earnings | | | | | | $ | 4,079.7 | | | | | $ | 3,752.0 | | | | | $ | 3,412.0 | |
| Proceeds from the issuance of debt | | | | | | 1,980.3 | | | | | | — | | | | | | — | | |
| Settlement of cash flow hedges | | | | | | (15.6) | | | | | | — | | | | | | — | | |
| Net proceeds from issuance of commercial paper | | | | | | 4,769.5 | | | | | | — | | | | | | — | | |
improvements.
| 2025 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Weighted average shares (in millions) | | | | | | 407.1 | | | | | | 0.6 | | | | | | 1.0 | | | | | | 408.7 | | |
| EPS | | | | | | $ | 10.02 | | | | | | | | | | | | | | | | | $ | 9.98 | |
Shares that could potentially dilute basic EPS in the future include outstanding share-based compensation awards, discussed in Note 11.
Effective June 30, 2025, the Company adopted accounting standard update ("ASU") 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures." This update resulted in enhanced disclosures about the Company's reportable segments.
The adoption of ASU 2023-07 did not have a material impact on the Company's consolidated results of operations, financial condition, or cash flows.
Refer to Note 15 for further details.
| HCM | | | $ | 8,684.5 | | | | | $ | — | | | | | $ | (10.0) | | | | | $ | 8,674.5 | |
| Global | | | 2,626.0 | | | | | | — | | | | | | — | | | | | | 2,626.0 | | |
| Total Segment Revenues | | | $ | 13,883.1 | | | | | $ | 6,690.4 | | | | | $ | (12.6) | | | | | $ | 20,560.9 | |
| June 30, | | | | | | 2025 | | | | | | 2024 | | |
In October 2024, the Company acquired WorkForce Software, a premier workforce management solutions provider that specializes in supporting large, global enterprises, utilizing cash on hand.
The results of WorkForce Software are reported within the Company’s Employer Services segment.
Pro forma information has not been presented because the effect of the acquisition is not material to the Company's consolidated financial results.
The following table reconciles the purchase price to the cash paid for the acquisition, net of cash acquired:
| Purchase price | | | $ | 1,170.8 | |
| Less: cash acquired | | | (12.5) | | |
| Cash paid for acquisition of business, net of cash acquired | | | $ | 1,158.3 | |
The preliminary allocation of the purchase price is based upon estimates and assumptions that are subject to change within the measurement period, which is one year from the acquisition date.
The primary areas of the purchase price allocation that are not yet finalized relate to the measurement of certain assets and liabilities, including identifiable intangible assets.
Accordingly, the measurement period for such purchase price allocations will end when the information becomes available but will not exceed twelve months from the date of acquisition.
The acquisition was accounted for using the acquisition method of accounting.
The Company recognized assets acquired and liabilities assumed at their fair value as of the date of acquisition, with the excess recorded to goodwill.
The preliminary purchase price allocation for WorkForce Software is as follows:
| Cash | | | $ | 12.5 | |
| Accounts receivable, net of allowance for doubtful accounts | | | 20.0 | | |
| Identifiable intangible assets (1) | | | 292.0 | | |
August 7, 2024
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| Balance at June 30, 2021 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 1,531.3 | | | | | $ | 19,451.1 | | | | | $ | (15,386.8) | | | | | $ | 10.6 | |
| Other comprehensive loss | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 497.5 | | |
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.
| 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Weighted average shares (in millions) | | | | | | 418.8 | | | | | | 1.1 | | | | | | 1.2 | | | | | | 421.1 | | |
| EPS | | | | | | $ | 7.04 | | | | | | | | | | | | | | | | | $ | 7.00 | |
There were no stock options excluded from the calculation of diluted earnings per share due to anti-dilution.
None.
| HCM | | | $ | 7,183.1 | | | | | $ | — | | | | | $ | (8.2) | | | | | $ | 7,174.9 | |
| Global | | | 2,240.9 | | | | | | — | | | | | | — | | | | | | 2,240.9 | | |
| Total Segment Revenues | | | $ | 10,967.7 | | | | | $ | 5,545.7 | | | | | $ | (15.1) | | | | | $ | 16,498.3 | |
In fiscal 2024, interest income on corporate funds increased as compared to fiscal 2023, due to higher average interest rates of 3.3% for the year ended June 30, 2024, as compared to 2.4% for the year ended June 30, 2023, coupled with higher average investment balances for the year ended June 30, 2024 as compared to the year ended June 30, 2023.
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.
| | | | June 30, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Corporate bonds | | | 15,870.7 | | | | | | 4.7 | | | | | | (1,308.3) | | | | | | 14,567.1 | | | | | | | | |
| U.S. Treasury securities | | | 8,054.7 | | | | | | 0.7 | | | | | | (290.4) | | | | | | 7,765.0 | | | | | | | | |
| U.S. government agency securities | | | 1,670.0 | | | | | | 0.2 | | | | | | (179.8) | | | | | | 1,490.4 | | | | | | | | |
| Asset-backed securities | | | 1,234.7 | | | | | | — | | | | | | (69.7) | | | | | | 1,165.0 | | | | | | | | |
| Canadian provincial bonds | | | 1,000.5 | | | | | | 0.2 | | | | | | (78.1) | | | | | | 922.6 | | | | | | | | |
| Commercial mortgage-backed securities | | | 679.2 | | | | | | — | | | | | | (46.7) | | | | | | 632.5 | | | | | | | | |
| Other securities | | | 1,391.6 | | | | | | 1.7 | | | | | | (96.4) | | | | | | 1,296.9 | | | | | | | | |
| | | | June 30, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Corporate bonds | | | $ | (62.0) | | | | | $ | 2,255.9 | | | | | $ | (1,246.3) | | | | | $ | 12,050.5 | | | | | $ | (1,308.3) | | | | | $ | 14,306.4 | |
| U.S. Treasury securities | | | (85.5) | | | | | | 4,629.4 | | | | | | (204.9) | | | | | | 2,876.3 | | | | | | (290.4) | | | | | | 7,505.7 | | |
| Canadian government obligations and Canadian government agency obligations | | | (5.8) | | | | | | 333.9 | | | | | | (139.2) | | | | | | 1,588.0 | | | | | | (145.0) | | | | | | 1,921.9 | | |
| U.S. government agency securities | | | (0.6) | | | | | | 28.2 | | | | | | (179.2) | | | | | | 1,432.2 | | | | | | (179.8) | | | | | | 1,460.4 | | |
| Asset-backed securities | | | (2.0) | | | | | | 159.7 | | | | | | (67.7) | | | | | | 975.6 | | | | | | (69.7) | | | | | | 1,135.3 | | |
| Canadian provincial bonds | | | (2.7) | | | | | | 127.0 | | | | | | (75.4) | | | | | | 757.3 | | | | | | (78.1) | | | | | | 884.3 | | |
| Commercial mortgage-backed securities | | | (6.7) | | | | | | 126.9 | | | | | | (40.0) | | | | | | 505.6 | | | | | | (46.7) | | | | | | 632.5 | | |
| Other securities | | | (14.5) | | | | | | 574.0 | | | | | | (81.9) | | | | | | 629.0 | | | | | | (96.4) | | | | | | 1,203.0 | | |
| | | | $ | (179.8) | | | | | $ | 8,235.0 | | | | | $ | (2,034.6) | | | | | $ | 20,814.5 | | | | | $ | (2,214.4) | | | | | $ | 29,049.5 | |
$168.9 million, respectively.
At June 30, 2024, U.S. government agency commercial mortgage-backed securities of $500.8 million include those issued by Federal Home Loan Mortgage Corporation and Federal National Mortgage Association.
| Long-term marketable securities (b) | | | | | | — | | | | | | 104.6 | | |
(a) - Short-term marketable securities are included within Other current assets on the Consolidated Balance Sheets.
| | | | | | | 2,503.3 | | | | | | 2,439.0 | | |
An excerpt. Shown here: 40 of 485 rewritten, 40 of 221 added and 40 of 88 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
8 rewritten, 4 added, 4 removed, 43 unchanged
Attached as Exhibits 31.1 and 31.2 to this Annual Report on Form 10-K are certifications of ADP's Chief Executive Officer and Chief Financial Officer, which are required by Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended (the [added: “Exchange Act”).]
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: 2024] [added: 2025] 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: 2024] [added: 2025] 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: 2024.][added: 2025.]
There were no changes in ADP's internal control over financial reporting that occurred during the quarter ended June 30, [removed: 2024] [added: 2025] 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: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] 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: 2024,] [added: 2025,] of the Company and our report dated August [removed: 7, 2024,] [added: 6, 2025,] expressed an unqualified opinion on those financial statements.
| /s/ Peter Hadley | | |
| Peter Hadley | | |
August 6, 2025
August 6, 2025
“Exchange Act”).
| /s/ Don McGuire | | |
| Don McGuire | | |
August 7, 2024
Item 9B. Other Information
1 rewritten, 3 added, 0 removed, 0 unchanged
For the fiscal quarter ended June 30, [removed: 2024,] [added: 2025,] 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.”
In connection with his previously announced departure from Automatic Data Processing, Inc. (the “Company”) on September 30, 2025, Don McGuire entered into a separation agreement and release (the “agreement”), dated August 1, 2025.
His departure constitutes a “Qualifying Termination” as defined under the Company’s Corporate Officer Severance Plan (the “Plan”) and the agreement sets forth the terms of his separation and release in accordance with the Plan.
A copy of the agreement is filed as Exhibit 10.31 hereto and incorporated herein by reference.
Item 10. Directors, Executive Officers and Corporate Governance
19 rewritten, 11 added, 8 removed, 24 unchanged
| Maria Black | | | | | | [removed: 50] [added: 51] | | | | | | *President and Chief Executive Officer* | | | | | | 1996 | | |
| Paul Boland | | | | | | [removed: 60] [added: 61] | | | | | | *Chief Human Resources Officer* | | | | | | 2017 | | |
| Michael A. Bonarti | | | | | | [removed: 58] [added: 59] | | | | | | *Chief Administrative Officer* | | | | | | 1997 | | |
| Chris D'Ambrosio | | | | | | [removed: 43] [added: 44] | | | | | | *Chief Strategy Officer* | | | | | | 2014 | | |
| Sreeni Kutam | | | | | | [removed: 54] [added: 55] | | | | | | *President, Global Product and Innovation* | | | | | | 2014 | | |
| David Kwon | | | | | | [removed: 54] [added: 55] | | | | | | *Chief Legal Officer/General Counsel* | | | | | | 2011 | | |
| Jonathan Lehberger | | | | | | [removed: 51] [added: 52] | | | | | | *Corporate Controller and Principal Accounting Officer* | | | | | | 2004 | | |
[removed: John Ayala] [added: Peter Hadley] joined ADP in 2002.
Prior to his appointment as [removed: Chief Operating Officer] [added: Corporate Controller] in [removed: January 2022,] [added: July 2024,] he served as [removed: President, Employer Services North America from March 2020 to December 2021, as President, Major Account Services and ADP Canada from January 2017 to February 2020, as President, Small Business Services, Retirement Services and Insurance Services from July 2014 to December 2016, as] [added: Senior] Vice President, [removed: Client Experience] [added: Financial Strategy] and [removed: Continuous Improvement] [added: Planning] from [removed: November 2012] [added: April 2022] to June [removed: 2014,] [added: 2024,] as [removed: Senior Vice President, Services and Operations -] [added: Chief Financial Officer,] Small Business Services from [removed: February 2012 to October 2012, as President, TotalSource from July 2011] [added: May 2021] to [removed: January 2012,] [added: March 2022,] and as [removed: Senior Vice President, Service] [added: Chief Financial Officer, Major Account Services] and [removed: Operations, TotalSource] [added: ADP Canada] from [removed: June 2008] [added: January 2017] to [removed: June 2011.][added: April 2021.]
Prior to her appointment as President and Chief Executive Officer in January 2023, she served as President, ADP from January 2022 to December 2022, [added: and] as President, Worldwide Sales and Marketing from March 2020 to December [removed: 2021, as President, Small Business Solutions and Human Resources Outsourcing from January 2017 to February 2020, as President, ADP TotalSource from July 2014 to December 2016, as General Manager, ADP United Kingdom from April 2013 to June 2014, and as General Manager, Employer Services - TotalSource Western Central Region from January 2008 to March 2013.][added: 2021.]
Prior to his appointment as Chief Human Resources Officer in June 2023, he served as Interim Chief Human Resources Officer from November 2022 to June 2023, as Senior Vice President, Human Resources, Employer Services International from September 2021 to November 2022, [added: and] as Division Vice President, HR, for Europe, Middle East and Africa (EMEA), GlobalView, Asia Pacific and Latin America from July 2018 to September [removed: 2021, and as Vice President, HR for EMEA from May 2017 to July 2018.][added: 2021.]
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 [removed: 2021, and as Senior Division Vice President of Strategy and Business Development, Small Business Services and Human Resources Outsourcing from December 2017 to January 2019, as Division Vice President of Strategy and Business Development, Human Resources Outsourcing from February 2017 to December 2017, and Division Vice President of Strategy, Human Resources Outsourcing from March 2016 to February 2017.][added: 2021.]
Prior to his appointment as [added: Executive Vice] President, [removed: Global Sales] [added: North America and Chief of Operations] in January [removed: 2022,] [added: 2025,] he served as President, [added: Global Sales from January 2022 to December 2024, and as President,] Small Business Services, Retirement Services and Insurance Services from February 2020 to December [removed: 2021, as Senior Vice President, Services & Operations, Small Business Services from May 2017 to February 2020, as Senior Vice][added: 2021.]
Prior to his appointment as President, Global Product and Innovation in January 2023, he served as Chief Human Resources Officer from June 2018 to December [removed: 2022, as Interim Chief Human Resources Officer from January 2018 to June 2018, as Division Vice President, Human Resources, Major Account Services from May 2016 to January 2018, and as Vice President, HR Strategy and Planning from January 2014 to April 2016.][added: 2022.]
Prior to his appointment as Corporate Vice President, Chief Legal Officer/General Counsel in July 2021, he served as Staff Vice President and Associate General Counsel – Global Compliance from March 2019 to June [removed: 2021, and as Staff Vice President and Associate General Counsel – Litigation from July 2012 to March 2019.][added: 2021.]
Prior to his appointment as [removed: Corporate Controller] [added: President, Global Sales] in [removed: July 2024,] [added: January 2025,] he served as Senior Vice President, [removed: Financial Strategy] [added: Global Enterprise Sales] and [removed: Planning] [added: Employer Services International Sales] from April [removed: 2022] [added: 2023] to [removed: June] [added: December] 2024, [removed: Chief Financial Officer for Small Business Services] [added: as Senior Vice President, Global Enterprise Sales] from [removed: May] [added: July] 2021 to March [removed: 2022,] [added: 2023,] and [removed: Chief Financial Officer, Major Account] [added: as Senior Vice President, Sales, Employer] Services [removed: and ADP Canada] [added: International] from [removed: January 2017] [added: June 2015] to [removed: April] [added: June] 2021.
See “Election of Directors” in the Proxy Statement for the Company’s [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
The code of ethics may be viewed online on ADP’s website at www.adp.com under [removed: “Investor Relations”] [added: “About”, “Investors”, “Governance”] in the [removed: “Corporate Governance”] [added: “Governance Documents”] section.
See “Corporate Governance - Committees of the Board of Directors” and “Audit Committee Report” in the Proxy Statement for the Company’s [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
| Joe DeSilva | | | | | | 50 | | | | | | *Executive Vice President, North America and Chief of Operations* | | | | | | 2003 | | |
| David Foskett | | | | | | 49 | | | | | | *President, Global Sales* | | | | | | 2004 | | |
| Peter Hadley | | | | | | 52 | | | | | | *Chief Financial Officer* | | | | | | 2002 | | |
| Virginia Magliulo | | | | | | 56 | | | | | | *Executive Vice President, Employer Services International* | | | | | | 2015 | | |
| Brian Michaud | | | | | | 57 | | | | | | *Executive Vice President, Smart Compliance Solutions & Human Resources Outsourcing* | | | | | | 1991 | | |
David Foskett joined ADP in 2004.
Prior to his appointment as Chief Financial Officer in July 2025, he served as Corporate Treasurer from October 2022 to June 2025, and as President, Asia Pacific from November 2017 to September 2022.
Virginia Magliulo joined ADP in 2015.
Prior to her appointment as Executive Vice President, Employer Services International in October 2021, she served as President, ADP GlobalView from November 2019 to October 2021.
Brian Michaud joined ADP in 1991.
Prior to his appointment as Executive Vice President, Smart Compliance Solutions & Human Resources Outsourcing in November 2024, he served as President, Smart Compliance Solutions & Human Resources Outsourcing from February 2024 to September 2024, as President, Smart Compliance Solutions from April 2021 to January 2024 and as President, Human Resources Outsourcing and Comprehensive Services from February 2020 to March 2021.
| John Ayala | | | | | | 57 | | | | | | *Chief Operating Officer* | | | | | | 2002 | | |
| Joe DeSilva | | | | | | 49 | | | | | | *President, Global Sales* | | | | | | 2003 | | |
| Don McGuire | | | | | | 64 | | | | | | *Chief Financial Officer* | | | | | | 1998 | | |
Prior to joining ADP, he served as Vice President, HR, EMEA with Allergan plc.
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.
Prior to joining ADP, he was an HR consultant.
Don McGuire joined ADP in 1998.
Prior to his appointment as Chief Financial Officer in October 2021, he served as President, Employer Services International from June 2018 to September 2021, as President, Global Enterprise Solutions EMEA/Streamline from July 2016 to June 2018, as Senior Vice President, General Manager, Asia Pacific Region from December 2012 to June 2016, and as General Manager, ADP United Kingdom/Ireland from September 2007 to December 2012.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
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: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
See “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information” in the Proxy Statement for the Company’s [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
See “Election of Directors” and “Corporate Governance” in the Proxy Statement for the Company’s [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services
62 rewritten, 5 added, 8 removed, 117 unchanged
See “Independent Registered Public Accounting Firm's Fees” in the Proxy Statement for the Company's [removed: 2024] [added: 2025] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Statements of Consolidated Earnings - years ended June 30, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]
Statements of Consolidated Comprehensive Income - years ended June 30, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]
Consolidated Balance Sheets - June 30, [removed: 2024] [added: 2025] and [removed: 2023][added: 2024]
Statements of Consolidated Stockholders' Equity - years ended June 30, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]
Statements of Consolidated Cash Flows - years ended June 30, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]
| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [removed: [89](#iabc1b0ea0917488d905da89fddc12841_211)] [added: [94](#i4bb2eb3a87264b648d704523ed478740_223)] | | |
| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit41q4fy24.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit41q4fy25.htm)] | | | Description of Common Stock | | |
| [removed: [4.3](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm)] [added: [4.3](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm)] | | | Form of First Supplemental Indenture between Automatic Data Processing, Inc. and [removed: Wells Fargo Bank,] [added: U.S. Bank] National Association, as trustee - incorporated by reference to Exhibit 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated [added: August 11, 2020] and filed on [removed: September 15, 2015] [added: August 13, 2020] | | |
| [removed: [4.4](http://www.sec.gov/Archives/edgar/data/8670/000119312515319897/d63258dex41.htm)] [added: [4.10](https://www.sec.gov/Archives/edgar/data/8670/000119312525116011/d131432dex41.htm)] | | | Form of [removed: 3.375%] [added: 4.750%] Senior Note due [removed: 2025 -] [added: 2032 –] incorporated by reference to Exhibit [removed: B] [added: A] to Exhibit 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated [added: May 5, 2025] and filed on [removed: September 15, 2015] [added: May 8, 2025] | | |
| [removed: [4.5](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm)] [added: [4.5](https://www.sec.gov/Archives/edgar/data/0000008670/000119312521162076/d493863dex41.htm)] | | | Form of [removed: First] [added: Second] Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank National Association, as trustee - incorporated by reference to Exhibit 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated [removed: August] [added: May] 11, [removed: 2020] [added: 2021] and filed on [removed: August 13, 2020] [added: May 14, 2021] | | |
| [removed: [4.6](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm)] [added: [4.4](https://www.sec.gov/Archives/edgar/data/8670/000095010320015728/dp134214_ex0401.htm)] | | | Form of 1.250% Senior Note due 2030 - incorporated by reference to Exhibit A to Exhibit 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated August 11, 2020 and filed on August 13, 2020 | | |
| [removed: [4.7](https://www.sec.gov/Archives/edgar/data/8670/000119312521162076/d493863dex41.htm)] [added: [4.9](https://www.sec.gov/Archives/edgar/data/8670/000119312525116011/d131432dex41.htm)] | | | Form of [removed: Second] [added: Fourth] Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank [added: Trust Company,] National Association, as trustee [removed: -] [added: –] incorporated by reference to Exhibit 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated May [removed: 11, 2021] [added: 5, 2025] and filed on May [removed: 14, 2021] [added: 8, 2025] | | |
| [removed: [4.8](https://www.sec.gov/Archives/edgar/data/8670/000119312521162076/d493863dex41.htm)] [added: [4.6](https://www.sec.gov/Archives/edgar/data/0000008670/000119312521162076/d493863dex41.htm)] | | | Form of 1.700% Senior Note due 2028 - incorporated by reference to Exhibit A to 4.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated May 11, 2021 and filed on May 14, 2021 | | |
| [removed: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014224001814/eh240501584_ex1001.htm)] [added: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014225001700/eh250647311_ex1001.htm)] | | | 364-Day Credit Agreement, dated as of June [removed: 28, 2024,] [added: 27, 2025,] 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: 28, 2024] [added: 27, 2025] | | |
| [removed: [10.2](https://www.sec.gov/Archives/edgar/data/8670/000095014223001907/eh230374965_ex1002.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/8670/000095014225001700/eh250647311_ex1002.htm)] | | | Five-Year Credit Agreement, dated as of June [removed: 30, 2023,] [added: 27, 2025,] 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 and filed on June [removed: 30, 2023] [added: 27, 2025] | | |
| [removed: [10.6](http://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] [added: [10.6](https://www.sec.gov/Archives/edgar/data/8670/000000867014000015/exhibit108.htm)] | | | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers, as amended - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | | |
| [10.7](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 [added: - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023] (Management Compensatory Plan) | | |
| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/8670/000000867012000004/exhibit10_2.htm)] [added: [10.19](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] | | | French Sub Plan under the [removed: 2008] [added: 2018] Omnibus Award Plan [removed: effective as of] [added: (Adopted] January [removed: 26, 2012] [added: 15, 2019) (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: March] [added: December] 31, [removed: 2012] [added: 2018] (Management Compensatory Plan) | | |
| [removed: [10.14](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1022q4fy16.htm)] [added: [10.13](https://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: [10.15](http://www.sec.gov/Archives/edgar/data/8670/000120677412003634/exhibit10-33.htm)] [added: [10.14](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: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit106q3fy15.htm)] [added: [10.15](https://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: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1034q4fy16.htm)] [added: [10.16](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 Corporate Officers) - incorporated by reference to Exhibit 10.34 to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, 2016 (Management Compensatory Plan) | | |
| [removed: [10.18](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] [added: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] | | | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan for grants beginning September 1, 2017 (Management Compensatory Plan) - incorporated by reference to Exhibit 10.34 to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | | |
| [removed: [10.19](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit101q2fy24.htm)] [added: [10.18](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 [removed: Company's] [added: Company’s] Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | | |
| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] [added: [10.28](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit104q2fy24.htm)] | | | [removed: French Sub Plan] [added: Form of Performance Stock Unit Award Agreement] under the 2018 Omnibus Award Plan [removed: (Adopted January 15, 2019) (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.1] [added: 10.4] to the [removed: Company's] [added: Company’s] Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, [removed: 2018] [added: 2023] (Management Compensatory Plan) | | |
| [removed: [10.21](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1001.htm)] [added: [10.20](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1001.htm)] | | | Form of Stock Option Grant Agreement under the 2018 Omnibus Award Plan (Management Compensatory Plan) - incorporated by reference to Exhibit 10.1 to the [removed: Company's] [added: Company’s] Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | | |
| [removed: [10.22](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1002.htm)] [added: [10.22](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 [removed: (Management Compensatory Plan)] [added: for grants beginning September 1, 2022] - incorporated by reference to Exhibit [removed: 10.2] [added: 10.29] to the [removed: Company's Current] [added: Company’s 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, 2022] (Management Compensatory Plan) | | |
| [removed: [10.23](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1003.htm)] [added: [10.23](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan [removed: (Management Compensatory Plan)] [added: for grants beginning September 1, 2022] - incorporated by reference to Exhibit [removed: 10.3] [added: 10.30] to the [removed: Company's Current] [added: Company’s 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, 2022] (Management Compensatory Plan) | | |
| [removed: [10.24](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] [added: [10.21](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] | | | Form of Stock Option Grant Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 2021 - incorporated by reference to Exhibit 10.31 to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, 2021 (Management Compensatory Plan) | | |
| [removed: [10.25](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1032q4fy21.htm)] [added: [10.25](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1032q4fy23.htm)] | | | Form of [removed: Restricted Stock and Restricted] [added: Performance] Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2021] [added: 2023] - incorporated by reference to Exhibit 10.32 to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2021] [added: 2023] (Management Compensatory Plan) | | |
| [removed: [10.26](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1033q4fy21.htm)] [added: [10.24](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1031q4fy23.htm)] | | | Form of [removed: Performance] [added: Restricted] Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2021] [added: 2023] - incorporated by reference to Exhibit [removed: 10.33] [added: 10.31] to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2021] [added: 2023] (Management Compensatory Plan) | | |
| [removed: [10.27](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] [added: [10.27](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit103q2fy24.htm)] | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan [removed: for grants beginning September 1, 2022] [added: (non-three-year vesting schedule)] - incorporated by reference to Exhibit [removed: 10.29] [added: 10.3] to the [removed: Company's Annual] [added: Company’s Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the fiscal [removed: year] [added: quarter] ended [removed: June 30, 2022] [added: December 31, 2023] (Management Compensatory Plan) | | |
| [removed: [10.28](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] [added: [10.26](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit102q2fy24.htm)] | | | Form of [removed: Performance] [added: Restricted] Stock Unit Award Agreement under the 2018 Omnibus Award Plan [removed: for grants beginning September 1, 2022] [added: (three-year vesting schedule)] - incorporated by reference to Exhibit [removed: 10.30] [added: 10.2] to the [removed: Company's Annual] [added: Company’s Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the fiscal [removed: year] [added: quarter] ended [removed: June 30, 2022] [added: December 31, 2023] (Management Compensatory Plan) | | |
| [removed: [10.29](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1031q4fy23.htm)] [added: [10.29](https://www.sec.gov/Archives/edgar/data/0000008670/000000867022000046/exhibit101q1fy23.htm)] | | | [removed: Form] [added: ADP Canada Co. Supplementary Excess Retirement Plan, Amended and Restated as] of [removed: Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September] [added: August] 1, [removed: 2023] [added: 2018 (Management Compensatory Plan)] - incorporated by reference to Exhibit [removed: 10.31] [added: 10.1] to the [removed: Company's Annual] [added: Company’s Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the fiscal [removed: year] [added: quarter] ended [removed: June] [added: September] 30, [removed: 2023 (Management Compensatory Plan)] [added: 2022] | | |
| [removed: [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)] [added: [97.1](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000024/exhibit971q4fy24.htm)] | | | [removed: Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 2023] [added: Automatic Data Processing, Inc. Clawback Policy] - incorporated by reference to Exhibit [removed: 10.32] [added: 97.1] to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023 (Management Compensatory Plan)] [added: 2024] | | |
| [removed: [10.34](https://www.sec.gov/Archives/edgar/data/0000008670/000000867022000046/exhibit101q1fy23.htm)] [added: [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867025000015/exhibit31q3fy25.htm)] | | | [removed: ADP Canada Co. Supplementary Excess Retirement Plan,] Amended and Restated [removed: as] [added: By-laws] of [removed: August 1, 2018 (Management Compensatory Plan)] [added: the Company, dated April 28, 2025] - incorporated by reference to Exhibit [removed: 10.1] [added: 3.1] to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: September 30, 2022] [added: March 31, 2025] | | |
| [removed: [10.35](https://www.sec.gov/Archives/edgar/data/0000008670/000000867021000035/exhibit101q1fy22.htm)] [added: [10.30](https://www.sec.gov/Archives/edgar/data/8670/000000867025000007/exhibit101q2fy25.htm)] | | | [removed: Compensation letter for Don McGuire, dated September 2021,] [added: Separation Agreement] and [removed: relocation addendum,] [added: Release,] dated [removed: October 26, 2021,] [added: January 27, 2025,] by and between [added: John C. Ayala and] Automatic Data Processing, Inc. [removed: and Don McGuire] - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: September 30, 2021] [added: December 31, 2024] | | |
| [removed: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit21q4fy24.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit21q4fy25.htm)] | | | Subsidiaries of the Company | | |
| [removed: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit23q4fy24.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit23q4fy25.htm)] | | | Consent of Independent Registered Public Accounting Firm | | |
| [4.7](https://www.sec.gov/Archives/edgar/data/0000008670/000119312524215880/d885263dex41.htm) | | | Form of Third Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank Trust Company, National Association, as trustee – incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated September 4, 2024 and filed on September 9, 2024 | | |
| [4.8](https://www.sec.gov/Archives/edgar/data/0000008670/000119312524215880/d885263dex41.htm) | | | Form of 4.450% Senior Note due 2034 – incorporated by reference to Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated September 4, 2024 and filed on September 9, 2024 | | |
| [10.31](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit1031q4fy25.htm) | | | Separation Agreement and Release, dated August 1, 2025, by and between Don McGuire and Automatic Data Processing, Inc. | | |
| Current | | | | | | $ | 52,223 | | | | | $ | 24,277 | | | | | $ | 316 | | | | | $ | (29,716) | | (B) | | | | | | $ | 47,100 | |
| Deferred tax valuation allowance | | | | | | $ | 11,119 | | | | | $ | 809 | | | | | $ | 12,817 | | | | | $ | (981) | | | | | | | | $ | 23,764 | |
| [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 | | |
| [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 (three-year vesting schedule) - incorporated by reference to Exhibit 10.2 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) | | |
| [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 - incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | | |
| [10.36](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000008/exhibit101q2fy23.htm) | | | Separation Agreement and Release, dated January 30, 2023, by and between Don Weinstein and Automatic Data Processing, Inc. - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2022 | | |
| [97.1](https://www.sec.gov/Archives/edgar/data/8670/000000867024000024/exhibit971q4fy24.htm) | | | Automatic Data Processing, Inc. Clawback Policy | | |
| Current | | | | | | $ | 79,568 | | | | | $ | (1,893) | | | | | $ | 1,413 | | | | | $ | (22,320) | | (B) | | | | | | $ | 56,768 | |
| Deferred tax valuation allowance | | | | | | $ | 13,377 | | | | | $ | 8,563 | | | | | $ | (250) | | | | | $ | (2,823) | | | | | | | | $ | 18,867 | |
An excerpt. Shown here: 40 of 62 rewritten, all 5 added and all 8 removed. The counts are complete. For every sentence, read Item 14. Principal Accounting Fees and Services in the FY2025 filing and the FY2024 filing.