ADP SEC Form 144 Filed for 7,721-Share Sale on NASDAQ

Rhea-AI Filing Summary

Form 144 notice for Automatic Data Processing, Inc. (ADP) reports a proposed sale of 7,721 common shares on 09/02/2025 through Fidelity Brokerage Services on NASDAQ. The notice lists an aggregate market value of $2,328,962.44 and 405,043,142 shares outstanding. The securities were recorded as acquired on 09/02/2025 arising from an option granted on 09/01/2021, with payment described as cash. The filer indicates “Nothing to Report” for securities sold in the past three months. A filing field shows LIVE TEST in the submission contact section.

Positive

• Clear disclosure of broker, share count, aggregate market value, and intended sale date
• Acquisition details provided (option grant date 09/01/2021 and acquisition date 09/02/2025)
• No sales reported in the past three months, simplifying compliance aggregation

Negative

• Filing contact field shows the ambiguous entry "LIVE TEST", which may signal submission metadata issues

Insights

Securities Analyst

TL;DR: Routine insider exercise and planned sale, modest relative size versus float; likely neutral to market.

The filing documents an option exercise and concurrent planned sale of 7,721 ADP common shares valued at $2.33 million. Versus the stated outstanding share count of 405.0 million, this block represents roughly 0.0019% of shares outstanding, which is immaterial to capital structure. The disclosure complies with Rule 144 reporting by identifying acquisition date, grant date, broker, and intended sale date on NASDAQ. No prior sales in the last three months are reported, reducing the likelihood of aggregated-sale complications. Overall, this is a routine insider liquidity event with limited market impact.

Corporate Governance Expert

TL;DR: Governance disclosure appears complete for a Rule 144 notice; representation about material nonpublic information is included.

The form includes the standard representation that the seller does not possess undisclosed material adverse information and notes plan/adoption fields relevant to Rule 10b5-1. The itemization of broker, exact share count, and payment method (cash) aligns with disclosure best practices. The presence of a field labeled "LIVE TEST" in submission contact info is an oddity but is explicitly presented in the form. No indications of unusual governance actions or material transactions are present in the notice.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	7721	2328962.44	405043142	09/02/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/02/2025	Option Granted - 09/01/2021	Issuer			7721	09/02/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the ADP Form 144 report?

It reports a proposed sale of 7,721 ADP common shares valued at $2,328,962.44, to be sold on 09/02/2025 on NASDAQ through Fidelity Brokerage Services.

How were the shares acquired according to the filing?

The shares are listed as acquired on 09/02/2025 via an option granted on 09/01/2021, with payment noted as cash.

Does the filer report other sales in the past three months?

No. The filing states "Nothing to Report" for securities sold during the past three months.

What broker will execute the sale?

The broker named is Fidelity Brokerage Services LLC, 900 Salem Street, Smithfield RI 02917.

What portion of ADP's outstanding shares does this sale represent?

The filing lists 405,043,142 shares outstanding; 7,721 shares represent about 0.0019% of that total.

Does the filing include any representation about material nonpublic information?

Yes. The filer represents by signing that they do not know of any material adverse information about the issuer that is not publicly disclosed.