ADP Exec VP Joseph DeSilva Sells Shares After RSU Award

What Happened

• Joseph DeSilva, Executive Vice President of Automatic Data Processing, received 5,089 restricted stock units (RSUs) on 2026-09-01 and disposed of a combined 13,994.01 shares across two transactions for about $3,963,971. On 2026-09-01, 7,482.01 shares were surrendered/withheld at $283.49 per share to satisfy tax obligations ($2,121,075). On 2026-09-02, 6,512 shares were sold in the open market at $283.00 per share ($1,842,896). The RSU award was recorded at $0.00 acquisition price (standard for grants).

Key Details

• Dates & prices:
  • 2026-09-01: Award of 5,089 RSUs (A) at $0.00.
  • 2026-09-01: Tax withholding (F) of 7,482.01 shares at $283.49, proceeds ≈ $2,121,075.
  • 2026-09-02: Open-market sale (S) of 6,512 shares at $283.00, proceeds ≈ $1,842,896.
• Total shares disposed: 13,994.01; total proceeds ≈ $3,963,971.
• Shares owned after the transactions: Not specified in the information provided.
• Footnotes: RSUs convert 1-for-1 into common stock and vest ratably over three years (F1). The open-market sale was executed under a Rule 10b5-1 trading plan adopted by DeSilva in September 2025 (F2).
• Filing timeliness: Form 4 filed 2026-09-03 for transactions on 2026-09-01/02 — appears timely (no late filing indicated).

Context

• The F-code (payment of exercise price or tax liability) reflects shares withheld to cover taxes on RSU vesting rather than an independent market sale. The separate open-market sale was made under a pre-established 10b5-1 plan, which is a common way executives schedule regular sales. These transactions are routine corporate compensation and tax-related dispositions; they do not, by themselves, indicate the insider’s long-term view of ADP.