UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of the Stockholders of Automatic Data Processing, Inc. (the “Company”) was held on November 12, 2025. There were present at the meeting, either in person or by proxy, holders of 354,117,857 shares of common stock. The final tabulation of the voting results for the election of directors and other proposals is set forth below.
Proposal 1 – Election of Directors
The following nominees were elected to the Company’s Board of Directors for the ensuing year. The votes cast for each nominee were as follows:
| Nominee | For | Against | Abstained | Broker Non-Votes | ||||
| Peter Bisson | 309,789,342 | 3,155,519 | 383,514 | 40,789,482 | ||||
| Maria Black | 311,760,088 | 1,238,319 | 329,968 | 40,789,482 | ||||
| David V. Goeckeler | 310,736,054 | 2,215,750 | 376,571 | 40,789,482 | ||||
| Linnie M. Haynesworth | 309,209,719 | 3,103,431 | 1,015,225 | 40,789,482 | ||||
| Francine S. Katsoudas | 310,776,518 | 1,984,561 | 567,296 | 40,789,482 | ||||
| Nazzic S. Keene | 309,940,254 | 2,997,232 | 390,889 | 40,789,482 | ||||
| Karen S. Lynch | 312,478,729 | 487,909 | 361,737 | 40,789,482 | ||||
| Thomas J. Lynch | 308,280,336 | 4,646,673 | 401,366 | 40,789,482 | ||||
| Scott F. Powers | 307,147,264 | 5,789,827 | 391,284 | 40,789,482 | ||||
| Carlos A. Rodriguez | 310,964,124 | 2,001,879 | 362,372 | 40,789,482 | ||||
| Robert H. Swan | 312,310,373 | 621,425 | 396,577 | 40,789,482 | ||||
| Sandra S. Wijnberg | 293,098,593 | 19,004,481 | 1,225,301 | 40,789,482 |
Proposal 2 – Advisory Vote on Company’s Executive Compensation
The proposal to approve, on an advisory basis, executive compensation of our Named Executive Officers was approved based upon the following vote:
| For | Against | Abstained | Broker Non-Votes | |||
| 286,181,654 | 25,643,400 | 1,503,321 | 40,789,482 |
Proposal 3 - Ratify the Appointment of the Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year that began on July 1, 2025 was approved based on the following vote:
| For | Against | Abstained | ||
| 327,635,933 | 25,862,542 | 619,382 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AUTOMATIC DATA PROCESSING, INC. | ||||
(Registrant) |
||||
| Date: November 17, 2025 | By: | /s/ David Kwon |
||
| Name: | David Kwon | |||
| Title: | Vice President | |||
Cover |
Nov. 12, 2025 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Nov. 12, 2025 |
| Entity File Number | 1-5397 |
| Entity Registrant Name | Automatic Data Processing, Inc. |
| Entity Central Index Key | 0000008670 |
| Entity Tax Identification Number | 22-1467904 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | One ADP Boulevard |
| Entity Address, City or Town | Roseland |
| Entity Address, State or Province | NJ |
| Entity Address, Postal Zip Code | 07068 |
| City Area Code | 973 |
| Local Phone Number | 974-5000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $0.10 Par Value (voting) |
| Trading Symbol | ADP |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |