filings.toolsItem 14. Principal Accounting Fees and Services
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Item 14. Principal Accounting Fees and Services
See “Independent Registered Public Accounting Firm's Fees” in the Proxy Statement for the Company's 2026 Annual Meeting of Stockholders, which information is incorporated herein by reference.
Part IV
**1.**Item 15. Exhibits, Financial Statement Schedules
(a) Financial Statements and Financial Statement Schedules
- Financial Statements
The following report and Consolidated Financial Statements of the Company are contained in Part II, Item 8 hereof:
Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)
Statements of Consolidated Earnings - years ended June 30, 2026, 2025 and 2024
Statements of Consolidated Comprehensive Income - years ended June 30, 2026, 2025 and 2024
Consolidated Balance Sheets - June 30, 2026 and 2025
Statements of Consolidated Stockholders' Equity - years ended June 30, 2026, 2025 and 2024
Statements of Consolidated Cash Flows - years ended June 30, 2026, 2025 and 2024
Notes to Consolidated Financial Statements
- Financial Statement Schedules
| Page in Form 10-K | |||||||||||
| Schedule II - Valuation and Qualifying Accounts | 92 |
All other Schedules have been omitted because they are inapplicable, are not required or the information is included elsewhere in the financial statements or notes thereto.
(b) Exhibits
The following exhibits are filed with this Annual Report on Form 10-K or incorporated herein by reference to the document set forth next to the exhibit in the list below:
| 3.1 | Amended and Restated Certificate of Incorporation dated November 10, 1998 - incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement No. 333-72023 on Form S-4 filed with the Commission on February 9, 1999 | ||||
| 3.2 | Amended and Restated By-laws of the Company, dated April 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, 2026 | ||||
| 4.1 | Description of Common Stock | ||||
| 4.2 | Indenture, dated as of August 13, 2020, between the Company and U.S. Bank Trust Company, National 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. 333-281920), filed on September 4, 2024 | ||||
| 4.3 | Form of First Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated August 11, 2020 and filed on August 13, 2020 | ||||
| 4.4 | Form of 1.250% Senior Note due 2030 - incorporated by reference to Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated August 11, 2020 and filed on August 13, 2020 |
| 4.5 | Form of Second Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank National Association, as trustee - incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated May 11, 2021 and filed on May 14, 2021 | ||||
| 4.6 | Form of 1.700% Senior Note due 2028 - incorporated by reference to Exhibit A to 4.1 to the Company’s Current Report on Form 8-K dated May 11, 2021 and filed on May 14, 2021 | ||||
| 4.7 | Form of Third Supplemental Indenture between Automatic Data Processing, Inc. and U.S. Bank Trust Company, National Association, as trustee – incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated September 4, 2024 and filed on September 9, 2024 | ||||
| 4.8 | Form of 4.450% Senior Note due 2034 – incorporated by reference to Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated September 4, 2024 and filed on September 9, 2024 | ||||
| 4.9 | Form of Fourth 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 5, 2025 and filed on May 8, 2025 | ||||
| 4.10 | Form of 4.750% Senior Note due 2032 – incorporated by reference to Exhibit A to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated May 5, 2025 and filed on May 8, 2025 | ||||
| 4.11 | 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 | 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 | ||||
| 10.1 | 364-Day Credit Agreement, dated as of June 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 26, 2026 | ||||
| 10.2 | Five-Year Credit Agreement, dated as of June 27, 2025, among Automatic Data Processing, Inc., the Lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., BNP Paribas, Wells Fargo Bank, N.A. and Deutsche Bank Securities Inc., as Syndication Agents, and Barclays Bank PLC and MUFG Bank, Ltd., as Documentation Agents - incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated and filed on June 27, 2025 | ||||
| 10.3 | Five-Year Credit Agreement, dated as of June 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 26, 2026 | ||||
| 10.4 | Amended and Restated Supplemental Officers Retirement Plan - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | ||||
| 10.5 | Automatic Data Processing, Inc. Deferred Compensation Plan, as Amended and Restated Effective October 14, 2020 - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020 (Management Compensatory Plan) | ||||
| 10.6 | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers, as amended - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2014 (Management Compensatory Plan) | ||||
| 10.7 | Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase Plan, effective as of November 9, 2022 - incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 (Management Compensatory Plan) | ||||
| 10.8 | Automatic Data Processing, Inc. Executive Retirement Plan - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) | ||||
| 10.9 | Automatic Data Processing, Inc. Retirement and Savings Restoration Plan (Amended and Restated as of February 3, 2020) - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2020 (Management Compensatory Plan) | ||||
| 10.10 | Automatic Data Processing, Inc. Corporate Officer Severance Plan - incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2015 (Management Compensatory Plan) |
| 10.11 | Automatic Data Processing, Inc. Change in Control Severance Plan for Corporate Officers (as amended) (Management Compensatory Plan) - incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated November 6, 2018 and filed on November 13, 2018 (Management Compensatory Plan) | ||||
| 10.12 | Automatic Data Processing, Inc. Amended and Restated 2008 Omnibus Award Plan (as amended and restated as of April 11, 2018, the "2008 Omnibus Award Plan") - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2018 (Management Compensatory Plan) | ||||
| 10.13 | Amended French Sub Plan under the 2008 Omnibus Award Plan effective as of April 6, 2016 (Management Compensatory Plan) - incorporated by reference to Exhibit 10.22 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2016 (Management Compensatory Plan) | ||||
| 10.14 | Form of Deferred Stock Unit Award Agreement under the 2008 Omnibus Award Plan - incorporated by reference to Exhibit 10.33 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2012 (Management Compensatory Plan) | ||||
| 10.15 | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan (Form for Corporate Officers) - incorporated by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2016 (Management Compensatory Plan) | ||||
| 10.16 | Form of Stock Option Grant Agreement under the 2008 Omnibus Award Plan for grants beginning September 1, 2017 (Management Compensatory Plan) - incorporated by reference to Exhibit 10.34 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2017 (Management Compensatory Plan) | ||||
| 10.17 | Automatic Data Processing, Inc. 2018 Omnibus Award Plan, as amended and restated as of December 1, 2023 (the "2018 Omnibus Award Plan") - incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | ||||
| 10.18 | 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) | ||||
| 10.19 | 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) | ||||
| 10.20 | Form of Stock Option Grant Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 2021 - incorporated by reference to Exhibit 10.31 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2021 (Management Compensatory Plan) | ||||
| 10.21 | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 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, 2023 (Management Compensatory Plan) | ||||
| 10.22 | Form of Performance Stock Unit Award Agreement under the 2018 Omnibus Award Plan for grants beginning September 1, 2023 - incorporated by reference to Exhibit 10.32 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2023 (Management Compensatory Plan) | ||||
| 10.23 | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan (three-year vesting schedule) - incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023 (Management Compensatory Plan) | ||||
| 10.24 | 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) | ||||
| 10.25 | 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) | ||||
| 10.26 | Form of Restricted Stock Unit Award Agreement under the 2018 Omnibus Award Plan (award-specific vesting terms) (Management Compensatory Plan) | ||||
| 19.1 | ADP Insider Trading Policy, effective August 5, 2026 | ||||
| 21 | Subsidiaries of the Company | ||||
| 23 | Consent of Independent Registered Public Accounting Firm | ||||
| 31.1 | Certification by Maria Black pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 | ||||
| 31.2 | Certification by Peter Hadley pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 |
| 32.1 | 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 | ||||
| 32.2 | 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 | ||||
| 97.1 | Automatic Data Processing, Inc. Clawback Policy - incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 | ||||
| 101.INS | Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | ||||
| 101.LAB | Inline XBRL Taxonomy Label Linkbase | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Document | ||||
| 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
AUTOMATIC DATA PROCESSING, INC.
AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
(In thousands)
| Column A | Column B | Column C | Column D | Column E | |||||||||||||||||||||||||||||||
| Additions | |||||||||||||||||||||||||||||||||||
| (1) | (2) | ||||||||||||||||||||||||||||||||||
| Balance at beginning of year | Charged to costs and expenses | Charged to other accounts (A) | Deductions | Balance at end of year | |||||||||||||||||||||||||||||||
| Year ended June 30, 2026: | |||||||||||||||||||||||||||||||||||
| Allowance for doubtful accounts: | |||||||||||||||||||||||||||||||||||
| Current | $ | 47,100 | $ | 35,717 | $ | (201) | $ | (38,088) | (B) | $ | 44,528 | ||||||||||||||||||||||||
| Long-term | $ | 113 | $ | 65 | $ | — | $ | (107) | (B) | $ | 71 | ||||||||||||||||||||||||
| Deferred tax valuation allowance | $ | 23,764 | $ | 586 | $ | 665 | $ | (949) | $ | 24,066 | |||||||||||||||||||||||||
| Year ended June 30, 2025: | |||||||||||||||||||||||||||||||||||
| Allowance for doubtful accounts: | |||||||||||||||||||||||||||||||||||
| Current | $ | 52,223 | $ | 24,277 | $ | 316 | $ | (29,716) | (B) | $ | 47,100 | ||||||||||||||||||||||||
| Long-term | $ | 113 | $ | — | $ | — | $ | — | (B) | $ | 113 | ||||||||||||||||||||||||
| Deferred tax valuation allowance | $ | 11,119 | $ | 809 | $ | 12,817 | $ | (981) | $ | 23,764 | |||||||||||||||||||||||||
| Year ended June 30, 2024: | |||||||||||||||||||||||||||||||||||
| Allowance for doubtful accounts: | |||||||||||||||||||||||||||||||||||
| Current | $ | 53,080 | $ | 34,642 | $ | 39 | $ | (35,538) | (B) | $ | 52,223 | ||||||||||||||||||||||||
| Long-term | $ | 113 | $ | — | $ | — | $ | — | (B) | $ | 113 | ||||||||||||||||||||||||
| Deferred tax valuation allowance | $ | 18,600 | $ | 228 | $ | 1,216 | $ | (8,925) | $ | 11,119 |
(A) Includes amounts related to foreign exchange fluctuation.
(B) Doubtful accounts written off, less recoveries on accounts previously written off.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| AUTOMATIC DATA PROCESSING, INC. | |||||||||||
| (Registrant) | |||||||||||
| August 5, 2026 | By | /s/ Maria Black | |||||||||
| Maria Black | |||||||||||
| President and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.
| Signature | Title | Date | ||||||||||||
| /s/ Maria Black | President and Chief Executive | August 5, 2026 | ||||||||||||
| (Maria Black) | Officer, Director | |||||||||||||
| (Principal Executive Officer) | ||||||||||||||
| /s/ Peter Hadley | Chief Financial Officer | August 5, 2026 | ||||||||||||
| (Peter Hadley) | (Principal Financial Officer) | |||||||||||||
| /s/ Jonathan Lehberger | Corporate Controller | August 5, 2026 | ||||||||||||
| (Jonathan Lehberger) | (Principal Accounting Officer) | |||||||||||||
| /s/ Peter Bisson | Director | August 5, 2026 | ||||||||||||
| (Peter Bisson) | ||||||||||||||
| /s/ David V. Goeckeler | Director | August 5, 2026 | ||||||||||||
| (David V. Goeckeler) | ||||||||||||||
| /s/ Linnie M. Haynesworth | Director | August 5, 2026 | ||||||||||||
| (Linnie M. Haynesworth) | ||||||||||||||
| /s/ Francine S. Katsoudas | Director | August 5, 2026 | ||||||||||||
| (Francine S. Katsoudas) | ||||||||||||||
| /s/ Nazzic S. Keene | Director | August 5, 2026 | ||||||||||||
| (Nazzic S. Keene) |
| /s/ Karen S. Lynch | Director | August 5, 2026 | ||||||||||||
| (Karen S. Lynch) | ||||||||||||||
| /s/ Thomas J. Lynch | Director | August 5, 2026 | ||||||||||||
| (Thomas J. Lynch) | ||||||||||||||
| /s/ Scott F. Powers | Director | August 5, 2026 | ||||||||||||
| (Scott F. Powers) | ||||||||||||||
| /s/ Carlos A. Rodriguez | Director | August 5, 2026 | ||||||||||||
| (Carlos A. Rodriguez) | ||||||||||||||
| /s/ Robert H. Swan | Director | August 5, 2026 | ||||||||||||
| (Robert H. Swan) | ||||||||||||||
| /s/ Sandra S. Wijnberg | Director | August 5, 2026 | ||||||||||||
| (Sandra S. Wijnberg) | ||||||||||||||
Previous: Item 13. Certain Relationships and Related Transactions, and Director Independence
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