Capital Allocation and Market Strategy
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Compensation: Rigorous Approach
Five Guiding Principles
Emphasize variable, performance-based compensation
to ensure that pay and performance are closely aligned
Rigorous metric selection and goal-setting process to
support ADP's financial, transformation, client
satisfaction and ESG objectives
3 Pay competitively to attract and retain executives
critical to our long-term success
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Commitment to high standards of corporate
governance and best practices
Thoughtful design to minimize excessive risk-taking
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and to ensure high integrity
Compensation Governance
Ensures Alignment with Principles
Robust Clawback Policy applicable to cash and equity incentives
Stock Ownership Guidelines for CEO (6x) & NEOs (3x)
No option repricing
Target pay levels generally benchmarked to median, with variation
based on tenure and experience
Regular peer group analysis (peer group refined for FY'24, FY'22 and
FY'18 to enhance alignment with ADP strategy)
Double-trigger change-in-control severance and equity vesting
provisions
Limited perquisites
Anti-Hedging and Pledging Policy
No tax-gross ups
No dividends on unearned performance stock
Copyright 2023 ADP, Inc.
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