Ayala John Form 4 AUTOMATIC DATA PROCESSING / John Ayala ownership change

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

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

1. Name and Address of Reporting Person^*

Ayala John

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2023

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	09/01/2023		M		11,426(1)	A	$138.53	52,793.575	D
Common Stock	09/01/2023		M		8,607(1)	A	$169.84	61,400.575	D
Common Stock	09/01/2023		M		7,720(1)	A	$206.86	69,120.575	D
Common Stock	09/01/2023		A		4,525(2)	A	$0.0000	73,645.575	D
Common Stock	09/01/2023		S		7,720(1)	D	$254.79	65,925.575	D
Common Stock	09/01/2023		S		8,607(1)	D	$254.79	57,318.575	D
Common Stock	09/01/2023		S		11,426(1)	D	$254.79	45,892.575	D
Common Stock	09/01/2023		F		13,214	D	$255.75	32,678.575	D
Common Stock	09/05/2023		S		11,851(1)	D	$253.9	20,827.575	D

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
Stock Option (Right to Buy)	$169.84	09/01/2023		M			8,607	09/01/2020	08/31/2029	Common Stock	8,607	$169.84	0.0000	D
Stock Option (Right to Buy)	$138.53	09/01/2023		M			11,426	09/01/2021	08/31/2030	Common Stock	11,426	$138.53	11,427	D
Stock Option (Right to Buy)	$206.86	09/01/2023		M			7,720	09/01/2022	08/31/2031	Common Stock	7,720	$206.86	23,161	D

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 2022.

2. In the form of restricted stock units, which are convertible into common stock on a one-for-one basis and vest ratably over 3 years.

	David Kwon (POA on File)	09/06/2023
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.