Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 8-K   CURRENT REPORT   Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): November 9, 2022     Automatic Data Processing, Inc. (Exact name of registrant as specified in charter)     Delaware   1-5397   22-1467904 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)   One ADP Boulevard , Roseland , New Jersey 07068 (Address of principal executive offices) (Zip Code)     ( 973 ) 974-5000 (Registrant's telephone number, including area code)   N/A (Former name or former address, if changed since last report)   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:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.10 Par Value (voting)   ADP   NASDAQ Global Select Market   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 9, 2022. There were present at the meeting, either in person or by proxy, holders of 368,113,135 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   317,955,206   5,979,285   342,788   43,835,856 David V. Goeckeler   322,887,876   1,034,864   354,539   43,835,856 Linnie M. Haynesworth   322,291,988   1,646,593   338,698   43,835,856 John P. Jones   314,987,678   8,910,964   378,637   43,835,856 Francine S. Katsoudas   319,505,209   4,458,587   313,483   43,835,856 Nazzic S. Keene   322,236,177   1,688,139   352,963   43,835,856 Thomas J. Lynch   316,782,855   7,130,126   364,298   43,835,856 Scott F. Powers   317,237,690   6,680,383   359,206   43,835,856 William J. Ready   286,652,298   37,281,484    343,497   43,835,856 Carlos A. Rodriguez   322,327,093   1,581,097   369,089   43,835,856 Sandra S. Wijnberg   293,750,817   30,201,965    324,497   43,835,856   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 301,257,796   22,056,458   963,025   43,835,856   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, 2022 was approved based on the following vote: For   Against   Abstained 349,658,801   17,089,490   1,364,844   Proposal 4 – Approval of an Amendment to the Automatic Data Processing, Inc. Amended and Restated Employees’ Savings-Stock Purchase Plan The proposal to approve an amendment to the Company’s Employees’ Savings-Stock Purchase Plan was approved based upon the following vote: For   Against   Abstained   Broker Non-Votes 322,449,341   1,183,429   644,509   43,835,856                 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 14, 2022 By: /s/ David Kwon       Name: David Kwon       Title: Vice President