Automatic Data Processing (ADP) 10-K risk factor changes: FY2026 vs FY2025
The 2026-06-30 10-K against the 2025-06-30 one, compared heading by heading and sentence by sentence.
Item 1A39 rewritten19 added15 removed138 unchanged
All filing items938 rewritten311 added263 removed1,816 unchanged
Summary
counted, not written
- Item 1A lists 14 risk factor headings: 0 new, 1 reworded and 13 unchanged since FY2025. 0 headings from FY2025 no longer appear.
- Sentence by sentence, 311 added, 263 removed, 938 rewritten and 1,816 unchanged across 15 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2025.
Removed Item 1A headings (0)
Every FY2025 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (1)
- Failure to comply with anti-corruption laws and regulations, [added: antitrust and competition laws and regulations,] economic and trade sanctions, anti-money laundering laws and regulations, and similar laws could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences
A heading is new when no FY2025 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 FY2026; struck-through words were in FY2025. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
39 rewritten, 19 added, 15 removed, 138 unchanged
[added: For example, a change in regulations either decreasing the amount of taxes to be] withheld or allowing less time to remit taxes to government authorities would adversely impact average client balances and, thereby, adversely impact interest income from investing client funds before such funds are remitted to the applicable tax authorities.
Changes in laws or regulations [added: have caused, and] could [removed: also cause] [added: in the future cause,] us to modify our client funds investment strategy, which may reduce the interest income earned on such funds.
The risk of failing to receive such payments from PEO clients [removed: could be] [added: is] magnified during significant financial or other disruptions or catastrophic events, such as the failure of a bank with whom a significant number of PEO clients may bank at the time, or more widespread stress or failure within the U.S. banking system.
Failure to comply with anti-corruption laws and regulations, [added: antitrust and competition laws and regulations,] economic and trade sanctions, anti-money laundering laws and regulations, and similar laws could have a materially adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences
Regulators worldwide continue to exercise a high level of scrutiny with respect to anti-corruption, [added: antitrust and competition,] economic and trade sanctions, and anti-money laundering laws and regulations.
We operate our business around the [removed: world,] [added: world and continue to expand globally,] including in numerous developing economies where companies and government officials are more likely to engage in business practices that are prohibited by domestic and foreign laws and regulations, including the United States Foreign Corrupt Practices Act and the U.K. Bribery Act 2010.
In addition, some of our businesses and entities in the U.S. and a number of other countries in which we operate are subject to anti-money laundering laws and regulations, including, for example, The Bank Secrecy Act of 1970, as amended [removed: by the USA PATRIOT Act of 2001] (the “BSA”).
Among other things, [removed: the BSA requires] [added: anti-money laundering laws and regulations require] certain financial institutions, including banks and money services businesses (such as national trust banks and providers of prepaid access like us), to develop and implement risk-based anti-money laundering programs, report large cash transactions and suspicious activity, and maintain transaction records.
ADP Canada Co. is [removed: a] registered [removed: entity with FINTRAC] as a Money [added: Services Business with FINTRAC and a Payment] Service [removed: Business.][added: Provider with the Bank of Canada.]
We have implemented policies and procedures to monitor and address compliance with applicable anti-corruption, [added: antitrust and competition,] economic and trade sanctions and anti-money laundering laws and regulations, and we regularly review, upgrade and enhance our policies and procedures.
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 [added: procedures will be adequate or will be determined to be adequate by regulators.]
Any violations of applicable anti-corruption, [added: antitrust and competition,] economic and trade sanctions or anti-money laundering laws or regulations could limit certain of our business activities until they are satisfactorily remediated and could result in civil and criminal penalties, including fines, which could damage our reputation and have a materially adverse effect on our results of operations or financial condition.
Further, bank regulators continue to impose additional and stricter requirements on banks to ensure they are meeting their [removed: BSA] [added: anti-money laundering] obligations, and banks are increasingly viewing money services businesses and third-party senders to be higher risk customers for money laundering.
As a result, our banking partners that assist [added: us] in processing our money movement transactions may limit the scope of services they provide to us or may impose additional material requirements on us.
[removed: These laws, which are not uniform, generally do one or more of the following: regulate the collection, storage, hosting,] transfer (including in some cases, the transfer outside the country of collection), processing, disclosure, use, security and retention and destruction of personal information; require notice to individuals of privacy practices; give individuals certain access and correction rights with respect to their personal information; and regulate the use or disclosure of personal information for secondary purposes such as marketing.
As part of our overall data protection compliance program in connection with the GDPR, we implemented Binding [added: 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 are increasingly leveraging AI and ML in our solutions and service delivery and are [removed: exploring how best] [added: continuing] to integrate [removed: generative] AI [removed: technologies] [added: technologies, including generative] and [added: agentic AI, to] develop and deploy capabilities that are beneficial to our clients and their employees.
Our use of [added: AI, including] generative [removed: AI] [added: and agentic AI,] in our products and operations also introduces additional risks, including risks related to accuracy, bias, [added: discrimination,] transparency, security, and [removed: privacy.][added: privacy, that could expose us to regulatory investigations, enforcement actions, litigation and reputational damage.]
[added: 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 conduct by third parties or our personnel, or as a result of increased use of [removed: generative] AI [removed: tools] [added: tools, including generative and agentic AI,] by us or our vendors.
[removed: In addition, use] of [removed: AI tools may result in the release of] confidential or proprietary information which could limit our ability to protect, or prevent us from protecting, our intellectual property rights.
We may also be obligated to indemnify our clients, vendors or partners in [added: connection with any such claim or litigation.]
Nonetheless, the global environment continues to grow increasingly hostile as attacks on information technology systems continue to grow in frequency, [removed: complexity and] [added: speed, complexity,] sophistication [added: and effectiveness] (including due to the use of AI), and we are regularly targeted by unauthorized parties using malicious tactics, code and viruses.
The techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change [removed: frequently,] [added: frequently and] are [added: increasingly more complex, sophisticated and effective (including due to the use of AI).]
Hardware, software, applications or services that we develop or procure from authorized third parties, or are required by governmental or law enforcement agencies to install on our systems, may contain defects in design or manufacture or other problems that could (or in respect of third party software, may be designed to) compromise the confidentiality, integrity or availability of data or our [removed: systems.]
Further, while we perform due diligence prior to acquisitions and take actions to safeguard the businesses that we acquire, these businesses may not have invested as significantly as we do in security and technology and may be more susceptible to [added: cybersecurity incidents, which may make us more vulnerable to cybersecurity incidents as well.]
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, [added: exploitation of previously unknown "zero-day" vulnerabilities,] or similar act by an unauthorized party (which could include our personnel) with respect to our businesses or our authorized third parties’ businesses, or inadvertent acts or inactions by our 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.
[added: 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.
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][added: meet client needs and preferences, the demand for our solutions and services may materially diminish]
Our businesses operate in industries that are subject to rapid technological advances (such as [added: generative and agentic] AI) and changing client needs and preferences.
As new technologies (such as [added: generative and agentic] AI) continue to emerge, they may be disruptive to the HCM industry.
[removed: The COVID-19 outbreak created, and such other] [added: Such] events may [removed: create,] [added: create] significant volatility and uncertainty and economic and financial market disruption.
[added: 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 [removed: can] resume.
Trade, [added: including the imposition of tariffs or other trade restrictions,] monetary and fiscal policies, and political and economic conditions may substantially change, and credit markets may experience periods of constriction and volatility.
A slowdown in the economy or other negative changes, including in employment [removed: levels,] [added: levels (as a result of AI or otherwise),] the level of interest rates or the level of inflation, may have a negative impact on our businesses.
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 [added: available-for-sale securities in our funds held for clients to satisfy our short-term funding requirements.]
We publicly share certain information about our corporate social responsibility initiatives and we may face [removed: increased scrutiny related to these initiatives.]
[added: Further,] regulations, standards and reporting 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 ability to grow and provide our clients with competitive services is, to an important degree, dependent on our ability to attract and retain highly skilled and motivated people reflecting [removed: diverse perspectives and] the diversity of our communities and clients.
For our PEO to sponsor many of its employee benefit plan offerings, it must qualify as the employer of the WSEs under certain provisions of the Internal Revenue Code and ERISA.
Additionally, our PEO’s status as an employer for purposes of ERISA is important because ERISA preempts certain state laws that could limit our PEO’s ability to offer certain benefit plan offerings as we do today.
The definition of employer under the Internal Revenue Code and ERISA is not uniform and there is no definitive judicial or legislative interpretation of employer in the context of PEOs.
Because many of our PEO employee benefit plan offerings are subject to ERISA, our PEO must administer and operate these plans in accordance with ERISA requirements.
We believe that our PEO benefit plans satisfy all applicable ERISA requirements, but if it were determined that the PEO benefit
plans fail to satisfy any such requirements, our PEO would likely be required to modify its current business model, and the PEO could be subject to material fines or penalties.
Any such event could have an adverse impact on our financial results and liquidity.
These laws, which are not uniform, generally do one or more of the following: regulate the collection, storage, hosting,
In addition, laws and regulations covering marketing, advertising, and email, telephone and text messaging communications, including the Telephone Consumer Protection Act, are applicable to our business.
Claims that we have violated such laws or regulations could expose us to costly litigation, and if successful, significant statutory damages or other liabilities that could adversely affect our reputation, business, financial condition or results of operations.
In addition, use of AI tools may result in the release
As AI technologies, including generative and agentic AI, continue to evolve, threat actors are increasingly leveraging these technologies to enhance the sophistication, scale, speed and effectiveness of cyberattacks making them more difficult to detect and defend against.
The adoption and deployment of AI technologies within our and our authorized third parties’ solutions, services, and systems may also introduce novel security, data governance and operational risks.
systems.
As our reliance on these third-party services and systems increases, particularly on third-party cloud computing platforms, our exposure to service interruptions and performance or quality issues could be impacted.
Our payroll and tax processing services involve the collection, custody and transmission of a significant volume of funds in short-time frames.
Our operations and the systems on which we rely have been, and may in the future be, subject to processing, technological, fraud-related or human errors, as well as failures, delays or disruptions, despite our efforts to design and implement effective processing systems, controls and procedures.
The inability to properly perform our money movement services, operational errors in the performance of these services (including as a result of human or system errors, timing mismatches, settlement failures, unauthorized transactions or failures or delays attributable to financial institutions or other third parties), or our failure to recover any funds from clients could result in significant financial losses, regulatory intervention, fines and penalties, litigation and reputational harm, which could have a material adverse effect on our business, financial condition and results of operations.
increased scrutiny related to these initiatives.
For example, a change in regulations either decreasing the amount of taxes to be
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.
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.
As a
connection with any such claim or litigation.
increasingly more complex and sophisticated (including due to the use of AI).
cybersecurity incidents, which may make us more vulnerable to cybersecurity incidents as well.
From time to time in the
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.
Further,
In addition, the nature of the office environment and remote or hybrid working is changing, which may make it more difficult to attract and retain personnel.
It may also present operational and workplace culture challenges that may adversely affect our business.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
180 rewritten, 58 added, 31 removed, 292 unchanged
The following section discusses our year ended June 30, [removed: 2025] [added: 2026] (“fiscal [removed: 2025”),] [added: 2026”),] as compared to year ended June 30, [removed: 2024] [added: 2025] (“fiscal [removed: 2024”).][added: 2025”).]
A detailed review of our fiscal [removed: 2024] [added: 2025] performance compared to our fiscal [removed: 2023] [added: 2024] performance is set forth in Part II, Item 7 of our Form 10-K for the [removed: fiscal] year ended June 30, [removed: 2024.][added: 2025.]
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 [removed: regulations; changes in, or interpretations of, existing legislation or 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]
During fiscal [removed: 2025,] [added: 2026,] we [removed: continued to make] [added: made] meaningful progress on our Strategic Priorities.
[removed: Lastly,] [added: Additionally,] we continued deploying AI tools [removed: in our products and] across our sales, service, and research and development functions to improve the client experience and drive internal productivity gains.
Highlights from the year ended June 30, [removed: 2025] [added: 2026] include:
- Revenue growth of 7% to [removed: $20,560.9] [added: $21,947.4] million; [removed: 7%] [added: 6%] growth on an organic constant currency
- Earnings before income taxes margin expansion of [removed: 50] [added: 30] bps, and adjusted EBIT margin expansion of [removed: 50] [added: 80] bps
- Diluted and adjusted diluted earnings per share ("EPS") growth of 10% and [removed: 9%,] [added: 11%,] respectively, to [removed: $9.98] [added: $10.94] and [removed: $10.01,] [added: $11.12,] respectively
- Cash returned via shareholder friendly actions of [removed: $3.7B,] [added: $4.7B,] including [removed: $2.4B] [added: $2.6B] of dividends and [removed: $1.3B] [added: $2.1B] of share repurchases
For fiscal [removed: 2025,] [added: 2026,] we delivered strong revenue growth of [removed: 7% both] [added: 7%, 6% growth] on [removed: a reported and] [added: an] organic constant currency basis.
Our [added: United States] pays per control metric, which represents the [added: approximate growth in the] number of employees on ADP clients' [added: processed] payrolls in the United States when measured on a same-store-sales basis for a subset of [added: Employer Services] clients ranging from small to large businesses, grew 1% for the year ended June 30, [removed: 2025] [added: 2026] as compared to the year ended June 30, [removed: 2024.][added: 2025.]
PEO average worksite employees increased [removed: 3%] [added: 2%] for the year ended June 30, [removed: 2025,] [added: 2026,] as compared to the year ended June 30, [removed: 2024.][added: 2025.]
Additionally, our ES new business bookings grew [removed: 3%] [added: 6%] in fiscal [removed: 2025,] [added: 2026,] and [added: our] ES client revenue retention was 92.1%.
We generate sufficient free cash flow to satisfy our cash dividend and our modest debt obligations, which enables us to absorb the impact of downturns and remain steadfast in our [removed: long term] [added: long-term] strategy and commitments to shareholder friendly actions.
We are committed to building upon our past successes by investing in [removed: our business through enhancements in] research and development [added: to enhance our products] and [added: services and] by driving [removed: meaningful transformation] [added: continuous improvement] in the way we operate.
Our financial condition remains solid at June 30, [removed: 2025] [added: 2026] and we remain well positioned to support our associates and our clients.
For the year ended June [removed: 30, respectively:][added: 30:]
| Total Revenues | | | $ | [removed: 20,560.9] [added: 21,947.4] | | | | | $ | [removed: 19,202.6] [added: 20,560.9] | |
| YoY Growth, Organic Constant Currency | | | [removed: 7] [added: 6] | | % | | | | [removed: 6] [added: 7] | | % |
[removed: Revenues] [added: Total revenues] increased in fiscal [removed: 2025] [added: 2026] due to new business started from new business bookings, strong client [added: revenue] retention, an increase in zero-margin benefits [removed: pass-throughs,] [added: pass-throughs of $318.3 million,] an increase in pricing, [added: a 1% year-over-year growth impact of foreign currency, and] an increase in interest on funds held for [removed: clients, and the impact from the WorkForce Software acquisition.][added: clients of $165.7 million.]
Total revenues for fiscal [removed: 2025] [added: 2026] include interest on funds held for clients of [removed: $1,189.1] [added: $1,354.8] million, as compared to [removed: $1,024.7] [added: $1,189.1] million in fiscal [removed: 2024.][added: 2025.]
The increase in interest earned on funds held for clients resulted from an increase in our average [removed: interest rate earned] [added: client funds balances of 7.4%] to [removed: 3.2%] [added: $40.4 billion] in fiscal [removed: 2025,] [added: 2026] as compared to [removed: 2.9% in] fiscal [removed: 2024,] [added: 2025,] coupled with an increase in our average [removed: client funds balances of 6.4%] [added: interest rate earned] to [removed: $37.6 billion] [added: 3.4%] in fiscal [removed: 2025] [added: 2026,] as compared to [added: 3.2% in] fiscal [removed: 2024.][added: 2025.]
| | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | % Change | | | | | | | | |
| Operating expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 9,622.7] [added: 10,240.6] | | | | | $ | [removed: 9,050.1] [added: 9,622.7] | | | | | 6 | | % | | | | | | |
| Research and development | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 988.6] [added: 1,028.8] | | | | | | [removed: 955.7] [added: 988.6] | | | | | | [removed: 3] [added: 4] | | % | | | | | | |
| Depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 486.0] [added: 490.8] | | | | | | [removed: 470.9] [added: 486.0] | | | | | | [removed: 3] [added: 1] | | % | | | | | | |
| Total costs of revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 11,097.3] [added: 11,760.2] | | | | | | [removed: 10,476.7] [added: 11,097.3] | | | | | | 6 | | % | | | | | | |
| Selling, [removed: general] [added: general,] and administrative expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 4,051.7] [added: 4,408.2] | | | | | | [removed: 3,778.9] [added: 4,051.7] | | | | | | [removed: 7] [added: 9] | | % | | | | | | |
| Interest expense | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 455.9] [added: 459.3] | | | | | | [removed: 361.4] [added: 455.9] | | | | | | [removed: 26] [added: 1] | | % | | | | | | |
| Total expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | [removed: 15,604.9] [added: 16,627.7] | | | | | $ | [removed: 14,617.0] [added: 15,604.9] | | | | | 7 | | % | | | | | | |
Operating expenses increased in fiscal [removed: 2025] [added: 2026] due to an increase of [removed: $313.1] [added: $318.3] million [removed: of] [added: in] PEO Services zero-margin benefits pass-through costs to [removed: $4,289.0] [added: $4,607.3] million in fiscal [removed: 2025] [added: 2026] from [removed: $3,975.9] [added: $4,289.0] million in fiscal [removed: 2024.][added: 2025.]
Additionally, operating expenses increased by [removed: $137.3] [added: $188.9] million due to higher service and implementation costs in support of our growing [removed: revenue] [added: revenue, $74.4 million million primarily due to higher hosting, cloud-based service,] and [added: software license costs in support of our products and solutions, and] by [removed: $67.8] [added: $37.1] million due to an increase in costs related to workers' compensation coverage and state unemployment taxes for worksite employees.
Research and development expenses increased in fiscal [removed: 2025] [added: 2026] due to increased costs to develop, support, and maintain our new and existing [removed: products and] [added: products, including] the [added: integration costs associated with the] WorkForce Software acquisition.
Depreciation and amortization increased in fiscal [removed: 2025] [added: 2026] due to the [removed: WorkForce Software acquisition,] amortization of investments in internally developed software primarily for our [removed: next-gen products,] [added: products] and [removed: amortization of] [added: solutions, intangible assets acquired in the WorkForce Software acquisition, and] purchased software, partially offset by lower amortization of customer contracts and lists.
Selling, [removed: general] [added: general,] and administrative expenses increased in fiscal [removed: 2025] [added: 2026] primarily due to increases in selling and marketing expenses of [removed: $184.4] [added: $241.4] million as a result of investments in our sales [removed: organization and] [added: organization,] an increase [removed: from acquisition] [added: in costs] related [removed: costs.][added: to non-recurring, broad-based, company-wide initiatives of $67.2 million and a non-recurring net legal settlement of $18.0 million.]
[removed: Interest expense increased in fiscal 2025 primarily due to an increase] [added: These increases were partially offset by a decrease] of [removed: $51.1] [added: $22.8] million related to commercial paper and reverse repurchase borrowings as a result of [removed: 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 [removed: 50 basis points] [added: 80] and 70 basis points, respectively, [added: offset by an increase in average daily commercial paper borrowings and average reverse repurchase outstanding balances of $0.1 billion and $0.6 billion, respectively,] as compared to fiscal [removed: 2024.][added: 2025.]
| Years ended June 30, | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | $ Change | | |
| Interest income on corporate funds | | | | | | $ | [removed: (319.5)] [added: (371.0)] | | | | | $ | [removed: (241.3)] [added: (319.5)] | | | | | $ | [removed: 78.2] [added: (51.5)] | |
| [removed: Realized losses] [added: Net realized (gains)/losses] on available-for-sale [removed: securities, net] [added: securities] | | | | | | [removed: 1.7] [added: (2.9)] | | | | | | [removed: 5.9] [added: 1.7] | | | | | | [removed: 4.2] | | |
Forward-looking statements are subject to inherent risks and uncertainties.
regulations; changes in, or interpretations of, existing legislation or 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, including as a result of artificial intelligence, fraudulent acts, and system interruptions and failures; employment and wage levels; availability of 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.
The factors identified above are not exhaustive.
We continued to leverage our data advantages, domain expertise, and trusted brand to lead the HCM industry's AI transformation.
ADP Assist became increasingly embedded in our clients' workflows, delivering meaningful time savings and improved accuracy.
Since launching ADP Assist agents in January, we steadily expanded their availability across our payroll, benefits, HR, and compliance solutions, making AI-powered HCM agents accessible to nearly all of our more than 1.1 million clients.
We also launched a dedicated space within ADP Marketplace for our partners' AI agents, further expanding our AI ecosystem.
During the year, we experienced strong enterprise sales momentum for ADP Lyric HCM and the ADP WorkForce Suite, as our unified global payroll, global HR, and global time solutions continued to resonate with clients.
Finally, we remained focused on delivering value through our global scale by providing compliant HCM solutions, local expertise, and trusted relationships wherever our clients operate.
These results are a testament to the meaningful investments we have made in our solutions and the efforts of our associates to deliver exceptional levels of client service.
Interest expense increased in fiscal 2026 primarily due to net increases in interest expense of $25.3 million related to the senior notes issued in fiscal 2026 and 2025, offset by the redemption of a senior note in fiscal 2025.
| Net (gain)/loss on ADP Ventures' investments | | | | | | (8.4) | | | | | | — | | | | | | (8.4) | | |
In fiscal 2026, the Company recognized a net gain of $8.4 million related to investments made through its Corporate Venture Capital arm, ADP Ventures.
For the year ended June 30:
EBIT Margin increased in fiscal 2026 due to contributions from client funds interest revenues, increased interest income on corporate funds, lower amortization of client contracts and lists, and lower interest expense related to commercial paper and reverse repurchase borrowings, partially offset by increased selling and marketing expenses and costs related to non-recurring, broad-based, company-wide initiatives.
The Company repurchased 8.6 million and 4.4 million shares in fiscal 2026 and 2025, respectively.
| Intercompany eliminations | | | | | | (12.1) | | | | | | (12.6) | | | | | | | | | | | | | | | | | | | | | | | | n/m | | | | | | | | | | | | n/m | | | | | | | | |
| | | | | | | $ | 21,947.4 | | | | | $ | 20,560.9 | | | | | | | | | | | | | | | | | | | | | | | 7 | | % | | | | | | | | | | 6 | | % | | | | | | |
| | | | | | | $ | 5,730.3 | | | | | $ | 5,310.1 | | | | | | | | | | | | | | | | | | | | | | | 8 | | % | | | | | | | | | | | | | | | | | | |
| | | | | | | 2026 | | | | | | 2025 | | | | | | YoY Growth | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2026 | | | | | | 2025 | | | | | | $ | | | | | | % | | |
| Optimization initiatives (b) | | | | | | (4.5) | | | | | | 19.4 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Business alignment program (c) | | | | | | 91.1 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net (gain)/loss on ADP Ventures' investments (d) | | | | | | (8.4) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Business alignment program (f) | | | | | | 23.2 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net (gain)/loss on ADP Ventures' investments (f) | | | | | | (2.1) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net earnings | | | | | | $ | 4,413.5 | | | | | $ | 4,079.7 | | | | | | | | | | | 8 | | % | | | | | | | | | | | | | | | | | | | | | | | | |
| Optimization initiatives (b) | | | | | | (4.5) | | | | | | 19.4 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Gain on sale of assets | | | | | | — | | | | | | (2.6) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Business alignment program (c) | | | | | | 91.1 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Income tax benefit from business alignment program (f) | | | | | | (23.2) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net (gain)/loss on ADP Ventures' investments (d) | | | | | | (8.4) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Income tax provision for net (gain)/loss on ADP Ventures' investments (f) | | | | | | 2.1 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Legal settlements (e) | | | | | | 18.0 | | | | | | (0.4) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Business alignment program (c) (f) | | | | | | 0.17 | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Net (gain)/loss on ADP Ventures' investments (d) (f) | | | | | | (0.02) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(b) Represents partial reversals of workforce optimization initiatives from fiscal 2025 and 2024.
Severance charges/(reversals) have been taken in the past and not included as an adjustment to get to adjusted results.
(c) In Q4 2026, we incurred a charge of $91.1 million as part of a corporate-led business alignment program, which is designed to better align our organization and resources with our Strategic Priorities and to streamline the organizational structure.
Costs associated with this program included severance costs of $89.1 million and strategic project costs of $2.0 million.
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.
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.
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.
| | | | 2025 | | | | | | 2024 | | |
Refer to “Analysis of Reportable Segments” for additional discussion of the changes in revenue for each of our reportable segments, Employer Services and Professional Employer Organization (“PEO”) Services.
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.
*Note: Numbers may not foot due to rounding.*
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Other | | | | | | (12.6) | | | | | | (11.8) | | | | | | | | | | | | | | | | | | | | | | | | n/m | | | | | | | | | | | | n/m | | | | | | | | |
| | | | | | | $ | 20,560.9 | | | | | $ | 19,202.6 | | | | | | | | | | | | | | | | | | | | | | | 7 | | % | | | | | | | | | | 7 | | % | | | | | | |
| | | | | | | $ | 5,310.1 | | | | | $ | 4,872.3 | | | | | | | | | | | | | | | | | | | | | | | 9 | | % | | | | | | | | | | | | | | | | | | |
Employer Services' margin increased in fiscal 2025 due to contributions from operating efficiencies for costs of servicing and implementing our clients on growing revenue, and client funds interest revenues discussed above, partially offset by acquisition related expenses.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | 2025 | | | | | | 2024 | | | | | | $ | | | | | | % | | |
Other
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Transformation initiatives (b) | | | | | | 0.1 | | | | | | 5.4 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Optimization initiatives (d) | | | | | | 19.3 | | | | | | 42.0 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Transformation initiatives (e) | | | | | | — | | | | | | 1.3 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Income tax benefit for optimization initiatives (e) | | | | | | (4.8) | | | | | | (10.5) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Optimization initiatives (d) (e) | | | | | | 0.03 | | | | | | 0.08 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(b) The charges in fiscal 2024 include consulting costs relating to our company-wide transformation initiatives.
(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.
repaid in early July 2025.
total $31,343.3 million, and were recorded in client funds obligations on our Consolidated Balance Sheets.
Separately, ADP Indemnity paid a premium of $278.0 million in July 2025 to enter into a reinsurance agreement with Chubb to cover substantially all losses incurred by ADP Indemnity for the fiscal 2026 policy year.
An excerpt. Shown here: 40 of 180 rewritten, 40 of 58 added and all 31 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 FY2026 filing and the FY2025 filing.
Item 1. Business
77 rewritten, 49 added, 104 removed, 157 unchanged
][added: fy231.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/adp-20260630_g1.jpg)]
[removed: ][added: ]
[removed: From] [added: We support every HCM need of our clients from] HR, payroll, time and benefits to HR outsourcing, talent, compliance and retirement, [removed: our solutions span] [added: across] the entire employee [removed: experience from hire to retire.][added: experience.]
Our [removed: leading technology] [added: industry-leading data, global scale] and [removed: commitment to] [added: reach, and deep domain expertise shape our trusted] service [removed: excellence] [added: model and] are at the core of our relationship with each one of our clients, which span over 140 countries and territories.
[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 [removed: on] [added: against] our three strategic [removed: priorities:][added: priorities rooted in our structural advantages:]
[removed: ][added: ]
[removed: - Provide Unmatched Expertise and Outsourcing Solutions.] Our clients look to us as a source of expertise to understand key HR trends and best practices, employment and related legislation and regulations, and to offer thoughtful strategies to utilize HCM technology to achieve their business objectives and support their workforce.
We [removed: will] continue to build on these strengths to further improve our client experience, and to add to our global footprint to [removed: further] meet our clients where they choose to do [removed: business and address their needs for a distributed and flexible workforce.][added: business.]
We continue to build more relationships with [removed: partners, such as through the ADP Marketplace, in order] [added: best-in-class providers] to [removed: provide] [added: give] clients [removed: with] seamless integrations and customizations that simplify their HR processes and [removed: best] address their unique [removed: needs.][added: needs, whether through embedded payroll offerings or partner solutions available through the ADP Marketplace.]
[removed: And we intend to grow] our [removed: sales organization and continue to invest in best-in-class sales technology to not only optimize the purchase experience but to also empower our] sellers to provide the deep expertise and insights our clients require to ensure they have the right HCM solutions to help them achieve their objectives and make a meaningful impact for their employees.
[removed: ][added: ]
[removed: recognizes the importance of accountability, transparency, privacy, explainability and governance, and in furtherance of those goals has established] [added: ADP maintains strong governance through] an active AI & Data Ethics [removed: Committee,] [added: Council,] 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, [removed: ML] [added: machine learning (“ML”)] and data.
[removed: This led to our establishment of] [added: We additionally have] an interdisciplinary working group across ADP [removed: to determine] [added: that determines] governance for use cases and [removed: adoption of a] [added: the] set of principles and processes [removed: to] [added: that] govern the use of these [removed: newer] technologies, including operational monitoring of recommendations made by AI and ML technologies.
These solutions address critical client needs and include: Payroll Services, Benefits Administration, Talent Management, [removed: HR Management,] Workforce [removed: Management,] [added: Management Solutions,] Compliance [removed: Services, Insurance] [added: Solutions, Human Resources Management, Retirement] Services and [removed: Retirement] [added: Insurance] Services.
Our PEO business, called ADP TotalSource®, is our full-service PEO that offers expert guidance, user-friendly technology, comprehensive employee benefits, and a risk management, safety, and workers’ compensation program as part of a co-employment arrangement in which employees who work for a client (referred to as “worksite employees”) are co-employed by [removed: us and] the [removed: client.][added: client and us.]
Integrated HCM Solutions. Our premier suite of HCM [removed: products offers complete] solutions [removed: that assist] [added: support] employers of all types and sizes [removed: in all stages of] [added: across] the [added: entire] employment cycle, from recruitment to retirement.
- RUN Powered by [removed: ADP] [added: ADP®, serving over 980,000 small businesses,] is an all-in-one platform designed specifically for small businesses to simplify payroll, HR, and compliance.
- ADP Workforce [removed: Now] [added: Now®] is a flexible HCM solution used [removed: across] [added: by over 90,000] mid-sized and large businesses in North America to manage their employees.
[added: More businesses use ADP] Workforce Now in North America than any other HCM solution designed for both mid-sized and large businesses.
- ADP [removed: Lyric] [added: 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.
Businesses using Lyric also benefit from comprehensive end-to-end service support, with an emphasis on global compliance [added: support] and expertise.
Lyric integrates generative AI technology with ADP’s unmatched dataset, helping to support decision-making, drive efficiency and personalize employee experiences based on attributes of role, geographic location, typical behaviors, and [removed: anticipated need.]
[removed: Global Payroll.] [added: Payroll Services.] We pay [removed: over] [added: approximately] 26 million (approximately 1 out of every 6) workers in the United States.
Our talent activation solutions [removed: include StandOut® powered by ADP, which provides] [added: provide] team leaders with data and insights to drive employee engagement and leadership development, which in turn help drive employee performance.
Workforce [removed: Management.] [added: Management Solutions.] ADP’s Workforce Management offers a range of solutions to over [removed: 140,000] [added: 160,000] employers of all sizes, including time and attendance, absence management and scheduling tools.
[removed: Compliance Solutions. ADP’s Compliance Solutions] [added: As the complexity of payroll, tax and employment-related compliance grows in the AI era, the solution] provides industry-leading expertise in payment compliance and employment-related tax matters that complement the payroll, HR and ERP systems of our clients.
In our fiscal year ended June 30, [removed: 2025,] [added: 2026,] in the United States, we processed and delivered more than [removed: 78] [added: 79] million employee year-end tax statements and moved more than [removed: $3.3] [added: $3.5] trillion in client funds to our clients’ employees, tax authorities and other payees.
Our offerings within [removed: Compliance Solutions] [added: ADP SmartCompliance] include employment tax services, W-2 management, business tax credits, [added: ACA compliance,] I-9 management, employment verification, [added: offboarding,] wage garnishment and [added: payment solutions, which includes] Wisely by ADP, our paycard [removed: solution.][added: offering.]
Insurance Services. ADP’s Insurance Services business, in conjunction with our licensed insurance agency, Automatic Data Processing Insurance Agency, Inc., facilitates access in the United States to workers’ compensation and group health insurance for over [removed: 260,000] [added: 280,000] small and mid-sized clients through a variety of insurance carriers.
[added: Our automated Pay-by-Pay® premium payment] program calculates and collects workers’ compensation premium payments each pay period, simplifying this task for employers.
Retirement Services. ADP Retirement Services helps over [removed: 190,000] [added: 210,000] employers in the United States administer various types of retirement plans, such as [removed: traditional and Roth 401(k)s, profit sharing (including new comparability),] SIMPLE and SEP IRAs, [added: starter 401(k)s, traditional 401(k) plans (including Pooled Employer Plans - PEPs), 403(b) plans,] and [removed: executive deferred compensation] [added: non-qualified retirement] plans.
[removed: platform offered through] ADP [removed: Broker-Dealer, Inc.] [added: Retirement Services provides recordkeeping and administrative services, combined with an investment platform] that gives our [removed: clients’ employees] [added: clients] access to a wide range of non-proprietary investment options and online tools to [removed: monitor the performance of] [added: easily manage] their [removed: investments.][added: plan.]
As a leader in the growing HR Outsourcing market, we partner with clients [added: of all sizes] from [removed: small, mid-sized and] [added: small local businesses to] large enterprise organizations, [removed: offering a full range of premium services and seamless technology for] [added: to manage their most critical workforce functions including] HR, benefits, payroll, and talent management.
[removed: We] [added: With premium services and seamless technology, we] help organizations streamline processes, reduce the daily workload and reduce compliance risk while [removed: also gaining a] [added: serving as their trusted] partner to navigate HR [removed: challenges.][added: needs with precision, compliance and confidence.]
Whether a client chooses our PEO or HRO/Managed Services, we offer solutions tailored to a client’s specific needs and provide day-to-day expertise, guidance and [removed: tools, all personalized to meet their unique needs.][added: tools.]
Professional Employer Organization. ADP TotalSource is enabled by [added: the] ADP Workforce Now [added: technology] and offers small and mid-sized businesses a comprehensive HR outsourcing solution through a co-employment model.
With our cloud-based HCM software at the core, we serve more than [removed: 18,000] [added: 19,000] clients and more than [removed: 750,000] [added: 770,000] worksite employees in all 50 U.S. states.
ADP TotalSource is also an Employer Services Assurance [removed: Corporation accredited] [added: Corporation-accredited] PEO, which demonstrates that ADP meets the industry’s high standards and has the experience and financial stability to fulfill the needs of the businesses it serves.
ADP Comprehensive Services. ADP Comprehensive Services combines personalized, high-touch support with our market-leading ADP Workforce Now platform to offer a one-stop suite of managed services [removed: solutions that are] tailored to the specific needs of businesses of all sizes.
In the 77 years since, we have led the Human Capital Management (“HCM”) industry in innovation.
We were the first in HCM to deliver automation, move to the cloud, provide a mobile app, and create an online marketplace.
Today, we continue that legacy with artificial intelligence (“AI”), building AI into the very core of how we orchestrate, govern and execute HR and pay processes for real-world outcomes.
As AI adds new layers of complexity to managing the workforce infrastructure that makes business possible, our clients need a partner they can trust.
As the trusted, service-driven, and AI-enabled partner for HCM, we deliver services powered by deep domain expertise, workforce data, and global scale to help organizations manage their most critical workforce functions with precision, compliance and confidence.
Our mission is to help our clients manage the workforce infrastructure that makes business possible, whether they're a Fortune 500® company or a small local business.
AI is reshaping how work gets done at the task level, but that does not eliminate the need to manage it.
In fact, AI has added new layers of complexity for business and ADP is purpose-built for this challenge.
ADP brings 77 years of workforce expertise and global scale to payroll, compliance, and workforce management, and these advantages set us apart.
Together, these strengths allow us to solve our clients' challenges with HCM solutions that reduce friction, deliver smart insights to drive decisions, and ultimately empower people at work without replacing their human judgment.
- Lead with Best-in-Class HCM Technology. We design and develop world-class, AI-enabled HCM platforms that simplify work and help organizations manage their most critical workforce functions with precision, compliance and confidence in the AI era.
Unlike generalized AI tools, our AI is built into the very core of how we orchestrate, govern, and execute HR and pay processes for real-world outcomes.
Our global data platform, named “2026 Data Solution of the Year for HR” in the Data Breakthrough Awards, is the foundation of the advantage we bring to our clients.
Spanning over 1.1 million clients and 42 million workers across roles, industries and geographies, we have the industry's largest workforce dataset.
In the U.S., we pay one in six workers and moved $3.5 trillion in fiscal year 2026, giving us unique insights into the workforce and its emerging trends.
AI is only as good as the data it is trained on, and this advantage compounds over time.
Every ADP Assist AI Agent is grounded in ADP's institutional knowledge.
The result is persona-based agents tailored for employees, managers, HR and payroll practitioners, all informed by ADP's data advantage.
Our approach to AI agents earned ADP recognition as one of *Fast Company's* 2026 “Most Innovative Companies,” with ADP earning the number one spot among HR companies for its purpose-built approach to designing AI tools that solve real client challenges and empower people at work.
- Provide Unmatched Expertise and Outsourcing Solutions. Our products, services, and solutions are built on 77 years of hands-on experience with HR processes, workflows, exceptions and regulatory nuance.
ADP pairs AI-driven efficiency with expert human judgment.
Our clients have access to real experts for unique and unprecedented situations and we are designed to execute with precision when it matters most.
ADP serves clients in over 140 countries and territories with 67,000 associates delivering solutions for our clients' global operations.
With direct integration to tens of thousands of government entities, tax authorities, and banking institutions, our global footprint provides a “final mile” ecosystem that is hard to replicate.
As AI accelerates regulatory fragmentation, our scale and compliance infrastructure become even more critical to our clients' success.
We have strategically focused on delivering a single, unified, consistent and easy to navigate experience for our global and multinational clients, leaning into our strength in global payroll and expanding our HR and workforce management solutions.
And we intend to continue to invest in our sales organization and best-in-class sales technology to not only optimize the purchase experience but to empower
ADP's Commitment to Responsible AI
Clients have relied on ADP through decades of change and complexity.
In the AI era, our commitment to responsible AI reinforces ADP's position as the trusted partner for HCM.
As we continue to introduce new AI tools, we aim to incorporate compliance, transparency and security into development from the start.
To help clients manage the workforce infrastructure that makes business possible, whether they’re a Fortune 500 company or a small local business, we provide a unified ecosystem of HCM solutions rooted in our industry-leading data and deep domain expertise.
Our strategic cloud-based platforms, scalable by company size and location, allow clients to recruit, onboard, pay, manage and retain their people in one single space with precision, compliance and confidence.
Our AI is built into the very core of how our platforms orchestrate, govern and execute HR and pay processes for real-world outcomes.
These solutions are powered by our award-winning data and AI capabilities, which are designed to reduce friction, surface actionable insights and support informed human judgment across all of our platforms, including:
By embedding automation and AI into routine tasks, RUN helps small businesses focus on running their operations with compliance, precision and confidence.
Workforce Now integrates payroll, HR, time, benefits and compliance on a single platform, enabling organizations to manage complex workforce requirements with confidence.
anticipated need, all while maintaining human oversight in high-stakes outcomes such as pay, compliance and workforce decisions.
Our payroll solutions are designed to deliver dependable execution at scale, supported by deep expertise and AI-enabled automation that helps reduce risk without removing human judgment and accountability.
Employers can use our applicant tracking software to help manage the candidate hiring process and can outsource their internal recruitment function to ADP.
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.
Our mission is to help businesses make meaningful change in the world of work by providing insightful HCM solutions that meet the evolving needs of our clients and their workers.
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.
We are always designing better ways to work through industry leading products, premium services and exceptional experiences that enable people to reach their full potential all around the world.
- Lead with Best-in-Class HCM Technology. We design and develop world-class HCM platforms that simplify work and utilize enabling technologies such as artificial intelligence (“AI”) and modern cloud architecture.
We aim to solve the needs of our clients and their workers today by making HCM transactions compliant and 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 position them to make better decisions.
We 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 technologies to further enable and effectively apply our decades of knowledge and experience to help our clients and their workers navigate the ever-changing world of work.
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.
Innovation at ADP
Innovation is in our DNA.
For 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 marketplace, laying the groundwork and streamlining our infrastructure to innovate at a faster pace.
This spirit of innovation remains a steady guide as we continue to listen and respond to emerging needs.
As 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.
To bring these solutions to market, we pursue multiple paths to innovation.
From leveraging our unique data to provide differentiated insights to collaborating with, or investing in, organizations with complementary products to purchasing solutions that add to our strong foundation, each of these paths helps ADP sustain a culture focused on continuous innovation.
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.
To advance these efforts, we continue to roll out ADP Assist, our award-winning cross-platform solution powered by generative AI that transforms data into credible and actionable insights.
ADP Assist offers smart, user-centric solutions through a conversational interface that touches every aspect of HR – payroll, time, talent, benefits, recruitment, analytics, reporting, and compliance.
ADP Assist validates payroll information, checking for payroll anomalies and using generative AI to identify and help resolve missing tax registrations and answer questions by drawing on ADP’s large, up-to-date dataset of compliance information.
ADP Assist also uses generative AI to simplify report creation, helping HR practitioners and leaders access internal, national, and global workforce data to analyze compensation, turnover, candidate profile relevancy, and talent market insights.
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.
Along with transforming our solutions, we firmly believe AI and generative AI enhance our operations and enable us to elevate the end-to-end client experience.
To lean into our service expertise, we continue to extend generative AI capabilities to a broader portion of our service and implementation associates to deliver an even better client experience.
We also continue to explore generative AI capabilities to further empower our sellers to be more productive.
In addition, we extended AI tools to all of our product developers for coding, testing, and documentation.
Data is our differentiator
To harness the power of AI, data is critical – and it’s the foundation of the advantage we bring to our clients.
Data is at the core of our products and solutions, informing and driving our approach to innovation and new technology.
An excerpt. Shown here: 40 of 77 rewritten, 40 of 49 added and 40 of 104 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2026 filing and the FY2025 filing.
Cover and table of contents
25 rewritten, 2 added, 2 removed, 76 unchanged
For the Year Ended June 30, [removed: 2025][added: 2026]
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: $118,988,796,446.][added: $103,569,897,016.]
| Portions of the Registrant's Proxy Statement for its [removed: 2025] [added: 2026] Annual Meeting of Stockholders. | | | Part III | | |
| Item 1. | | | [removed: [Business](#i4bb2eb3a87264b648d704523ed478740_13)] [added: [Business](#i7155bfa4dcf845aeae005f5342d6c717_13)] | | | [removed: [3](#i4bb2eb3a87264b648d704523ed478740_13)] [added: [3](#i7155bfa4dcf845aeae005f5342d6c717_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i4bb2eb3a87264b648d704523ed478740_16)] [added: Factors](#i7155bfa4dcf845aeae005f5342d6c717_16)] | | | [removed: [16](#i4bb2eb3a87264b648d704523ed478740_16)] [added: [15](#i7155bfa4dcf845aeae005f5342d6c717_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i4bb2eb3a87264b648d704523ed478740_19)] [added: Comments](#i7155bfa4dcf845aeae005f5342d6c717_19)] | | | [removed: [24](#i4bb2eb3a87264b648d704523ed478740_19)] [added: [23](#i7155bfa4dcf845aeae005f5342d6c717_19)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#i4bb2eb3a87264b648d704523ed478740_22)] [added: [Cybersecurity](#i7155bfa4dcf845aeae005f5342d6c717_22)] | | | [removed: [24](#i4bb2eb3a87264b648d704523ed478740_22)] [added: [23](#i7155bfa4dcf845aeae005f5342d6c717_22)] | | |
| Item 2. | | | [removed: [Properties](#i4bb2eb3a87264b648d704523ed478740_25)] [added: [Properties](#i7155bfa4dcf845aeae005f5342d6c717_25)] | | | [removed: [25](#i4bb2eb3a87264b648d704523ed478740_25)] [added: [24](#i7155bfa4dcf845aeae005f5342d6c717_25)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i4bb2eb3a87264b648d704523ed478740_28)] [added: Proceedings](#i7155bfa4dcf845aeae005f5342d6c717_28)] | | | [removed: [25](#i4bb2eb3a87264b648d704523ed478740_28)] [added: [24](#i7155bfa4dcf845aeae005f5342d6c717_28)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i4bb2eb3a87264b648d704523ed478740_31)] [added: Disclosures](#i7155bfa4dcf845aeae005f5342d6c717_31)] | | | [removed: [26](#i4bb2eb3a87264b648d704523ed478740_31)] [added: [24](#i7155bfa4dcf845aeae005f5342d6c717_31)] | | |
| Item 5. | | | [Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity [removed: Securities](#i4bb2eb3a87264b648d704523ed478740_37)] [added: Securities](#i7155bfa4dcf845aeae005f5342d6c717_37)] | | | [removed: [27](#i4bb2eb3a87264b648d704523ed478740_37)] [added: [25](#i7155bfa4dcf845aeae005f5342d6c717_37)] | | |
| Item 6. | | | [Selected Financial [removed: Data](#i4bb2eb3a87264b648d704523ed478740_40)] [added: Data](#i7155bfa4dcf845aeae005f5342d6c717_40)] | | | [removed: [28](#i4bb2eb3a87264b648d704523ed478740_40)] [added: [26](#i7155bfa4dcf845aeae005f5342d6c717_40)] | | |
| Item 7. | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i4bb2eb3a87264b648d704523ed478740_49)] [added: Operations](#i7155bfa4dcf845aeae005f5342d6c717_49)] | | | [removed: [28](#i4bb2eb3a87264b648d704523ed478740_49)] [added: [26](#i7155bfa4dcf845aeae005f5342d6c717_49)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i4bb2eb3a87264b648d704523ed478740_85)] [added: Risk](#i7155bfa4dcf845aeae005f5342d6c717_85)] | | | [removed: [43](#i4bb2eb3a87264b648d704523ed478740_85)] [added: [41](#i7155bfa4dcf845aeae005f5342d6c717_85)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i4bb2eb3a87264b648d704523ed478740_88)] [added: Data](#i7155bfa4dcf845aeae005f5342d6c717_88)] | | | [removed: [44](#i4bb2eb3a87264b648d704523ed478740_88)] [added: [42](#i7155bfa4dcf845aeae005f5342d6c717_88)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i4bb2eb3a87264b648d704523ed478740_181)] [added: Disclosure](#i7155bfa4dcf845aeae005f5342d6c717_175)] | | | [removed: [83](#i4bb2eb3a87264b648d704523ed478740_181)] [added: [81](#i7155bfa4dcf845aeae005f5342d6c717_175)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i4bb2eb3a87264b648d704523ed478740_184)] [added: Procedures](#i7155bfa4dcf845aeae005f5342d6c717_178)] | | | [removed: [83](#i4bb2eb3a87264b648d704523ed478740_184)] [added: [81](#i7155bfa4dcf845aeae005f5342d6c717_178)] | | |
| Item 9B. | | | [Other [removed: Information](#i4bb2eb3a87264b648d704523ed478740_193)] [added: Information](#i7155bfa4dcf845aeae005f5342d6c717_187)] | | | [removed: [87](#i4bb2eb3a87264b648d704523ed478740_193)] [added: [85](#i7155bfa4dcf845aeae005f5342d6c717_187)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i4bb2eb3a87264b648d704523ed478740_196)] [added: Inspections](#i7155bfa4dcf845aeae005f5342d6c717_190)] | | | [removed: [87](#i4bb2eb3a87264b648d704523ed478740_193)] [added: [85](#i7155bfa4dcf845aeae005f5342d6c717_187)] | | |
| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i4bb2eb3a87264b648d704523ed478740_202)] [added: Governance](#i7155bfa4dcf845aeae005f5342d6c717_196)] | | | [removed: [88](#i4bb2eb3a87264b648d704523ed478740_202)] [added: [86](#i7155bfa4dcf845aeae005f5342d6c717_196)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i4bb2eb3a87264b648d704523ed478740_205)] [added: Compensation](#i7155bfa4dcf845aeae005f5342d6c717_199)] | | | [removed: [89](#i4bb2eb3a87264b648d704523ed478740_205)] [added: [87](#i7155bfa4dcf845aeae005f5342d6c717_199)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i4bb2eb3a87264b648d704523ed478740_208)] [added: Matters](#i7155bfa4dcf845aeae005f5342d6c717_202)] | | | [removed: [89](#i4bb2eb3a87264b648d704523ed478740_208)] [added: [87](#i7155bfa4dcf845aeae005f5342d6c717_202)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i4bb2eb3a87264b648d704523ed478740_211)] [added: Independence](#i7155bfa4dcf845aeae005f5342d6c717_205)] | | | [removed: [89](#i4bb2eb3a87264b648d704523ed478740_211)] [added: [88](#i7155bfa4dcf845aeae005f5342d6c717_205)] | | |
| Item 14. | | | [Principal Accounting Fees and [removed: Services](#i4bb2eb3a87264b648d704523ed478740_214)] [added: Services](#i7155bfa4dcf845aeae005f5342d6c717_208)] | | | [removed: [90](#i4bb2eb3a87264b648d704523ed478740_214)] [added: [88](#i7155bfa4dcf845aeae005f5342d6c717_208)] | | |
| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#i4bb2eb3a87264b648d704523ed478740_220)] [added: Schedules](#i7155bfa4dcf845aeae005f5342d6c717_214)] | | | [removed: [90](#i4bb2eb3a87264b648d704523ed478740_220)] [added: [88](#i7155bfa4dcf845aeae005f5342d6c717_214)] | | |
On July 31, 2026 there were 397,262,737 shares of Common Stock outstanding.
| Signatures | | | | | | [93](#i7155bfa4dcf845aeae005f5342d6c717_220) | | |
On August 1, 2025 there were 405,043,142 shares of Common Stock outstanding.
| Signatures | | | | | | [95](#i4bb2eb3a87264b648d704523ed478740_226) | | |
Item 1C. Cybersecurity
2 rewritten, 1 added, 2 removed, 46 unchanged
As the global environment continues to grow increasingly hostile and attacks on information technology systems continue to grow in frequency, [removed: complexity and] [added: speed, complexity,] sophistication, [added: and effectiveness,] we are regularly targeted by unauthorized parties using malicious tactics, code and viruses.
[removed: Our] [added: The] board [removed: 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 Company’s cybersecurity [removed: systems and] [added: systems,] improve cyber readiness, [removed: as well as] on existing and emerging threat [removed: landscapes.][added: landscapes, and on our global product security and resiliency program.]
A cross-functional, enterprise-wide management program operates to evaluate our global cybersecurity program’s effectiveness.
A cross-functional, enterprise-wide management program operates to evaluate our global cybersecurity program’s effectiveness and members of the Company’s executive committee, through an executive security council, routinely review strategy, policy, program effectiveness, standards enforcement and cyber issue management.
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.
Item 2. Properties
2 rewritten, 0 added, 0 removed, 3 unchanged
ADP owns 6 of its processing/print centers, and 10 other operational offices, sales offices, and its corporate headquarters in Roseland, New Jersey, which aggregate approximately [removed: 2,555,369] [added: 2,561,945] square feet.
All of these leases, which aggregate approximately [removed: 5,640,668] [added: 5,935,575] square feet worldwide, expire at various times up to the year [removed: 2036.][added: 2038.]
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
6 rewritten, 10 added, 6 removed, 12 unchanged
As of June 30, [removed: 2025,] [added: 2026,] there were [removed: 29,972] [added: 28,950] holders of record of the Company’s common stock.
As of such date, [removed: 1,780,085] [added: 2,004,432] additional holders held their common stock in “street name.”
| (1) | | | | | | The Company received the Board of Directors' approval in [removed: November 2022] [added: January 2026] to repurchase [removed: $5] [added: $6] billion of its common stock. | | | [added: | | | | | |]
| (2) | | | | | | Inclusive of the impact of the one-percent excise tax under the Inflation Reduction Act of 2022. | | | [added: | | | | | |]
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: 2020,] [added: 2021,] with all dividends reinvested.
][added: FY26 v1.jpg](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/adp-20260630_g6.jpg)]
| April 1, 2026 to April 30, 2026 | | | 1,048,451 | | | $202.29 | | | 1,048,451 | | | $5,278,101,357 | | |
| May 1, 2026 to May 31, 2026 | | | 928,416 | | | $217.56 | | | 928,416 | | | $5,076,113,551 | | |
| June 1, 2026 to June 30, 2026 | | | 932,828 | | | $227.36 | | | 932,828 | | | $4,864,027,161 | | |
| Total | | | 2,909,695 | | | | | | 2,909,695 | | | | | |
| | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | |
| 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 | | | | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
Item 8. Financial Statements and Supplementary Data
533 rewritten, 157 added, 86 removed, 876 unchanged
We have audited the accompanying consolidated balance sheets of Automatic Data Processing, Inc. and subsidiaries (the "Company") as of June 30, [removed: 2025] [added: 2026] and [removed: 2024,] [added: 2025,] 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: 2025,] [added: 2026,] 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: 2025] [added: 2026] and [removed: 2024,] [added: 2025,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2025,] [added: 2026,] 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: 2025,] [added: 2026,] 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: 6, 2025,] [added: 5, 2026,] expressed an unqualified opinion on the Company’s internal control over financial reporting.
The Company’s [removed: evaluation] [added: assessment] of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying value.
The Company uses the discounted cash flow model to estimate fair [removed: value] [added: value,] which requires management to make significant estimates and assumptions related to [removed: forecasts of future] [added: projected] revenue [added: growth rates] and [removed: operating margin.][added: profitability projections.]
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: 2025.][added: 2026.]
[added: In turn, a high degree of auditor judgment and an increased extent of] audit [added: effort were required when performing audit] procedures to evaluate the reasonableness of management’s estimates and assumptions related to the [removed: forecasts of] [added: projected] revenue [added: growth rates] and [removed: operating margin] [added: profitability projections] and the selection of the weighted average cost of capital, including the involvement of our fair value specialists.
Our audit procedures related to the [removed: forecasts of future] [added: reporting unit's projected] revenue [added: growth rates] and [removed: operating margin] [added: profitability projections] and the selection of the weighted average cost of capital used by management to estimate the fair value contributed by the [removed: next-gen platform] [added: HCM solution] included the following, among others:
- We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the reporting unit within the Employer Services reportable segment, such as controls related to management’s [removed: forecasts of future] [added: projected] revenue [added: growth rates] and [removed: operating margin] [added: profitability projections] and the selection of the weighted average cost of capital.
- We evaluated management’s ability to accurately [removed: forecast future] [added: project] revenue [added: growth rates] and [removed: operating margin] [added: profitability] by comparing actual results to management’s historical [removed: forecasts.][added: projections.]
Due to the limited historical data for the [removed: next-gen platform,] [added: HCM solution,] we evaluated the reasonableness of management’s [added: projected] revenue [added: growth rates] and [removed: operating margin forecasts] [added: profitability projections] by comparing the [removed: forecasts] [added: projections] to (1) the historical operating results of the Company’s similar existing [removed: platforms,] [added: solutions,] (2) the limited operating results to date of the [removed: next-gen platform,] [added: HCM solution,] (3) internal communications to management and the board of directors, and (4) external communications made by management to analysts and investors.
The Company has reported client funds obligations as a current liability in the consolidated financial statements totaling [removed: $31,343.3] [added: $44,415.5] million as of June 30, [removed: 2025.][added: 2026.]
- For a selection of client funds obligations transactions, we evaluated whether the funds were impounded prior to June 30, [removed: 2025,] [added: 2026,] agreed the liability to the corresponding asset balance, and evaluated whether the funds were properly included or excluded from the client funds obligations.
| Years ended June 30, | | | | | | 2025 | | | | | | [added: % | | | | | |] 2024 | | | | | | [removed: 2023] [added: %] | | |
| Revenues, other than interest on funds held for clients and PEO revenues | | | | | | $ | [removed: 12,692.2] [added: 13,476.8] | | | | | $ | [removed: 11,953.6] [added: 12,692.2] | | | | | $ | [removed: 11,222.0] [added: 11,953.6] | |
| Interest on funds held for clients | | | | | | [removed: 1,189.1] [added: 1,354.8] | | | | | | [removed: 1,024.7] [added: 1,189.1] | | | | | | [removed: 813.4] [added: 1,024.7] | | |
| PEO revenues (A) | | | | | | [removed: 6,679.6] [added: 7,115.8] | | | | | | [removed: 6,224.3] [added: 6,679.6] | | | | | | [removed: 5,976.8] [added: 6,224.3] | | |
| TOTAL REVENUES | | | | | | [removed: 20,560.9] [added: 21,947.4] | | | | | | [removed: 19,202.6] [added: 20,560.9] | | | | | | [removed: 18,012.2] [added: 19,202.6] | | |
| Operating expenses | | | | | | [removed: 9,622.7] [added: 10,240.6] | | | | | | [removed: 9,050.1] [added: 9,622.7] | | | | | | [removed: 8,657.4] [added: 9,050.1] | | |
| Research and development | | | | | | [removed: 988.6] [added: 1,028.8] | | | | | | [removed: 955.7] [added: 988.6] | | | | | | [removed: 844.8] [added: 955.7] | | |
| Depreciation and amortization | | | | | | [removed: 486.0] [added: 490.8] | | | | | | [removed: 470.9] [added: 486.0] | | | | | | [removed: 451.2] [added: 470.9] | | |
| TOTAL COSTS OF REVENUES | | | | | | [removed: 11,097.3] [added: 11,760.2] | | | | | | [removed: 10,476.7] [added: 11,097.3] | | | | | | [removed: 9,953.4] [added: 10,476.7] | | |
| Selling, general, and administrative expenses | | | | | | [removed: 4,051.7] [added: 4,408.2] | | | | | | [removed: 3,778.9] [added: 4,051.7] | | | | | | [removed: 3,551.4] [added: 3,778.9] | | |
| Interest expense | | | | | | [removed: 455.9] [added: 459.3] | | | | | | [removed: 361.4] [added: 455.9] | | | | | | [removed: 253.3] [added: 361.4] | | |
| TOTAL EXPENSES | | | | | | [removed: 15,604.9] [added: 16,627.7] | | | | | | [removed: 14,617.0] [added: 15,604.9] | | | | | | [removed: 13,758.1] [added: 14,617.0] | | |
| Other (income)/expense, net | | | | | | [removed: (354.1)] [added: (410.6)] | | | | | | [removed: (286.7)] [added: (354.1)] | | | | | | [removed: (183.5)] [added: (286.7)] | | |
| EARNINGS BEFORE INCOME TAXES | | | | | | [removed: 5,310.1] [added: 5,730.3] | | | | | | [removed: 4,872.3] [added: 5,310.1] | | | | | | [removed: 4,437.6] [added: 4,872.3] | | |
| Provision for income taxes | | | | | | [removed: 1,230.4] [added: 1,316.8] | | | | | | [removed: 1,120.3] [added: 1,230.4] | | | | | | [removed: 1,025.6] [added: 1,120.3] | | |
| NET EARNINGS | | | | | | $ | [removed: 4,079.7] [added: 4,413.5] | | | | | $ | [removed: 3,752.0] [added: 4,079.7] | | | | | $ | [removed: 3,412.0] [added: 3,752.0] | |
| BASIC EARNINGS PER SHARE | | | | | | $ | [removed: 10.02] [added: 10.97] | | | | | $ | [removed: 9.14] [added: 10.02] | | | | | $ | [removed: 8.25] [added: 9.14] | |
| DILUTED EARNINGS PER SHARE | | | | | | $ | [removed: 9.98] [added: 10.94] | | | | | $ | [removed: 9.10] [added: 9.98] | | | | | $ | [removed: 8.21] [added: 9.10] | |
| Basic weighted average shares outstanding | | | | | | [removed: 407.1] [added: 402.3] | | | | | | [removed: 410.6] [added: 407.1] | | | | | | [removed: 413.7] [added: 410.6] | | |
| Diluted weighted average shares outstanding | | | | | | [removed: 408.7] [added: 403.3] | | | | | | [removed: 412.2] [added: 408.7] | | | | | | [removed: 415.7] [added: 412.2] | | |
(A) For the years ended June 30, [removed: 2025] [added: 2026] (“fiscal [removed: 2025”),] [added: 2026”),] June 30, [removed: 2024] [added: 2025] (“fiscal [removed: 2024”),] [added: 2025”),] and June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”),] [added: 2024”),] Professional Employer Organization (“PEO”) revenues are net of direct pass-through costs, primarily consisting of payroll wages and payroll taxes, of [removed: $75,220.1] [added: $81,123.2] million, [removed: $69,874.1] [added: $75,220.1] million, and [removed: $66,731.7] [added: $69,874.1] million, respectively.
| Currency translation adjustments | | | | | | [removed: 89.0] [added: (53.2)] | | | | | | [removed: (38.0)] [added: 89.0] | | | | | | [removed: 13.4] [added: (38.0)] | | |
| Unrealized net gains/(losses) on available-for-sale securities | | | | | | [removed: 1,088.4] [added: (30.6)] | | | | | | [removed: 685.2] [added: 1,088.4] | | | | | | [removed: (500.3)] [added: 685.2] | | |
| Tax effect | | | | | | [removed: (250.7)] [added: 8.5] | | | | | | [removed: (162.2)] [added: (250.7)] | | | | | | [removed: 113.3] [added: (162.2)] | | |
| Reclassification of realized net [removed: losses] [added: (gains)/losses] on available-for-sale securities to net earnings | | | | | | [removed: 1.7] [added: (2.9)] | | | | | | [removed: 5.9] [added: 1.7] | | | | | | [removed: 14.7] [added: 5.9] | | |
| Tax effect | | | | | | [removed: (0.3)] [added: 0.7] | | | | | | [removed: (1.3)] [added: (0.3)] | | | | | | [removed: (3.3)] [added: (1.3)] | | |
| Unrealized [removed: losses] [added: net gains/(losses)] on cash flow hedging activities | | | | | | [removed: (15.6)] [added: 3.7] | | | | | | [removed: —] [added: (15.6)] | | | | | | — | | |
One reporting unit within the Employer Services reportable segment has limited historical data for its HCM solution, which required significant management judgment to project revenue growth rates and profitability used to estimate the reporting unit's fair value.
August 5, 2026
| Net earnings | | | | | | $ | 4,413.5 | | | | | $ | 4,079.7 | | | | | $ | 3,752.0 | |
| Other assets | | | | | | 1,420.5 | | | | | | 1,057.0 | | |
| Balance at June 30, 2026 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 3,067.9 | | | | | $ | 26,967.4 | | | | | $ | (23,165.9) | | | | | $ | (902.1) | |
| Net earnings | | | | | | $ | 4,413.5 | | | | | $ | 4,079.7 | | | | | $ | 3,752.0 | |
The timing of revenue recognition is generally consistent with client invoicing, which occurs monthly either as services are provided or in arrears.
The Company does not recognize contract assets because its right to consideration becomes unconditional at the time revenue is recognized.
principal with respect to this aspect of the arrangement.
| 2026 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Weighted average shares (in millions) | | | | | | 402.3 | | | | | | 0.3 | | | | | | 0.7 | | | | | | 403.3 | | |
| EPS | | | | | | $ | 10.97 | | | | | | | | | | | | | | | | | $ | 10.94 | |
guidance under ASC 350-40.
Effective June 30, 2026, the Company adopted Accounting Standard Update ("ASU") No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures", applying the new requirements prospectively.
This update enhanced the transparency and decision usefulness of income tax disclosures.
| ASU 2025-06 Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software | | | This update modernizes the accounting guidance for internal-use software costs and requires capitalization of software costs to begin when (1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended. | | | July 1, 2028 (fiscal 2029) | | | The Company is assessing this guidance and has not yet determined the impact of ASU 2025-06 on its consolidated results of operations, financial condition, or cash flows. | | |
| HCM | | | $ | 9,120.4 | | | | | $ | — | | | | | $ | 9,120.4 | |
| Global | | | 2,901.2 | | | | | | — | | | | | | 2,901.2 | | |
| Total segment revenues | | | 14,831.4 | | | | | | 7,128.1 | | | | | | 21,959.5 | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Types of Revenues | | | Employer Services | | | | | | PEO | | | | | | Total | | |
| Intercompany eliminations | | | | | | | | | | | | | | | (12.6) | | |
| Total consolidated revenues | | | | | | | | | | | | | | | $ | 20,560.9 | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Types of Revenues | | | Employer Services | | | | | | PEO | | | | | | Total | | |
| Intercompany eliminations | | | | | | | | | | | | | | | (11.8) | | |
| Total consolidated revenues | | | | | | | | | | | | | | | $ | 19,202.6 | |
When invoicing occurs in arrears, our right to consideration is unconditional and arises solely from the passage of time.
| June 30, | | | | | | 2026 | | | | | | 2025 | | |
| Goodwill | | | 885.8 | | |
| Years ended June 30, | | | | | | 2026 | | | | | | 2025 | | | | | | 2024 | | |
| Net (gain)/loss on ADP Ventures' investments | | | | | | (8.4) | | | | | | — | | | | | | — | | |
| | | | June 30, 2026 | | | | | | | | | | | | | | | | | | | | |
| Corporate bonds | | | 18,643.3 | | | | | | 48.1 | | | | | | (342.0) | | | | | | 18,349.4 | | |
| U.S. Treasury securities | | | 10,873.1 | | | | | | 17.8 | | | | | | (57.4) | | | | | | 10,833.5 | | |
| Asset-backed securities | | | 2,437.3 | | | | | | 10.4 | | | | | | (15.0) | | | | | | 2,432.7 | | |
| Canadian government obligations and Canadian government agency obligations | | | 2,055.0 | | | | | | 13.9 | | | | | | (22.0) | | | | | | 2,046.9 | | |
| Canadian provincial bonds | | | 1,186.2 | | | | | | 15.3 | | | | | | (19.6) | | | | | | 1,181.9 | | |
| U.S. government agency securities | | | 930.3 | | | | | | 1.9 | | | | | | (70.5) | | | | | | 861.7 | | |
| Other securities | | | 2,035.3 | | | | | | 7.8 | | | | | | (47.9) | | | | | | 1,995.2 | | |
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 $683 million of goodwill as of June 30, 2025.
Given the limited historical data associated with the Company’s next-gen platform, significant management judgment was required to forecast future revenue and operating margin to estimate the fair value of the reporting unit.
In turn, a high degree of auditor judgment and an increased extent of audit effort were required when performing
August 6, 2025
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Long-term receivables, net of allowance for doubtful accounts of $0.1 and $0.1, respectively | | | | | | 4.4 | | | | | | 7.3 | | |
| Other assets | | | | | | 1,052.6 | | | | | | 1,102.1 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Balance at June 30, 2022 | | | | | | 638.7 | | | | | | $ | 63.9 | | | | | $ | 1,794.2 | | | | | $ | 20,696.3 | | | | | $ | (17,335.4) | | | | | $ | (1,993.7) | |
The fees are typically billed in the period in which services are performed.
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Weighted average shares (in millions) | | | | | | 413.7 | | | | | | 0.9 | | | | | | 1.1 | | | | | | 415.7 | | |
| EPS | | | | | | $ | 8.25 | | | | | | | | | | | | | | | | | $ | 8.21 | |
possession of the software during the hosting period is treated as a service contract, and as such hosting fees are treated as expense.
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.
| ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures | | | This update enhances the transparency and decision usefulness of income tax disclosures to better assess how an entity’s operations and related tax risks, tax planning and operational opportunities affect its tax rate and prospects for future cash flows. | | | June 30, 2026 (fiscal 2026) | | | The Company is assessing this guidance. The adoption will modify disclosures but will not have an impact on the Company's consolidated results of operations, financial condition, or cash flows. | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| HCM | | | $ | 7,724.7 | | | | | $ | — | | | | | $ | (8.6) | | | | | $ | 7,716.1 | |
| Global | | | 2,295.8 | | | | | | — | | | | | | — | | | | | | 2,295.8 | | |
| Total Segment Revenues | | | $ | 12,042.6 | | | | | $ | 5,984.2 | | | | | $ | (14.6) | | | | | $ | 18,012.2 | |
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.
| Goodwill | | | 880.4 | | |
| Impairment of assets | | | | | | — | | | | | | — | | | | | | 2.1 | | |
In fiscal 2025, the Company's corporate funds average investment balance was $9.2 billion as compared to $7.4 billion in fiscal 2024, and average interest rates related to corporate funds were 3.5% in fiscal 2025 as compared to 3.3% in fiscal 2024.
In fiscal 2025, the Company recognized a gain of $5.0 million, in relation to sales of buildings.
See Note 11 of our Consolidated Financial Statements for further details on non-service components of pension income, net.
| | | | June 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Corporate bonds | | | 16,833.3 | | | | | | 11.5 | | | | | | (944.8) | | | | | | 15,900.0 | | | | | | | | |
| U.S. Treasury securities | | | 7,701.2 | | | | | | 9.0 | | | | | | (164.5) | | | | | | 7,545.7 | | | | | | | | |
| Canadian government obligations and Canadian government agency obligations | | | 2,130.7 | | | | | | 1.7 | | | | | | (86.6) | | | | | | 2,045.8 | | | | | | | | |
| U.S. government agency securities | | | 1,645.0 | | | | | | 0.5 | | | | | | (140.6) | | | | | | 1,504.9 | | | | | | | | |
| Asset-backed securities | | | 1,394.9 | | | | | | 3.9 | | | | | | (43.0) | | | | | | 1,355.8 | | | | | | | | |
| Canadian provincial bonds | | | 1,116.3 | | | | | | 2.3 | | | | | | (56.2) | | | | | | 1,062.4 | | | | | | | | |
| Commercial mortgage-backed securities | | | 535.9 | | | | | | — | | | | | | (35.1) | | | | | | 500.8 | | | | | | | | |
| Other securities | | | 1,366.0 | | | | | | 2.0 | | | | | | (75.9) | | | | | | 1,292.1 | | | | | | | | |
| | | | June 30, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 533 rewritten, 40 of 157 added and 40 of 86 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2026 filing and the FY2025 filing.
Item 9A. Controls and Procedures
7 rewritten, 2 added, 1 removed, 46 unchanged
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: 2025] [added: 2026] 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: 2025] [added: 2026] 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: 2025.][added: 2026.]
There were no changes in ADP's internal control over financial reporting that occurred during the quarter ended June 30, [removed: 2025] [added: 2026] 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: 2025,] [added: 2026,] 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: 2025,] [added: 2026,] 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: 2025,] [added: 2026,] of the Company and our report dated August [removed: 6, 2025,] [added: 5, 2026,] expressed an unqualified opinion on those financial statements.
August 5, 2026
August 5, 2026
August 6, 2025
Item 9B. Other Information
1 rewritten, 0 added, 3 removed, 0 unchanged
For the fiscal quarter ended June 30, [removed: 2025,] [added: 2026,] 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
18 rewritten, 4 added, 0 removed, 36 unchanged
| Maria Black | | | | | | [removed: 51] [added: 52] | | | | | | *President and Chief Executive Officer* | | | | | | 1996 | | |
| Paul Boland | | | | | | [removed: 61] [added: 62] | | | | | | *Chief Human Resources Officer* | | | | | | 2017 | | |
| Michael A. Bonarti | | | | | | [removed: 59] [added: 60] | | | | | | *Chief Administrative Officer* | | | | | | 1997 | | |
| Chris D'Ambrosio | | | | | | [removed: 44] [added: 45] | | | | | | *Chief Strategy Officer* | | | | | | 2014 | | |
| Joe DeSilva | | | | | | [removed: 50] [added: 51] | | | | | | *Executive Vice President, North America and Chief of Operations* | | | | | | 2003 | | |
| David Foskett | | | | | | [removed: 49] [added: 50] | | | | | | *President, Global Sales* | | | | | | 2004 | | |
| Peter Hadley | | | | | | [removed: 52] [added: 53] | | | | | | *Chief Financial Officer* | | | | | | 2002 | | |
| Sreeni Kutam | | | | | | [removed: 55] [added: 56] | | | | | | *President, Global Product and Innovation* | | | | | | 2014 | | |
| David Kwon | | | | | | [removed: 55] [added: 56] | | | | | | *Chief Legal Officer/General Counsel* | | | | | | 2011 | | |
| Jonathan Lehberger | | | | | | [removed: 52] [added: 53] | | | | | | *Corporate Controller and Principal Accounting Officer* | | | | | | 2004 | | |
| Virginia Magliulo | | | | | | [removed: 56] [added: 57] | | | | | | *Executive Vice President, Employer Services International* | | | | | | 2015 | | |
| Brian Michaud | | | | | | [removed: 57] [added: 58] | | | | | | *Executive Vice President, Smart Compliance Solutions & Human Resources Outsourcing* | | | | | | 1991 | | |
Prior to his appointment as President, Global Sales in January 2025, he served as Senior Vice President, Global Enterprise Sales and Employer Services International Sales from April 2023 to December [removed: 2024,] [added: 2024 and] as Senior Vice President, Global Enterprise Sales from July 2021 to March [removed: 2023, and as Senior Vice President, Sales, Employer Services International from June 2015 to June 2021.][added: 2023.]
Prior to his appointment as Corporate Controller in July 2024, he served as Senior Vice President, Financial Strategy and Planning from April 2022 to June [removed: 2024,] [added: 2024 and] as Chief Financial Officer, Small Business Services from May 2021 to March [removed: 2022, and as Chief Financial Officer, Major Account Services and ADP Canada from January 2017 to April 2021.][added: 2022.]
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 [removed: 2024,] [added: 2024 and] as President, Smart Compliance Solutions from April 2021 to January [removed: 2024 and as President, Human Resources Outsourcing and Comprehensive Services from February 2020 to March 2021.][added: 2024.]
See “Election of Directors” in the Proxy Statement for the Company’s [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Our Company maintains an insider trading policy to provide guidelines to all directors, officers, associates and consultants of ADP with respect to trading in ADP securities, [removed: as well as] the securities of publicly traded companies with whom ADP has a business [removed: relationship.][added: relationship, and event-based financial instruments.]
See “Corporate Governance - Committees of the Board of Directors” and “Audit Committee Report” in the Proxy Statement for the Company’s [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which information is incorporated herein by reference.
| Samantha Orihuela | | | | | | 43 | | | | | | *Chief Marketing Officer* | | | | | | 2026 | | |
Samantha Orihuela joined ADP in February 2026 as Chief Marketing Officer.
Prior to joining ADP, she was Chief Marketing Officer of Gap International, Inc. from January 2025 to February 2026.
Prior to joining Gap International, Inc., she was Senior Director, Brand and Campaigns of Paylocity Corporation from February 2023 to July 2024 and Vice President, U.S. Innovation Strategy & Execution of Aflac Incorporated from December 2019 to January 2021.
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: 2025] [added: 2026] 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: 2025] [added: 2026] 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: 2025] [added: 2026] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services
45 rewritten, 9 added, 13 removed, 124 unchanged
See “Independent Registered Public Accounting Firm's Fees” in the Proxy Statement for the Company's [removed: 2025] [added: 2026] Annual Meeting of Stockholders, which information is incorporated herein by reference.
Statements of Consolidated Earnings - years ended June 30, [removed: 2025, 2024] [added: 2026, 2025] and [removed: 2023][added: 2024]
Statements of Consolidated Comprehensive Income - years ended June 30, [removed: 2025, 2024] [added: 2026, 2025] and [removed: 2023][added: 2024]
Consolidated Balance Sheets - June 30, [removed: 2025] [added: 2026] and [removed: 2024][added: 2025]
Statements of Consolidated Stockholders' Equity - years ended June 30, [removed: 2025, 2024] [added: 2026, 2025] and [removed: 2023][added: 2024]
Statements of Consolidated Cash Flows - years ended June 30, [removed: 2025, 2024] [added: 2026, 2025] and [removed: 2023][added: 2024]
| | | | Schedule II - Valuation and Qualifying Accounts | | | | | | [removed: [94](#i4bb2eb3a87264b648d704523ed478740_223)] [added: [92](#i7155bfa4dcf845aeae005f5342d6c717_217)] | | |
| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867025000015/exhibit31q3fy25.htm)] [added: [3.2](https://www.sec.gov/Archives/edgar/data/8670/000000867026000022/exhibit31q3fy26.htm)] | | | Amended and Restated By-laws of the Company, dated April [removed: 28, 2025] [added: 26, 2026] - incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, [removed: 2025] [added: 2026] | | |
| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit41q4fy25.htm)] [added: [4.1](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit41q4fy26.htm)] | | | Description of Common Stock | | |
| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/8670/000119312515305521/d10072dex43.htm)] [added: [4.2](https://www.sec.gov/Archives/edgar/data/8670/000119312524212676/d863550dex43.htm)] | | | [removed: Form] [added: Indenture, dated as] of [removed: Indenture] [added: August 13, 2020,] between the Company and [removed: Wells Fargo Bank,] [added: U.S. Bank Trust Company,] National [added: Association (as successor in interest to U.S. Bank National] Association, as trustee - incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-3 (No. [removed: 333-206631),] [added: 333-281920),] filed on [removed: August 28, 2015] [added: September 4, 2024] | | |
| [removed: [10.1](https://www.sec.gov/Archives/edgar/data/8670/000095014225001700/eh250647311_ex1001.htm)] [added: [1](https://www.sec.gov/Archives/edgar/data/8670/000095014226001884/eh260799361_ex1001.htm)[0.1](https://www.sec.gov/Archives/edgar/data/8670/000095014226001884/eh260799361_ex1001.htm)] | | | 364-Day Credit Agreement, dated as of June [removed: 27, 2025,] [added: 26, 2026,] 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: 27, 2025] [added: 26, 2026] | | |
| [removed: [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095014224001814/eh240501584_ex1002.htm)] [added: [10.3](https://www.sec.gov/Archives/edgar/data/8670/000095014226001884/eh260799361_ex1002.htm)] | | | Five-Year Credit Agreement, dated as of June [removed: 28, 2024,] [added: 26, 2026,] 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: 28, 2024] [added: 26, 2026] | | |
| [removed: [10.15](https://www.sec.gov/Archives/edgar/data/8670/000000867015000012/exhibit106q3fy15.htm)] [added: [10.15](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 [removed: 10.6] [added: 10.34] to the Company’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] for the fiscal [removed: quarter] [added: year] ended [removed: March 31, 2015] [added: June 30, 2016] (Management Compensatory Plan) | | |
| [removed: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000000867016000053/exhibit1034q4fy16.htm)] [added: [10.16](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] | | | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan [removed: (Form] for [removed: Corporate Officers)] [added: grants beginning September 1, 2017 (Management Compensatory Plan)] - incorporated by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2016] [added: 2017] (Management Compensatory Plan) | | |
| [removed: [10.17](http://www.sec.gov/Archives/edgar/data/8670/000000867017000010/exhibit1034.htm)] [added: [10.20](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] | | | Form of Stock Option Grant Agreement under the [removed: 2008] [added: 2018] Omnibus Award Plan for grants beginning September 1, [removed: 2017 (Management Compensatory Plan)] [added: 2021] - incorporated by reference to Exhibit [removed: 10.34] [added: 10.31] to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2017] [added: 2021] (Management Compensatory Plan) | | |
| [removed: [10.18](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit101q2fy24.htm)] [added: [10.17](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit101q2fy24.htm)] | | | Automatic Data Processing, Inc. 2018 Omnibus Award Plan, as amended and restated as of December 1, 2023 (the "2018 Omnibus Award Plan") - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | | |
| [removed: [10.19](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] [added: [10.18](http://www.sec.gov/Archives/edgar/data/8670/000000867019000005/exhibit101q2fy19.htm)] | | | French Sub Plan under the 2018 Omnibus Award Plan (Adopted January 15, 2019) (Management Compensatory Plan) - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2018 (Management Compensatory Plan) | | |
| [removed: [10.20](http://www.sec.gov/Archives/edgar/data/8670/000095014218002199/eh1801217-ex1001.htm)] [added: [10.19](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 Company’s Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | | |
| [removed: [10.21](https://www.sec.gov/Archives/edgar/data/8670/000000867021000027/exhibit1031q4fy21.htm)] [added: [10.21](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1031q4fy23.htm)] | | | Form of [added: Restricted] Stock [removed: Option Grant] [added: Unit Award] Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2021] [added: 2023] - incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2021] [added: 2023] (Management Compensatory Plan) | | |
| [removed: [10.22](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1029q4fy22.htm)] [added: [10.22](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1032q4fy23.htm)] | | | Form of [removed: Restricted] [added: Performance] Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, [removed: 2022] [added: 2023] - incorporated by reference to Exhibit [removed: 10.29] [added: 10.32] to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2022] [added: 2023] (Management Compensatory Plan) | | |
| [removed: [10.23](https://www.sec.gov/Archives/edgar/data/8670/000000867022000038/exhibit1030q4fy22.htm)] [added: [10.25](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit104q2fy24.htm)] | | | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan [removed: for grants beginning September 1, 2022] - incorporated by reference to Exhibit [removed: 10.30] [added: 10.4] to the Company’s [removed: Annual] [added: 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: [10.24](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1031q4fy23.htm)] [added: [10.24](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, 2023] [added: (non-three-year vesting schedule)] - incorporated by reference to Exhibit [removed: 10.31] [added: 10.3] to the Company’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the fiscal [removed: year] [added: quarter] ended [removed: June 30,] [added: December 31,] 2023 (Management Compensatory Plan) | | |
| [removed: [10.25](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit1032q4fy23.htm)] [added: [10.23](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, 2023] [added: (three-year vesting schedule)] - incorporated by reference to Exhibit [removed: 10.32] [added: 10.2] to the Company’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the fiscal [removed: year] [added: quarter] ended [removed: June 30,] [added: December 31,] 2023 (Management Compensatory Plan) | | |
| [removed: [10.26](https://www.sec.gov/Archives/edgar/data/0000008670/000000867024000007/exhibit102q2fy24.htm)] [added: [10.26](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit1026q4fy26.htm)] | | | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan [removed: (three-year] [added: (award-specific] vesting [removed: 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] [added: terms)] (Management Compensatory Plan) | | |
| [removed: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit21q4fy25.htm)] [added: [21](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit21q4fy26.htm)] | | | Subsidiaries of the Company | | |
| [removed: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit23q4fy25.htm)] [added: [23](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit23q4fy26.htm)] | | | Consent of Independent Registered Public Accounting Firm | | |
| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit311ceoq4fy25.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit311ceoq4fy26.htm)] | | | Certification by Maria Black pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |
| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit312cfoq4fy25.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit312cfoq4fy26.htm)] | | | Certification by Peter Hadley pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | | |
| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit321ceoq4fy25.htm)] [added: [32.1](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit321ceoq4fy26.htm)] | | | Certification by Maria Black pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |
| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/8670/000000867025000037/exhibit322cfoq4fy25.htm)] [added: [32.2](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit322cfoq4fy26.htm)] | | | Certification by Peter Hadley pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | | |
| Year ended June 30, [removed: 2023:] [added: 2026:] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Long-term | | | | | | $ | [removed: 83] [added: 113] | | | | | $ | [removed: —] [added: 65] | | | | | $ | [removed: 30] [added: —] | | | | | $ | [removed: —] [added: (107)] | | (B) | | | | | | $ | [removed: 113] [added: 71] | |
| August [removed: 6, 2025] [added: 5, 2026] | | | By | | | /s/ Maria Black | | | | | |
| /s/ Maria Black | | | | | | President and Chief Executive | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ Peter Hadley | | | | | | Chief Financial Officer | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ Jonathan Lehberger | | | | | | Corporate Controller | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ Peter Bisson | | | | | | Director | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ David V. Goeckeler | | | | | | Director | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ Linnie M. Haynesworth | | | | | | Director | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| /s/ Francine S. Katsoudas | | | | | | Director | | | | | | August [removed: 6, 2025] [added: 5, 2026] | | |
| [4.11](https://www.sec.gov/Archives/edgar/data/8670/000119312526212131/d932558dex41.htm) | | | Form of Fifth 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 May 4, 2026 and filed on May 7, 2026 | | |
| [4.12](https://www.sec.gov/Archives/edgar/data/8670/000119312526212131/d932558dex41.htm) | | | Form of 5.000% Senior Note due 2036 - incorporated by reference to Exhibit A to Exhibit 4.1 to the Company's Current Report on Form 8-K dated May 4, 2026 and filed on May 7, 2026 | | |
| [19.1](https://www.sec.gov/Archives/edgar/data/8670/000000867026000030/exhibit191q4fy26.htm) | | | ADP Insider Trading Policy, effective August 5, 2026 | | |
| Current | | | | | | $ | 47,100 | | | | | $ | 35,717 | | | | | $ | (201) | | | | | $ | (38,088) | | (B) | | | | | | $ | 44,528 | |
| Deferred tax valuation allowance | | | | | | $ | 23,764 | | | | | $ | 586 | | | | | $ | 665 | | | | | $ | (949) | | | | | | | | $ | 24,066 | |
| /s/ Karen S. Lynch | | | | | | Director | | | | | | August 5, 2026 | | |
| (Karen S. Lynch) | | | | | | | | | | | | | | |
| /s/ Robert H. Swan | | | | | | Director | | | | | | August 5, 2026 | | |
| (Robert H. Swan) | | | | | | | | | | | | | | |
| [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 (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) | | |
| [10.28](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) | | |
| [10.29](https://www.sec.gov/Archives/edgar/data/0000008670/000000867022000046/exhibit101q1fy23.htm) | | | ADP Canada Co. Supplementary Excess Retirement Plan, Amended and Restated as of August 1, 2018 (Management Compensatory Plan) - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2022 | | |
| [10.30](https://www.sec.gov/Archives/edgar/data/8670/000000867025000007/exhibit101q2fy25.htm) | | | Separation Agreement and Release, dated January 27, 2025, by and between John C. Ayala 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, 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. | | |
| [19.1](https://www.sec.gov/Archives/edgar/data/0000008670/000000867023000030/exhibit191q4fy23.htm) | | | ADP Insider Trading Policy, effective April 13, 2023 - incorporated by reference to Exhibit 19.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 | | |
| Current | | | | | | $ | 56,768 | | | | | $ | 23,412 | | | | | $ | (34) | | | | | $ | (27,066) | | (B) | | | | | | $ | 53,080 | |
| Deferred tax valuation allowance | | | | | | $ | 18,867 | | | | | $ | 28 | | | | | $ | 366 | | | | | $ | (661) | | | | | | | | $ | 18,600 | |
| | | | | | | | | | | | | | | |
| /s/ John P. Jones | | | | | | Director | | | | | | August 6, 2025 | | |
| (John P. Jones) | | | | | | | | | | | | | | |
| /s/ William J. Ready | | | | | | Director | | | | | | August 6, 2025 | | |
| (William J. Ready) | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 45 rewritten, all 9 added and all 13 removed. The counts are complete. For every sentence, read Item 14. Principal Accounting Fees and Services in the FY2026 filing and the FY2025 filing.