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AUTOMATIC DATA PROCESSING INC Proxy Solicitation & Information Statement 2017

Oct 6, 2017

29846_psi_2017-10-10_9170815c-890b-426b-9c5a-a2534235d720.zip

Proxy Solicitation & Information Statement

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DFAN14A 1 d469273ddfan14a.htm DFAN14A DFAN14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒

Check the appropriate box:

Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting material Pursuant to §240.14a-12

Automatic Data Processing, Inc.

(Name of Registrant as Specified In Its Charter)

William A. Ackman

Veronica M. Hagen

V. Paul Unruh

Pershing Square Capital Management, L.P.

PS Management GP, LLC

Pershing Square, L.P.

Pershing Square II, L.P.

Pershing Square International, Ltd.

Pershing Square Holdings, Ltd.

Pershing Square VI Master, L.P.

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

No fee required.
Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
1) Title of each class of securities to which transaction applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing
fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
Fee paid previously with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:

Pershing Square Capital Management, L.P. and certain affiliates (“Pershing Square”) posted the following material to their Facebook page relating to Automatic Data Processing, Inc. (the “Company”):

ADP Ascending Published by global strategy group [?] . 3 hrs Bill ackman joined jim cramer on mad money to talk about unlocking adps potential. Make sure to tune in on 10/10 to the shareholder webcast and learn about why you should #voteGold Bill ackman on cnbc with jim cramer, october 4, 2017 boost post youtube.com 6 people reached like comment share

Pershing Square and certain affiliates posted the following material to their Twitter page relating to the Company:

ADP Ascending @ADPascending 3h Watch @BillAckman on @jimcramer’s @MadMoneyOnCNBC discussing $ADP’s potential #VoteGOLD youtube.com/watch?v=bPJJ-1...

Pershing Square placed the following advertisement on Facebook:

ADP Ascending Sponsored We are hosting a webcast for all ADP investors at 7PM ET on October 10. Click below to find out more. SAVE THE DATE October 10, 2017 7:00 p.m. ET Join the Webcast Find out how you can join the web Learn More https://adpascending.com/ 4 Like Comment Share

Pershing Square placed the following advertisements on Yahoo:

Sponsored s Join the Webcast for ADP Investors Join a webcast for all ADP investors at 7PM ET on October 10 to find out about our plan for ADP. ADP Ascending SAVE THE DATE October 10,2017 7:00 p.m. ET Bill Ackman with answer your questions about the significant opportunity to transform ADP. Vote GOLD

Sponsored ADP Shareholders: Make Your Vote Count ADP must adapt to avoid losing ground to more innovative competitors. Join our live webcast in which ALLL ADP shareholders can ask about our plan. ADP Ascending

Sponsored s Support Our Nominees For ADP’s Transformation ADP Shareholders – how do we know ADP can do better? Watch our video. ADP Ascending