ADP Form 4: Director Executes Multiple Sales via 10b5-1 Plan

Rhea-AI Filing Summary

Carlos A. Rodriguez, a director of Automatic Data Processing, Inc. (ADP), reported multiple open-market sales of ADP common stock on 09/05/2025 executed under a Rule 10b5-1 trading plan adopted in September 2024. The Form 4 lists a sequence of dispositions at prices between $294.3246 and $302.4519 per share. Following the reported transactions the filing shows 25,361.4431 shares held directly and 13,813 shares held indirectly through a trust. The form was signed by a power of attorney, David Kwon, on 09/08/2025. The filing discloses only sales activity; no derivative transactions were reported.

Positive

• Sales executed under a disclosed Rule 10b5-1 plan, providing an affirmative defense framework
• Full Form 4 disclosure including transaction dates, prices, and post-transaction holdings
• Power of attorney signature present with filing date, supporting procedural completeness

Negative

• Director disposed of a portion of direct holdings, reducing direct shares to 25,361.4431
• No information on total number of shares sold aggregated in the filing (only individual trades listed)

Insights

Securities Analyst

TL;DR: Multiple pre-arranged sales under a 10b5-1 plan reduced a director's direct ADP holdings; no new derivatives or exceptions disclosed.

The reported transactions are explicit sales executed under a documented Rule 10b5-1 plan, which provides an affirmative defense to insider trading claims when properly adopted and followed. The sale prices range from approximately $294.32 to $302.45 per share, and the director's direct ownership declined to 25,361.4431 shares while retaining 13,813 shares indirectly via a trust. For investors, this filing documents routine liquidity by an insider rather than any announced corporate action; the material facts reported are limited to the sales and the existence of the trading plan.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 timing and cites a previously adopted 10b5-1 plan; presentation appears procedurally compliant.

The Form 4 clearly identifies the reporting person, relationship to the issuer (director), and that transactions were made pursuant to a 10b5-1 plan adopted in September 2024. Signature by a power of attorney is present with a 09/08/2025 date. The filing reports only non-derivative sales; there is no amendment indicated. From a governance perspective, the form contains the necessary elements for transparency under Section 16 and does not assert any exceptions or undisclosed arrangements beyond the stated plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rodriguez Carlos A

(Last) (First) (Middle)

ONE ADP BOULEVARD

(Street)

ROSELAND NJ 07068

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AUTOMATIC DATA PROCESSING INC [ ADP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/05/2025		S		259(1)	D	$302.4519	37,158.4431	D
Common Stock	09/05/2025		S		531(1)	D	$300.7505	36,627.4431	D
Common Stock	09/05/2025		S		603(1)	D	$299.6418	36,024.4431	D
Common Stock	09/05/2025		S		796(1)	D	$298.6309	35,228.4431	D
Common Stock	09/05/2025		S		982(1)	D	$301.7796	34,246.4431	D
Common Stock	09/05/2025		S		1,087(1)	D	$294.3246	33,159.4431	D
Common Stock	09/05/2025		S		1,198(1)	D	$297.4808	31,961.4431	D
Common Stock	09/05/2025		S		3,019(1)	D	$296.2055	28,942.4431	D
Common Stock	09/05/2025		S		3,581(1)	D	$295.6435	25,361.4431	D
Common Stock								13,813	I	By Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person in September 2024.

	David Kwon (POA on File)	09/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

Who filed the Form 4 for ADP and what is their role?

Carlos A. Rodriguez filed the Form 4 as a director of Automatic Data Processing, Inc. (ADP).

When were the insider transactions executed and under what plan?

The sales were executed on 09/05/2025 pursuant to a Rule 10b5-1 trading plan adopted in September 2024.

How many ADP shares did the reporting person hold after the reported sales?

After the transactions the filing shows 25,361.4431 shares held directly and 13,813 shares held indirectly by a trust.

At what prices were the ADP shares sold?

Individual sale prices reported range between approximately $294.3246 and $302.4519 per share.

Was the Form 4 signed and when?

Yes; the form lists a signature by David Kwon (POA on file) dated 09/08/2025.