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BR · Broadridge Financial Solutions

421 filings

8-K

BR 8-K Current Reports

Broadridge Financial Solutions - 421 current reports

Filing record · 2016–202610-K1110-Q338-K224

BR filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 224 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Feb ’17Feb ’17
  2. Leadership change8-K · Jun ’19Jun ’19
  3. Leadership change8-K · Aug ’21Aug ’21
  4. Material agreement8-K · Aug ’25Aug ’25
Showing 1-50 of 421 filings
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Nov 3, 2026)

Nov 3, 2026
8-K
Other Events

Broadridge Financial Solutions 8-K Report, Corporate Update (Oct 23, 2026)

Broadridge Financial Solutions, Inc. filed this Current Report on Form 8-K to disclose under Item 8.01 (Other Events) that it moved its headquarters on September 29, 2026 to 605 Third Avenue, New York, New York 10158. The filing also states that the company's telephone number has changed to (212) 918-6900. The filing contains no financial results, financial statements, or guidance. Its only exhibit listed is Exhibit 104, the Cover Page Interactive Data File, whose cover page XBRL tags are embedded within the Inline XBRL document. For investors, this is an administrative disclosure with no stated effect on operations, financial condition, or securities. Common stock trades under the symbol BR on the New York Stock Exchange.

Oct 23, 2026
8-K
Earnings & ResultsOther Events

Broadridge Financial Solutions 8-K Report, Financial Results (Aug 4, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) reported fiscal fourth-quarter and full-year 2026 results on August 4, 2026, furnished as Exhibits 99.1 and 99.2 to its Form 8-K. For fiscal year 2026, Recurring revenues rose 8% to $4,878 million (8% on a constant currency basis), total revenues increased 9% to $7,477 million, and diluted EPS rose 35% to $9.60. Adjusted EPS grew 12% to $9.60, and Free cash flow conversion was 110%, with Free cash flow of $1,233.0 million. Closed sales reached $305 million, up 6%. Fourth-quarter Recurring revenues were $1,542 million, up 8%, and fourth-quarter diluted EPS was $3.44. The Board declared a quarterly dividend of $1.09 per share payable October 5, 2026, reflecting a 12% increase in the annual dividend from $3.90 to $4.36 per share. The Board also authorized a new share repurchase program of up to $1.5 billion of common stock with no expiration date, replacing the 3.5 million shares remaining under the prior authorization. Fiscal year 2026 Corporate and Other results included a non-cash gain on digital assets of $227 million, which the company excluded from Adjusted EPS. For fiscal year 2027, management guided to 6-8% Recurring revenue growth on a constant currency basis, Adjusted Operating income margin of approximately 21%, 8-12% Adjusted EPS growth, Free cash flow conversion of 100% or more, and Closed sales of $290-330 million. Results were presented on both GAAP and Non-GAAP bases, and the filing lists risk factors including client concentration, cybersecurity, and securities market activity.

Aug 4, 2026
8-K
Leadership ChangesExhibits & Filings

Broadridge Financial Solutions 8-K Report, Executive Changes (Jun 10, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Current Report on Form 8-K to disclose the appointment of Todd Diganci to its Board of Directors. The Board approved an increase in its size from nine to 10 members on June 9, 2026, and appointed Mr. Diganci, effective August 1, 2026. Following the appointment, eight of the 10 Board members will be independent, including the Chairperson, Eileen K. Murray. Mr. Diganci will serve on the Audit Committee. Mr. Diganci served as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer of the Financial Industry Regulatory Authority (FINRA) from 2017 through June 2026, overseeing finance, human resources, and FINRA's credentialing, registration, education and disclosure (CRED) operations. Before 2017, he held positions at FINRA including Corporate Controller and Chief Financial Officer, and he expanded the CFO role to include enterprise risk management and corporate strategic leadership. The Board determined he is independent under the Board's Corporate Governance Principles and NYSE and SEC rules. He is expected to receive compensation consistent with other independent directors, as described in the proxy statement filed October 2, 2025. The filing states there is no arrangement or understanding under which Mr. Diganci was appointed, and no transactions requiring disclosure under Item 404(a) of Regulation S-K. The accompanying Exhibit 99.1 is the June 9, 2026 press release announcing the appointment.

Jun 10, 2026
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (May 21, 2026)

Broadridge Financial Solutions, Inc. filed a Form 8-K on May 21, 2026 under Item 8.01 (Other Events) to report that its Board of Directors declared a quarterly cash dividend of $0.975 per share. The dividend is payable on July 2, 2026 to stockholders of record at the close of business on June 12, 2026. The filing is a routine capital return announcement. Details of the dividend are contained in the press release furnished as Exhibit 99.1, which is dated May 21, 2026, and reiterates the declared amount, payment date, and record date. The press release also describes Broadridge as a global technology provider to the financial services industry, noting that its platforms process over 7 billion communications per year and underpin daily trading of more than $10 trillion of securities globally, with over 15,000 associates in 21 countries. For investors, the key takeaways are the dividend amount, the record date of June 12, 2026, and the payment date of July 2, 2026. The filing does not include financial results, guidance, or other operational metrics beyond the business description in the press release.

May 21, 2026
8-K
Material AgreementsFinancial EventsOther Events+1

Broadridge Financial Solutions 8-K Report, Material Agreement (May 15, 2026)

On May 15, 2026, Broadridge Financial Solutions, Inc. closed its underwritten public offering of $500,000,000 aggregate principal amount of 5.750% Senior Notes due May 15, 2036, issued under a Form S-3 registration statement and a prospectus supplement dated May 4, 2026. The Notes are general unsecured senior obligations ranking equally with the company's other unsecured senior indebtedness, effectively junior to secured debt to the extent of collateral and to all liabilities of subsidiaries. The Notes are not guaranteed by subsidiaries, through which the company conducts substantially all of its operations. Interest is payable semiannually in cash on May 15 and November 15, beginning November 15, 2026. The Indenture, dated May 15, 2026, with U.S. Bank Trust Company, National Association, as trustee, includes restrictive covenants limiting liens, certain asset sales and mergers or consolidations, and sale and leaseback transactions, subject to exceptions. The company may redeem the Notes at any time at 100% of principal plus accrued interest and a make-whole premium, with no premium applying to redemptions on or after February 15, 2036. Upon a change of control repurchase event, the company must offer to repurchase the Notes at 101% of principal plus accrued interest. The press release states that Broadridge intends to use the net proceeds, together with cash on hand, to repay its outstanding 3.400% senior notes due 2026. The filing also includes a legal opinion from White & Case LLP and a press release dated May 15, 2026 announcing the closing.

May 15, 2026
8-K
Material AgreementsOther EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Material Agreement (May 6, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Current Report on Form 8-K to disclose that on May 4, 2026 it entered into an underwriting agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, as representatives of the underwriters, for an underwritten public offering of $500,000,000 aggregate principal amount of 5.750% Senior Notes due 2036. The offering is being made under the company's Form S-3 registration statement (File No. 333-289263) and a prospectus supplement dated May 4, 2026, filed under Rule 424(b) on May 5, 2026. The offering is expected to close on May 15, 2026, subject to customary closing conditions. According to the accompanying press release (Exhibit 99.1), Broadridge intends to use the net proceeds, together with cash on hand, to repay its outstanding 3.400% senior notes due 2026. The filing is primarily a debt refinancing event: it replaces near-term debt with a new issue maturing in 2036 at a stated coupon of 5.750%. The filing does not disclose earnings, revenue, or other operating results. The press release's forward-looking statements cross-reference the company's Form 10-K for the fiscal year ended June 30, 2025 and its Form 10-Q for the quarter ended March 31, 2026 (filed April 30, 2026) for risk factors.

May 6, 2026
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (May 6, 2026)

On May 6, 2026, Broadridge Financial Solutions, Inc. furnished under Item 7.01 (Regulation FD Disclosure) its May 2026 investor presentation, attached as Exhibit 99.1. The filing itself contains no new financial results; the presentation restates the company's third-quarter fiscal 2026 results (reported April 30, 2026) and its updated fiscal 2026 guidance. The information is furnished and not deemed filed under Section 18 of the Exchange Act. The presentation reports third-quarter fiscal 2026 Recurring revenues of $1,288 million (up 7% GAAP, 6% constant currency), total revenues of $1,954 million (up 8%), and Adjusted EPS of $2.72 (up 11%). Diluted EPS was $2.36, up 15%. Closed sales were $58 million, down 19%, and Adjusted Operating income margin was 21.5%, down 90 bps. For the nine months ended March 31, 2026, Free cash flow was $590.9 million, versus $393.2 million a year earlier. Management raised fiscal 2026 guidance: Recurring revenue growth in constant currency is now at or above 7% (previously higher end of 5-7%), and Adjusted EPS growth is 10-12% (previously 9-12%). Adjusted Operating income margin guidance is unchanged at 20-21%, and Closed sales guidance was revised to $240-$290 million from $290-$330 million. The presentation also restates three-year objectives for fiscal 2024-2026, including 7-9% Recurring revenue growth and 8-12% Adjusted EPS growth.

May 6, 2026
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Apr 30, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) furnished an 8-K on April 30, 2026 reporting results for the third quarter of fiscal 2026 (ended March 31, 2026). Total revenues rose 8% to $1,954 million, and recurring revenues rose 7% to $1,288 million (6% in constant currency). Operating income increased 4% to $359 million, and Adjusted Operating income increased 4% to $421 million, with the Adjusted operating margin at 21.5% versus 22.4% a year earlier. Diluted EPS rose 15% to $2.36, and Adjusted EPS rose 11% to $2.72. For the nine months, diluted EPS was $6.18 versus $3.93, which reflects a Gain on Digital Assets of $244 million in other non-operating income. Management raised its fiscal 2026 guidance for recurring revenue growth in constant currency to at or above 7% (from the higher end of 5-7%) and raised Adjusted EPS growth guidance to 10-12% (from 9-12%). Adjusted operating income margin guidance is unchanged at 20-21%, and closed sales guidance was revised down to $240-$290 million from $290-$330 million. Free cash flow for the nine months was $590.9 million, compared with $393.2 million a year earlier. The filing also discloses that Broadridge completed its acquisition of CQG, Inc., a Denver-based execution management system provider for futures and options market participants, on April 30, 2026, for a total purchase price of approximately $173 million plus contingent consideration. CQG will be included in the GTO segment.

Apr 30, 2026
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Mar 6, 2026)

Broadridge Financial Solutions, Inc. filed a Current Report on Form 8-K dated March 6, 2026 to disclose under Item 8.01 (Other Events) that its Board of Directors declared a quarterly cash dividend of $0.975 per share. The dividend is payable on April 8, 2026 to stockholders of record at the close of business on March 16, 2026. The filing is brief and contains no financial statements, operating results, or guidance. The announcement is provided in full in Exhibit 99.1, a press release dated March 6, 2026, which repeats the dividend amount, payment date, and record date. The press release also describes Broadridge as a global technology leader in investing, governance, and communications for financial services, noting that its platforms process over 7 billion communications annually and underpin daily average trading of over $15 trillion in equities, fixed income, and other securities globally. For investors, the key takeaway is the declared dividend and its timing. The filing does not discuss the company's financial performance or any changes to its dividend policy beyond this specific declaration.

Mar 6, 2026
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Feb 9, 2026)

Broadridge Financial Solutions, Inc. (BR) filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) to furnish its February 2026 investor presentation, posted to its website on February 6, 2026, as Exhibit 99.1. The filing itself contains no new financial results, but the presentation, which accompanies the February 3, 2026 second-quarter fiscal 2026 earnings call, restates the company's key metrics and outlook. Under the Securities Act and Exchange Act, the furnished material is not deemed filed for Section 18 purposes. For fiscal 2026 second quarter, the presentation reports total revenues of $1,714 million (up 8%), recurring revenues of $1,070 million (up 9%), and Adjusted earnings per share of $1.59 (up 2%), with 8% recurring revenue growth in constant currency. GAAP diluted EPS was $2.42 versus $1.20, and Adjusted Operating income margin was 15.5% versus 16.6%. Management raised its FY'26 Adjusted EPS growth guidance to 9-12% from 8-12%, reaffirmed recurring revenue growth at the higher end of 5-7% constant currency, reaffirmed an Adjusted Operating income margin of 20-21%, and reaffirmed Closed sales of $290-$330 million. The presentation reiterates the company's FY'24-26 three-year objectives: 7-9% recurring revenue growth, 8-12% Adjusted EPS growth, and 50+ basis points of annual Adjusted Operating income margin expansion, along with a fiscal 2026 annual dividend amount of $3.90 subject to board approval. It also cites free cash flow of $318.5 million for the six months ended December 31, 2025, and recent capital uses including the acquisition of Acolin on 1/5/26 and a contribution of Canton Coins to acquire an approximate 8% interest in Tharimmune, Inc.

Feb 9, 2026
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Feb 3, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) furnished this Form 8-K to report results for the second quarter of fiscal year 2026, ended December 31, 2025. Recurring revenues rose 9% to $1,070 million (8% in constant currency), total revenues increased 8% to $1,714 million, and diluted EPS was $2.42 versus $1.20 a year earlier. Adjusted EPS increased 2% to $1.59, and Adjusted Operating income was $265 million, up 1%, with Adjusted Operating income margin of 15.5% compared with 16.6% in the prior-year period. GAAP operating income declined 2% to $206 million, reflecting lower Event-driven revenues. The company raised its FY'26 Adjusted EPS growth guidance to 9-12% from 8-12%, while reaffirming Recurring revenue growth constant currency at the higher end of 5-7%, an Adjusted Operating income margin of 20-21%, and Closed sales of $290-$330 million. Diluted EPS growth benefited from $186.8 million of quarterly net gains on digital assets, which the company excludes from its Adjusted measures, and Corporate and Other pre-tax earnings of $156 million included an unrealized digital asset gain of $137 million and a $53 million realized gain tied to the contribution of Canton Coins to the Canton Digital Asset Treasury. Subsequent to quarter end, Broadridge completed the acquisition of Acolin Group Holdco Limited on January 5, 2026, for a total purchase price of approximately $70 million plus contingent consideration. Acolin will be included in the ICS segment. The company also disclosed a production facility closure, with approximately $20 million of estimated pre-tax restructuring costs expected to be completed in the third quarter of fiscal 2026.

Feb 3, 2026
8-K
Leadership ChangesExhibits & Filings

Broadridge Financial Solutions 8-K Report, Executive Changes (Feb 3, 2026)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Current Report on Form 8-K dated February 3, 2026, to disclose board changes. On February 2, 2026, the Board increased its size from eight to 10 members and appointed Trish Mosconi and Christopher Perry as directors, effective that same day. Following the appointments, eight of the 10 Board members are independent, including the Chairperson, Eileen K. Murray. Ms. Mosconi will serve on the Audit and Compensation Committees. In the same filing, director Brett Keller notified the company on February 2, 2026, of his decision to resign from the Board effective April 30, 2026. He stated that his decision did not result from any disagreement with the company, its management or the Board. The press release attached as Exhibit 99.1 says he is stepping down to fulfill a full-time missionary leadership assignment with his wife in Japan, after 11 years of service. Mr. Perry, who has been President since 2020, will receive no additional director compensation and will not serve on any of the Board's three standing committees. Ms. Mosconi is expected to receive compensation consistent with the company's other independent directors, as described in the proxy statement filed October 2, 2025.

Feb 3, 2026
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Nov 14, 2025)

Broadridge Financial Solutions, Inc. furnished its November 2025 investor presentation (Exhibit 99.1) on November 14, 2025, by posting it to its website at broadridge-ir.com. The filing is a Regulation FD disclosure; the information is furnished and not deemed "filed" under Section 18 of the Exchange Act. The presentation reviews the company's strategy across its Investor Communication Solutions and Global Technology and Operations franchises, and sets out its three-year objectives for FY'24-FY'26 of 7-9% Recurring revenue growth and 8-12% Adjusted EPS growth. The presentation's first quarter fiscal 2026 results, reported as of the November 4, 2025 earnings call, show Recurring revenues of $977 million (up 9%), Total revenues of $1,589 million (up 12%), Diluted EPS of $1.40 versus $0.68, and Adjusted EPS of $1.51 versus $1.00 (up 51%). Closed sales were $33 million versus $57 million. Management reaffirmed FY'26 guidance, now at the higher end of its 5-7% constant currency Recurring revenue growth range, with Adjusted Operating income margin of 20-21%, Adjusted EPS growth of 8-12%, and Closed sales of $290-$330 million. The presentation also notes that the company has returned capital through $250 million in share repurchases over the last two quarters and that the FY'26 annual dividend amount of $3.90 is subject to board declaration. The filing's forward-looking statements caution that results could differ materially from those expected, citing factors described in the company's 2025 Annual Report on Form 10-K.

Nov 14, 2025
8-K
Shareholder MattersExhibits & Filings

Broadridge Financial Solutions 8-K Report, Shareholder Vote Results (Nov 14, 2025)

Broadridge Financial Solutions, Inc. held its 2025 Annual Meeting of Stockholders on November 13, 2025, and stockholders approved all of management's proposals. These were the election of eight directors for one-year terms, an advisory Say on Pay vote on executive compensation, and ratification of Deloitte & Touche LLP as the independent registered public accountants for the fiscal year ending June 30, 2026. Each director received substantially more votes for than against. Maura A. Markus recorded the largest number of votes against (5,441,019), while Timothy C. Gokey recorded the fewest (398,423). The Say on Pay proposal received 87,706,467 votes for, 8,019,679 against, and 186,912 abstentions, with 7,782,880 broker non-votes. Deloitte's ratification received 101,741,761 votes for, 1,888,802 against, and 65,375 abstentions. The filing reports the voting results only and contains no other financial or operational disclosures. The only exhibit listed is the cover page Interactive Data File, with its XBRL tags embedded in the Inline XBRL document.

Nov 14, 2025
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Nov 13, 2025)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Current Report on Form 8-K on November 13, 2025 under Item 8.01 (Other Events) to disclose that its Board of Directors declared a quarterly cash dividend of $0.975 per share. The dividend is payable on January 5, 2026 to stockholders of record at the close of business on December 12, 2025. The filing is a routine capital return announcement and contains no financial statements, results of operations, or guidance. The full details are provided in Exhibit 99.1, a press release dated November 13, 2025 titled "Broadridge Declares Quarterly Dividend of $0.975 Per Share." The press release repeats the dividend amount and dates and includes a company description, noting that Broadridge's platforms process and generate over 7 billion communications annually and underpin daily average trading of over $15 trillion in equities, fixed income, and other securities globally, and that the company employs over 15,000 associates in 21 countries. For investors, the key takeaways are the declared dividend amount, the record date, and the payment date. The filing does not address earnings, financial condition, or the company's dividend policy beyond this single declaration.

Nov 13, 2025
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Nov 4, 2025)

Broadridge Financial Solutions, Inc. (NYSE: BR) furnished this Form 8-K under Item 2.02 to report results for its first quarter of fiscal year 2026, ended September 30, 2025. Total revenues rose 12% to $1,589 million from $1,423 million, and Recurring revenues increased 9% to $977 million, or 8% in constant currency. Operating income was $189 million, up 40%, and diluted EPS was $1.40 versus $0.68 a year earlier. Adjusted EPS, a non-GAAP measure, rose 51% to $1.51. Event-driven revenues increased 81% to $114 million, driven by a higher volume of mutual fund proxy communications. Net cash flows from operating activities were $42.3 million, compared with negative $125.5 million in the prior-year quarter, and free cash flow (non-GAAP) was $12.7 million. Management raised its FY'26 Recurring revenue growth constant currency outlook to the higher end of its 5-7% range and reaffirmed Adjusted Operating income margin of 20-21%, Adjusted EPS growth of 8-12%, and Closed sales of $290-$330 million. During the quarter the company completed two tuck-in acquisitions, Signal (approximately $27 million purchase price) and iJoin (approximately $35 million plus contingent consideration), and repurchased $150 million of shares. Cash and cash equivalents declined to $290.7 million from $561.5 million at June 30, 2025, and total debt (current and long-term) was $3,281.3 million at September 30, 2025. The filing also discloses a subsequent event: on November 3, 2025, Broadridge agreed to contribute 342 million of its Canton Coins to acquire pre-funded warrants representing an approximate 8% interest in Tharimmune, Inc., with closing expected on or about November 6, 2025.

Nov 4, 2025
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Sep 5, 2025)

Broadridge Financial Solutions, Inc. (BR) filed this Form 8-K on September 5, 2025 under Item 7.01 (Regulation FD Disclosure) to furnish its September 2025 investor presentation, posted that day to broadridge-ir.com and attached as Exhibit 99.1. The filing states the information is furnished, not filed, for purposes of Section 18 of the Exchange Act. The filing itself contains no new transaction, earnings release, or event; it is a presentation filing. The presentation reiterates results and outlook from the company's August 5, 2025 earnings call. For fiscal 2025 (ended June 30, 2025), Broadridge reported total revenues of $6.89 billion (up 6%), recurring revenues of $4.51 billion (up 7%), diluted EPS of $7.10 (up 21%), and Adjusted EPS of $8.55 (up 11%, non-GAAP). Fiscal 2025 Closed sales were $288 million, down 16%. Adjusted operating income margin was 20.5%, and free cash flow was $1,056.4 million. Fiscal 2026 guidance calls for 5-7% recurring revenue growth in constant currency, a 20-21% adjusted operating income margin, 8-12% adjusted EPS growth, and Closed sales of $290-$330 million. The company also cited a three-year objective for fiscal 2024-2026 of 7-9% recurring revenue growth and 8-12% adjusted EPS growth. The presentation highlights a dividend of $3.90 per share for fiscal 2026, subject to board approval, and total capital returns that include dividends and share repurchases. The filing's forward-looking statements caution that results could differ materially, citing factors such as client concentration, cybersecurity risk, market activity, and competition, with details in the company's 2025 Form 10-K.

Sep 5, 2025
8-K/A
Material AgreementsFinancial EventsExhibits & Filings

Broadridge Financial Solutions 8-K/A Report, Material Agreement (Aug 25, 2025)

Broadridge Financial Solutions, Inc. filed this Current Report on Form 8-K/A to amend Items 1.01 and 2.03 of its Form 8-K filed August 21, 2025. The amendment corrects the maturity date of the loan: the Loan will mature on the fifth anniversary of the Closing Date, rather than the language in the original report. Except for this correction, the amended report does not change the original disclosures. The underlying event is a term credit agreement entered into on August 21, 2025 (the Closing Date) among the Company, as Borrower, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. It provides term loan commitments of $750 million, which were incurred in full on the Closing Date. Proceeds will repay amounts outstanding under the Company's Amended and Restated Term Credit Agreement dated August 17, 2023, and fund general corporate purposes. The Loan may be voluntarily prepaid at any time without premium or penalty, subject to customary breakage provisions, and amounts repaid may not be reborrowed. The loan initially bears interest at Term SOFR plus 1.250% per annum, with a step-up to Term SOFR plus 1.375% or 1.625% or a step-down to Term SOFR plus 1.125% or 1.000%, based on ratings. The agreement contains customary affirmative and negative covenants, including a maximum leverage ratio test, and customary events of default, including change of control and cross default provisions. The full agreement is filed as Exhibit 10.1.

Aug 25, 2025
8-K
Material AgreementsFinancial EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Material Agreement (Aug 21, 2025)

On August 21, 2025, Broadridge Financial Solutions, Inc. entered into a term credit agreement with JPMorgan Chase Bank, N.A., as Administrative Agent, providing for term loan commitments in an aggregate principal amount of $750 million. The Company incurred the full loan on the closing date. The loan matures on the third anniversary of the closing date, and the proceeds will be used to repay amounts outstanding under the Company's Amended and Restated Term Credit Agreement dated August 17, 2023, and for general corporate purposes. The loan initially bears interest at Term SOFR plus 1.250% per annum, subject to step-up to Term SOFR plus 1.375% or 1.625%, or step-down to Term SOFR plus 1.125% or 1.000%, based on ratings. The Company may prepay the loan voluntarily at any time, in whole or in part, without premium or penalty, subject to customary breakage provisions. Amounts repaid may not be reborrowed. The agreement contains customary affirmative and negative covenants, including limits on liens, subsidiary indebtedness, sale and leaseback transactions, affiliate transactions, and certain mergers or asset transfers, as well as a maximum leverage ratio. Events of default include payment default, covenant breaches, a change of control, judgment defaults, and cross default or cross acceleration, with automatic acceleration upon certain insolvency events.

Aug 21, 2025
8-K
Earnings & ResultsOther EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Aug 5, 2025)

Broadridge Financial Solutions, Inc. (NYSE: BR) reported results for its fourth quarter and fiscal year ended June 30, 2025, in a press release furnished as Exhibit 99.1. Fiscal 2025 total revenues were $6,889 million, up 6% from $6,507 million, and recurring revenues were $4,508 million, up 7% (7% on a constant currency basis). GAAP operating income rose 17% to $1,189 million, and diluted EPS increased 21% to $7.10. Adjusted EPS (a non-GAAP measure) grew 11% to $8.55, and closed sales were $288 million, down 16% from $342 million. The Board declared a quarterly dividend of $0.975 per share, payable October 2, 2025 to holders of record on September 11, 2025. The Board also approved an 11% increase in the annual dividend, from $3.52 to $3.90 per share, marking the 19th consecutive annual increase since the company became public in 2007. The filing also notes a proposed acquisition of Acolin Group Holdco Limited for approximately $70 million plus contingent consideration, expected to close in the first half of fiscal 2026. For fiscal 2026, management guided to 5-7% recurring revenue growth on a constant currency basis, a 20-21% Adjusted operating income margin, 8-12% Adjusted EPS growth, and closed sales of $290-$330 million. Investors should note that the guidance and non-GAAP metrics are management's measures, and the filing points to the Risk Factors in the 2025 Annual Report on Form 10-K for the risks that could cause results to differ.

Aug 5, 2025
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (May 13, 2025)

Broadridge Financial Solutions, Inc. filed a Form 8-K on May 13, 2025 to report that its Board of Directors declared a quarterly cash dividend of $0.88 per share. The dividend is payable on July 2, 2025 to stockholders of record at the close of business on June 13, 2025. The Item 8.01 disclosure cites June 13, while the attached press release (Exhibit 99.1) lists June 12, 2025 as the record date. The filing is a routine capital-return announcement under Item 8.01 (Other Events). It discloses no financial results, guidance, or other operating developments. Exhibit 99.1 describes Broadridge as a global Fintech leader with over $6 billion in revenues, employing over 14,000 associates in 21 countries, and notes that its technology and operations platforms underpin the daily trading of on average more than U.S. $10 trillion of equities, fixed income and other securities globally. For investors, the key takeaways are the declared dividend amount, the payment date, and the record date. Shareholders should confirm the record date with their broker or the company, given the discrepancy between the 8-K body and the press release.

May 13, 2025
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (May 9, 2025)

Broadridge Financial Solutions, Inc. filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) on May 9, 2025 to report that it posted its May 2025 investor presentation to its website at broadridge-ir.com. The filing contains no new financial results of its own; the substantive content is Exhibit 99.1, the investor presentation, which is furnished rather than filed for purposes of Section 18 of the Exchange Act. The presentation frames Broadridge around three franchises and states a FY'24 recurring revenue base of $4.2B, with a FY'24-26 recurring revenue growth objective of 7-9% and an FY'24-26 Adjusted EPS growth objective of 8-12%. It cites a Vended Addressable Market of $60B and a total addressable market of $225B, and reports that the Investor Communication Solutions (ICS) segment generated $2.6B of recurring revenue while Global Technology & Operations (GTO) generated $1.6B. For the third quarter of fiscal 2025 (ended March 31, 2025), the presentation reports recurring revenues of $1,204 million, up 7% on a GAAP basis and 8% in constant currency, total revenues of $1,812 million, and Adjusted EPS of $2.44 versus $2.23. Fiscal 2025 guidance was reaffirmed for recurring revenue growth of 6-8% in constant currency and Adjusted EPS growth of 8-12%, with the Adjusted EPS outlook moved to the middle of that range. Closed sales guidance was lowered to $240-$300 million from $290-$330 million.

May 9, 2025
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (May 1, 2025)

Broadridge Financial Solutions, Inc. furnished its results for the third quarter of fiscal year 2025, ended March 31, 2025, through a press release (Exhibit 99.1) and an earnings presentation (Exhibit 99.2). Total revenues rose 5% to $1,812 million from $1,726 million, and recurring revenues rose 7% to $1,204 million, or 8% in constant currency (non-GAAP). Operating income increased 14% to $345 million, with operating margin of 19.0% versus 17.5% a year earlier. Diluted EPS rose 15% to $2.05, and Adjusted EPS (non-GAAP) rose 9% to $2.44. For the nine months, total revenues increased 6% to $4,824 million, and diluted EPS increased 25% to $3.93. Adjusted EPS grew 18% to $5.00. Closed sales were $71 million in the quarter, down 11%, and $174 million year to date, down 6%. Free cash flow (non-GAAP) for the nine months was $393.2 million, compared with $258.6 million a year earlier. Management reaffirmed its fiscal 2025 guidance of 6-8% constant-currency recurring revenue growth and approximately 20% Adjusted operating income margin, and said Adjusted EPS growth is expected in the middle of its 8-12% range. It lowered its closed sales outlook to $240-$300 million from $290-$330 million.

May 1, 2025
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Feb 10, 2025)

Broadridge Financial Solutions, Inc. (BR) filed this Form 8-K on February 10, 2025 under Item 7.01 (Regulation FD Disclosure) to furnish its February 2025 investor presentation, posted that day to its website at broadridge-ir.com and attached as Exhibit 99.1. The information is furnished rather than filed, so it is not subject to Section 18 liability. The filing itself contains no new financial results; the substance lies in the presentation, which reaffirms fiscal year 2025 guidance from the January 31, 2025 earnings call. The presentation states that Broadridge had $4.2 billion of FY'24 recurring revenue and sets objectives for FY'24-26 of 7-9% recurring revenue growth (5-8% organic) and 8-12% adjusted EPS growth. FY'25 guidance calls for 6-8% recurring revenue growth in constant currency, adjusted operating income margin of about 20%, adjusted EPS growth of 8-12%, and closed sales of $290-$330 million. The company reported FY'24 total revenue of $6.5 billion, GAAP diluted EPS of $5.86, and adjusted EPS of $7.73, and it cites a FY'25 annual dividend of $3.52 per share, subject to board declaration. For the fiscal second quarter ended December 31, 2024, the presentation reports recurring revenues of $980 million (up 9%), total revenues of $1,589 million (up 13%), GAAP diluted EPS of $1.20 (up 103%), and adjusted EPS of $1.56 (up 70%). Closed sales declined to $46 million from $58 million, a 21% decrease. The presentation also states that free cash flow for the six months ended December 31, 2024 was $56.3 million, compared with $91.4 million a year earlier.

Feb 10, 2025
8-K
Corporate ChangesExhibits & Filings

Broadridge Financial Solutions 8-K Report, Bylaw Amendment (Feb 5, 2025)

Broadridge Financial Solutions, Inc. (BR) filed a Form 8-K on February 5, 2025 under Item 5.03 to report that its Board of Directors approved and adopted Amended and Restated By-laws, effective February 4, 2025. The filing discloses no financial results, transactions, or financial statements; its substance is governance-related. The most significant change concerns stockholder proxy nominations under the SEC's Universal Proxy Rules (Rule 14a-19). Stockholders intending to use these rules must provide all required information, including a representation that they will file a definitive proxy statement and solicit holders of at least 67% of the voting power entitled to elect directors, plus reasonable evidence of compliance at least five business days before the meeting. The by-laws also require each director nominee to represent an intent to serve until a successor is elected and/or deemed qualified, provide the Company a remedy if a stockholder fails to meet these requirements, and reserve the white proxy card for exclusive use by the Board, requiring any soliciting stockholders to use a different color. The Restated By-laws also conform to recent amendments to the Delaware General Corporation Law, allowing adjourned-meeting details to be provided in any DGCL-permitted manner and allowing the stockholder list to be made available electronically before a meeting. The full text is filed as Exhibit 3.2.

Feb 5, 2025
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Feb 4, 2025)

Broadridge Financial Solutions, Inc. filed this Form 8-K on February 4, 2025 under Item 8.01 (Other Events) to report that its Board of Directors declared a quarterly cash dividend of $0.88 per share. The dividend is payable on April 3, 2025 to stockholders of record at the close of business on March 13, 2025. The filing is a brief announcement with no financial results, balance sheet data, or guidance included in the body. The full details are contained in Exhibit 99.1, a press release dated February 4, 2025, which repeats the dividend declaration and payment terms and describes Broadridge as a global Fintech leader with over $6 billion in revenues, employing over 14,000 associates in 21 countries, and included in the S&P 500 Index. For investors, the key takeaways are the dividend amount, the record date, and the payment date. The company's common stock trades on the New York Stock Exchange under the ticker BR.

Feb 4, 2025
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Jan 31, 2025)

Broadridge Financial Solutions, Inc. (NYSE: BR) furnished an 8-K on January 31, 2025 reporting results for its second quarter of fiscal 2025, ended December 31, 2024. Total revenues rose 13% to $1,589 million from $1,405 million, and recurring revenues rose 9% to $980 million, or 9% in constant currency, driven by Net New Business and Internal Growth in ICS and Internal Growth and Acquisitions in GTO. Event-driven revenues increased 126% to $125 million on higher mutual fund communications volume, and distribution revenues rose 7% to $484 million, helped by a postage rate increase of approximately $30 million. Operating income increased 69% to $211 million, and diluted EPS more than doubled to $1.20 from $0.59, while Adjusted EPS grew 70% to $1.56 from $0.92. For the six months ended December 31, 2024, total revenues rose 6% to $3,012 million and Adjusted Operating income margin was 14.9%. Free cash flow (non-GAAP) for the six months was $56.3 million, compared with $91.4 million a year earlier, and cash from operating activities was $111.2 million versus $127.8 million. Long-term debt increased to $3,655.6 million from $3,355.1 million at June 30, 2024. The company completed its acquisition of Kyndryl's Securities Industry Services business on November 1, 2024 for approximately $185 million. Management reaffirmed its fiscal 2025 guidance, including 6-8% recurring revenue growth in constant currency, Adjusted EPS growth of 8-12%, an Adjusted Operating income margin of approximately 20%, and Closed sales of $290-$330 million. The filing furnishes the earnings press release (Exhibit 99.1) and an earnings presentation (Exhibit 99.2), and the information is not deemed filed under Section 18 of the Exchange Act.

Jan 31, 2025
8-K
Leadership ChangesExhibits & Filings

Broadridge Financial Solutions 8-K Report, Executive Changes (Dec 16, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Form 8-K on December 16, 2024 to report the Board's appointment of Ashima Ghei as Corporate Vice President and Chief Financial Officer, effective immediately. Ghei will serve as the company's principal financial and principal accounting officer. She has been leading the global Finance team as Interim CFO since July 1, 2024, and the company's press release states she has been instrumental in driving its financial strategy and execution in the first half of fiscal year 2025. The filing sets out her compensation as approved by the Compensation Committee: an annual base salary of $600,000, and a target annual cash incentive of 100% of base salary. For fiscal 2025 she will receive a pro-rated cash incentive based on her days employed in the role. Starting in calendar 2025, her annual equity targets are $850,000 in performance-based restricted stock units vesting in 2028 and $850,000 in stock options with standard four-year vesting. She will also participate in the company's Officer Severance Plan and Change in Control Severance Plan for Corporate Officers. Ghei, age 45, joined Broadridge in January 2022 as CFO of its Investor Communication Solutions business. She previously spent 18 years at American Express, most recently as Head of Merchant Pricing for the Americas. The CEO, Tim Gokey, praised her leadership in the accompanying press release, which is filed as Exhibit 99.1.

Dec 16, 2024
8-K
Material AgreementsFinancial EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Material Agreement (Dec 13, 2024)

On December 11, 2024 (the Effective Date), Broadridge Financial Solutions, Inc. entered into an amended and restated credit agreement with its subsidiary borrowers, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. The agreement provides for senior unsecured revolving credit facilities totaling $1.5 billion, consisting of a $1.0 billion US Dollar tranche and multicurrency tranches totaling $500.0 million, along with a letter of credit facility and a swingline facility. The facilities have a five-year term. The agreement permits up to $500.0 million of additional revolving loan commitments, subject to conditions, and allows the Company to add subsidiary borrowers and currencies with the consent of the Administrative Agent and relevant lenders. Borrowings may be prepaid voluntarily at any time without premium or penalty. The credit agreement contains customary affirmative and negative covenants, including a maximum leverage ratio, and events of default that include a change of control, with acceleration rights for the Administrative Agent or lenders upon default. Pricing is based on Adjusted Term SOFR, Adjusted Term CORRA, EURIBOR, TIBOR, SONIA, and STIBOR depending on currency, plus an initial margin of 1.00% per annum, subject to ratings-based step-ups to 1.25% and step-downs to 0.785%. A facility fee of 0.125% per annum applies to the revolving commitments, subject to ratings-based adjustment. On the Effective Date, the commitments under the prior credit agreement dated April 23, 2021 were replaced by those under the new Credit Agreement.

Dec 13, 2024
8-K
Shareholder Matters

Broadridge Financial Solutions 8-K Report, Shareholder Vote Results (Nov 15, 2024)

Broadridge Financial Solutions, Inc. filed this Current Report on Form 8-K to disclose the results of its 2024 Annual Meeting of Stockholders, held on November 14, 2024. Under Item 5.07, the filing states that stockholders approved all of management's proposals: the election of 10 directors for one-year terms, the advisory say-on-pay vote on executive compensation, and the ratification of Deloitte & Touche LLP as independent registered public accountants for the fiscal year ending June 30, 2025. All 10 director nominees received substantially more FOR votes than AGAINST votes. Maura A. Markus received 4,245,111 AGAINST votes and Robert N. Duelks received 3,181,217 AGAINST votes, the highest opposition counts among the nominees. The say-on-pay proposal received 88,015,064 FOR votes, 10,695,498 AGAINST votes, 166,346 ABSTAIN votes, and 8,078,178 broker non-votes. The auditor ratification received 105,220,102 FOR votes, 1,692,002 AGAINST votes, and 42,982 ABSTAIN votes. The filing lists only one exhibit, Exhibit 104, the cover page Interactive Data File embedded in the Inline XBRL document. It contains no financial statements or other financial results.

Nov 15, 2024
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Nov 14, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed a Form 8-K on November 14, 2024 under Item 8.01 (Other Events) to report that its Board of Directors declared a quarterly cash dividend of $0.88 per share. The dividend is payable on January 3, 2025 to stockholders of record at the close of business on December 13, 2024. The filing is brief and contains no financial results, guidance, or other operating metrics. The declaration is attached as Exhibit 99.1, a press release dated November 14, 2024, which repeats the dividend amount, payment date, and record date. The press release also describes Broadridge as a global Fintech provider with over $6 billion in revenues and more than 14,000 associates in 21 countries, and notes that its platforms underpin the daily trading of on average more than U.S. $10 trillion of securities globally. For investors, the key takeaways are the declared dividend amount and the timing: holders must own shares at the December 13, 2024 record date to receive the $0.88 per share payment on January 3, 2025.

Nov 14, 2024
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Nov 13, 2024)

Broadridge Financial Solutions, Inc. (BR) filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) to furnish its November 2024 investor presentation, posted to its website on November 12, 2024, as Exhibit 99.1. The filing itself contains no new financial statements; the investor presentation sets out the company's strategy across its Investor Communication Solutions (ICS) and Global Technology & Operations (GTO) franchises, its FY'24-26 three-year objectives, and its FY'25 guidance. The presentation reports first-quarter fiscal 2025 results: Recurring revenues of $900 million (up 3%), total revenues of $1,423 million, Diluted EPS of $0.68 (versus $0.76), Adjusted EPS of $1.00 (versus $1.09), and record Closed sales of $57 million. Management raised FY'25 Recurring revenue growth guidance (constant currency, non-GAAP) to 6-8% from 5-7%, and reaffirmed Adjusted EPS growth of 8-12%, Adjusted Operating income margin of about 20%, and Closed sales of $290-$330 million. The company also cited the acquisition of Kyndryl's SIS business, which closed on November 1, 2024. The presentation states a three-year FY'24-26 objective of 7-9% Recurring revenue growth and 8-12% Adjusted EPS growth, with a capital allocation framework that targets roughly 100% free cash flow conversion and returns to shareholders through dividends and share repurchases. The FY'25 annual dividend amount is shown as $3.52, subject to Board declaration.

Nov 13, 2024
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Nov 5, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) reported first quarter fiscal 2025 results for the period ended September 30, 2024, in a press release furnished as Exhibit 99.1 and an earnings presentation furnished as Exhibit 99.2. Recurring revenues rose 3% to $900 million (4% in constant currency), while total revenues declined 1% to $1,423 million. Operating income fell 9% to $134 million, and diluted EPS decreased 11% to $0.68. Adjusted EPS, a non-GAAP measure, was $1.00, down 8% from $1.09. Closed sales increased 21% to $57 million. Management raised its fiscal 2025 Recurring revenue growth constant currency guidance to 6-8%, from the previous 5-7%, citing strong organic growth and the recently closed acquisition of SIS. Adjusted EPS growth guidance of 8-12% and Closed sales guidance of $290-330 million were reaffirmed, and Adjusted Operating income margin guidance of approximately 20% was unchanged. The company completed the acquisition of Kyndryl's Securities Industry Services business on November 1, 2024, for an approximate purchase price of $185 million. By segment, Investor Communication Solutions pre-tax earnings fell 16% to $97 million as lower event-driven revenue outweighed higher Recurring revenue, while Global Technology and Operations pre-tax earnings rose 41% to $47 million. Event-driven revenues fell 28% to $63 million, and distribution revenues declined 3% to $460 million.

Nov 5, 2024
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Sep 10, 2024)

On September 10, 2024, Broadridge Financial Solutions, Inc. furnished under Item 7.01 (Regulation FD) its September 2024 investor presentation, attached as Exhibit 99.1. The filing itself contains no new financial results; the presentation recaps fiscal 2024 results (year ended June 30, 2024), sets fiscal 2025 guidance, and outlines three-year objectives for FY'24 to FY'26. Fiscal 2024 figures in the presentation include total revenues of $6.51 billion (up 7%), recurring revenues of $4.22 billion (up 6%, 6% in constant currency), operating income of $1.02 billion (up 9%), Adjusted Operating income of $1.30 billion (up 9%, 20.0% margin), diluted EPS of $5.86 (up 11%), Adjusted EPS of $7.73 (up 10%), and Closed sales of $342 million (up 39%). Free cash flow was $943.2 million, with free cash flow conversion of 102%. Management cites $450 million of share repurchases and a FY'25 annual dividend amount of $3.52, subject to board approval. For fiscal 2025, guidance calls for 5-7% recurring revenue growth in constant currency, roughly 20% Adjusted Operating income margin, 8-12% Adjusted EPS growth, and Closed sales of $290-330 million. The presentation's three-year objectives for FY'24-FY'26 are 7-9% recurring revenue growth, 8-12% Adjusted EPS growth, and 50+ basis points of annual Adjusted Operating income margin expansion, with organic recurring revenue growth of 5-8%. The presentation also notes a Corporate Restructuring Initiative that drove $56.0 million of severance and professional services costs in Q4 FY'24.

Sep 10, 2024
8-K
Earnings & ResultsOther EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Aug 6, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) reported fiscal fourth-quarter and full-year 2024 results (fiscal year ended June 30, 2024) in an 8-K furnished on August 6, 2024. For fiscal 2024, total revenues rose 7% to $6,507 million and recurring revenues rose 6% to $4,223 million, with recurring revenue growth at 6% on a constant currency basis. Operating income increased 9% to $1,017 million, and diluted EPS increased 11% to $5.86. Adjusted EPS, a non-GAAP measure, rose 10% to $7.73. Closed sales rose 39% to a record $342 million. Fourth-quarter total revenues rose 6% to $1,944 million, while fourth-quarter operating income declined 3% to $441 million, reflecting higher restructuring and litigation settlement charges. The company generated free cash flow of $943.2 million, a 102% free cash flow conversion rate, and returned capital through $368.2 million of dividends paid and $485.4 million of treasury stock purchases during the year. Management noted repurchasing $450 million of shares and announcing three tuck-in acquisitions in fiscal 2024, including the proposed Kyndryl Securities Industry Services business for approximately $200 million. The Board declared a quarterly dividend of $0.88 per share, payable October 3, 2024, to holders of record on September 12, 2024, reflecting a 10% increase in the annual dividend from $3.20 to $3.52 per share. For fiscal 2025, the company guided to 5-7% recurring revenue growth on a constant currency basis, approximately 20% Adjusted Operating income margin (non-GAAP), 8-12% Adjusted EPS growth (non-GAAP), and closed sales of $290-$330 million.

Aug 6, 2024
8-K
Leadership ChangesRegulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Executive Changes (Jun 4, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) disclosed in this Form 8-K filed June 4, 2024 that Edmund Reese, Vice President and Chief Financial Officer, is resigning to pursue other career opportunities, effective June 30, 2024. The filing states his departure is not based on any disagreement with the Company's independent auditors or the Company on any matter. Per the attached press release (Exhibit 99.1), Mr. Reese is becoming Chief Financial Officer of Aon. Ashima Ghei, currently CFO of the Investor Communication Solutions segment, will serve as Interim Chief Financial Officer effective July 1, 2024, while the Company conducts a search for a permanent successor that will include internal and external candidates. The press release describes the segment as having $4.5 billion in revenue. CEO Tim Gokey said Mr. Reese leaves Broadridge poised to deliver another year of steady and consistent growth, on track to achieve the Company's three-year financial objectives. The press release also cites that from fiscal 2020 to fiscal 2023, Broadridge's market capitalization grew 38% to $24 billion, while annualized recurring revenue and Adjusted EPS grew 11% and 12%, respectively, during Mr. Reese's tenure as CFO since 2020.

Jun 4, 2024
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (May 17, 2024)

On May 17, 2024, Broadridge Financial Solutions, Inc. furnished under Item 7.01 (Regulation FD Disclosure) its May 2024 investor presentation, posted to its investor relations website and attached as Exhibit 99.1. The filing itself contains no new financial results; the presentation is the substance. It is furnished rather than filed, so it is not subject to Section 18 liability. The presentation reviews the company's long-term track record and sets out its fiscal 2024 to 2026 objectives: organic recurring revenue growth of 5-8%, recurring revenue growth in constant currency of 7-9%, adjusted operating income margin expansion of 50+ basis points per year, and adjusted earnings per share growth of 8-12%. It reports fiscal third-quarter 2024 recurring revenues of $1,126 million, up 4% in constant currency, total revenues of $1,726 million, and adjusted earnings per share of $2.23, up 9%. Management described fiscal 2024 guidance as recurring revenue growth at the low end of 6-9%, adjusted EPS growth at the middle of 8-12%, and closed sales of $280 million to $320 million. The presentation also notes a $8.2 million litigation settlement charge and a $7.0 million restructuring-related asset impairment in the third quarter, both excluded from adjusted measures. It states that free cash flow conversion was 108% on a last-twelve-months basis, and that the fiscal 2024 dividend of $3.20 per share is subject to board approval.

May 17, 2024
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (May 16, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Current Report on Form 8-K dated May 16, 2024 to report under Item 8.01 (Other Events) that its Board of Directors has declared a quarterly cash dividend of $0.80 per share. The dividend is payable on July 5, 2024 to stockholders of record at the close of business on June 14, 2024. The details of the declaration are contained in the company's press release dated May 16, 2024, which is attached to the filing as Exhibit 99.1 and titled "Broadridge Declares Quarterly Dividend of $0.80 Per Share." The press release describes Broadridge as a global Fintech provider with over $6 billion in revenues and more than 14,000 associates in 21 countries, and states that its platforms underpin the daily trading of on average more than U.S. $10 trillion of equities, fixed income and other securities globally. The filing is a routine disclosure of a shareholder distribution. It contains no financial statements, earnings results, or other quantitative financial disclosures beyond the dividend terms, so investors should look to the company's periodic reports for operating and financial performance.

May 16, 2024
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (May 8, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) reported results for the third quarter of fiscal 2024, ended March 31, 2024, in a press release furnished as Exhibit 99.1. Recurring revenues rose 4% to $1,126 million, with constant currency growth also at 4%, and total revenues increased 5% to $1,726 million. Diluted EPS grew 7% to $1.79, and Adjusted EPS increased 9% to $2.23. Operating income rose 6% to $303 million, and Adjusted Operating income rose 7% to $370 million, with the Adjusted Operating income margin at 21.4%. Closed sales rose 29% to $80 million in the quarter and 19% to $185 million for the nine months. For fiscal 2024, management expects Recurring revenue growth at constant currency at the low end of its 6-9% guidance range, Adjusted EPS growth at the middle of its 8-12% range, and record Closed sales of $280-320 million. The Adjusted Operating income margin guidance of approximately 20% is unchanged. Management also reaffirmed its objective of 100% free flow conversion, which it says positions the company to return additional capital to shareholders while funding tuck-in M&A. Nine-month Free cash flow (non-GAAP) was $258.6 million, compared with $47.3 million in the prior-year period. The filing notes that third-quarter results were modestly affected by the timing of annual meetings, and that the Litigation Settlement Charge of $8.2 million and Restructuring and Other Related Costs of $7.0 million were excluded from Adjusted measures. Equity proxy and mutual fund communication timing shifted some Regulatory revenue into the fiscal fourth quarter.

May 8, 2024
8-K/A
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K/A Report, Regulation FD Disclosure (Feb 29, 2024)

Broadridge Financial Solutions, Inc. filed an amendment to its February 29, 2024 Form 8-K to replace Exhibit 99.1, the February 2024 investor presentation. The company said the original presentation misstated the five-year average annual constant growth of recurring revenue for its Global Technology and Operations segment as 10%. The correct figure is 12%. The revised presentation is furnished as Exhibit 99.1, and the filing states that the furnished information is not deemed "filed" under Section 18 of the Exchange Act. The revised presentation reports results for the second quarter of fiscal 2024 (three months ended December 31, 2023). Recurring revenues rose 7% to $899 million, and total revenues rose 9% to $1,405 million. Diluted EPS was $0.59 versus $0.48, and adjusted EPS (non-GAAP) was $0.92 versus $0.91. Constant-currency recurring revenue growth was 6%. Closed sales were $58 million, down 11% from $65 million. Management reaffirmed fiscal 2024 guidance of 6-9% recurring revenue growth in constant currency and 8-12% adjusted EPS growth, and reiterated fiscal 2024-2026 objectives of 7-9% recurring revenue growth in constant currency and 8-12% adjusted EPS growth. The presentation also describes capital allocation priorities, including dividend growth in line with earnings, share repurchases, and tuck-in M&A. It cites a fiscal 2024 annual dividend amount of $3.20, subject to Board declaration. The filing's forward-looking statements caution that actual results could differ materially because of factors such as client concentration, cybersecurity risk, market conditions, and competition.

Feb 29, 2024
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Feb 29, 2024)

On February 28, 2024, Broadridge Financial Solutions, Inc. posted its February 2024 investor presentation to its website, and the company furnished it as Exhibit 99.1 to this Current Report on Form 8-K under Item 7.01 (Regulation FD Disclosure). The information is not deemed "filed" for purposes of Section 18 of the Exchange Act. The presentation reviews fiscal second-quarter 2024 results, which the filing says were announced on the February 1, 2024 earnings call. Total revenues were $1,405 million, up 9% from $1,293 million, and recurring revenues were $899 million, up 7% from $840 million. Recurring revenue growth was 6% in constant currency. Diluted EPS rose 23% to $0.59, while adjusted EPS (non-GAAP) was $0.92 versus $0.91, up 1%. Closed sales were $58 million, down 11% from $65 million. The company reaffirmed its fiscal 2024 guidance, which calls for recurring revenue growth of 6-9% in constant currency, adjusted EPS growth of 8-12%, and GAAP diluted EPS growth of 15-20%. Adjusted operating income margin is guided to approximately 20%, and GAAP operating income margin to approximately 16%. The presentation also restates fiscal 2024-2026 objectives: organic recurring revenue growth of 5-8%, recurring revenue growth in constant currency of 7-9%, adjusted operating income margin expansion of 50+ basis points per year, and adjusted EPS growth of 8-12%. Management also cites a target of 100% free cash flow conversion, which was 110% on a last-twelve-months basis as of the second quarter. Capital return remains central to the message. The presentation shows a fiscal 2024 annual dividend of $3.20 per share, which is subject to Board declaration, and year-to-date dividends paid of $180 million and open-market share repurchases of $150 million, net of option proceeds. Investors should note that the presentation relies on non-GAAP measures, and that its forward-looking statements are subject to the risks described in the company's Form 10-K for the fiscal year ended June 30, 2023.

Feb 29, 2024
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Feb 16, 2024)

Broadridge Financial Solutions, Inc. (NYSE: BR) announced on February 16, 2024 that its Board of Directors declared a quarterly cash dividend of $0.80 per share. The dividend is payable April 5, 2024. This is a routine capital-return announcement, disclosed under Item 8.01 (Other Events), and it reports no financial results or operating developments. The 8-K states two different record dates. The body of the filing says stockholders of record at the close of business on March 31, 2024, while the attached press release (Exhibit 99.1) says March 15, 2024. Investors who need to confirm dividend eligibility should check the record date with the company or its transfer agent. The press release describes Broadridge as a global Fintech company with over $6 billion in revenues, employing over 14,000 associates in 21 countries. It states that the company's platforms underpin the daily trading of on average more than U.S. $10 trillion of equities, fixed income and other securities globally, and that it is part of the S&P 500 Index.

Feb 16, 2024
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Feb 1, 2024)

Broadridge Financial Solutions, Inc. furnished its earnings press release and earnings presentation for the second quarter of fiscal 2024, which ended December 31, 2023. Total revenues rose 9% to $1,405 million, and recurring revenues rose 7% to $899 million, or 6% in constant currency. Diluted EPS increased 23% to $0.59, while Adjusted EPS (non-GAAP) rose 1% to $0.92. Operating income increased 15% to $124 million, but Adjusted operating income was essentially flat at $174 million, and its margin declined to 12.4% from 13.4%. The company cited higher compensation and selling, general and administrative expenses and increased investment spending as offsets. Closed sales for the quarter declined 11% to $58 million, but year-to-date Closed sales rose 12% to $106 million. Mutual fund proxy activity drove event-driven revenues up 47% to $55 million for the quarter. Distribution revenues rose 9% to $451 million, helped by a postage rate increase of approximately $28 million. For the six months, net cash flows from operating activities were $127.8 million, compared with negative $81.4 million a year earlier. Long-term debt increased to $3,652.9 million from $2,234.7 million, and the company repurchased $161.5 million of treasury stock and paid $179.7 million in dividends during the six-month period. Broadridge reaffirmed its full-year fiscal 2024 guidance, including 6-9% recurring revenue growth in constant currency, Adjusted EPS growth of 8-12%, an Adjusted operating income margin of about 20%, and Closed sales of $280-320 million. The company also reiterated its fiscal 2024 to 2026 long-term objectives, including 7-9% constant currency recurring revenue growth and 8-12% Adjusted EPS growth.

Feb 1, 2024
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Dec 7, 2023)

On December 7, 2023, Broadridge Financial Solutions, Inc. (NYSE: BR) furnished an 8-K under Item 2.02 announcing three-year growth objectives for fiscal years 2024 through 2026 at its 2023 Investor Day, and reaffirming its full-year guidance for Fiscal Year 2024. The new objectives are organic Recurring revenue growth of 5-8%, Recurring revenue growth in constant currency (non-GAAP) of 7-9%, Adjusted Operating Income margin expansion of 50+ basis points per year (excluding float and distribution revenue), and Adjusted Earnings per Share growth of 8-12%, all stated as compound annual growth rates. The reaffirmed FY2024 guidance calls for Recurring revenue growth in constant currency of 6-9%, an Adjusted Operating income margin of approximately 20%, Adjusted EPS growth of 8-12%, and Closed sales of $280-$320 million, with no changes from prior guidance. The Investor Day presentation, attached as Exhibit 99.2, describes an elevated investment phase followed by an expectation of approximately 100% free cash flow conversion in FY2024-FY2026, along with a 45% target dividend payout ratio and a stated goal of mid-to-high teen ROIC over the period. The filing also reports historical results cited by management: a 10% Recurring revenue CAGR and 14% Adjusted EPS CAGR over the past ten years, and annualized total shareholder returns of 22%. The filing's forward-looking statements caution that results may differ materially, citing risks such as regulatory changes, client concentration, cybersecurity incidents, and market conditions.

Dec 7, 2023
8-K
Shareholder MattersExhibits & Filings

Broadridge Financial Solutions 8-K Report, Shareholder Vote Results (Nov 13, 2023)

Broadridge Financial Solutions, Inc. filed this Current Report on Form 8-K to report the results of its 2023 Annual Meeting of Stockholders, held on November 9, 2023. Stockholders approved all of management's proposals, which covered the election of 11 directors to one-year terms, an advisory vote on executive compensation, an advisory vote on the frequency of future say-on-pay votes, and ratification of Deloitte & Touche LLP as independent registered public accountants for the fiscal year ending June 30, 2024. On the advisory say-on-pay proposal, 92,272,584 shares voted FOR and 8,456,411 voted AGAINST, with 153,322 abstaining and 7,978,921 broker non-votes. On the frequency proposal, 99,158,835 votes favored holding the say-on-pay vote every year, compared with 439,217 for two years and 1,177,959 for three years, with 106,306 abstentions and 7,978,921 broker non-votes. The filing also reports that stockholders ratified Deloitte & Touche LLP, with 107,718,235 votes FOR, 1,065,717 AGAINST, and 77,286 ABSTAIN. The only exhibit listed is the Cover Page Interactive Data File (Exhibit 104), with the cover page XBRL tags embedded in the Inline XBRL document.

Nov 13, 2023
8-K
Other EventsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Corporate Update (Nov 9, 2023)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed a Form 8-K on November 9, 2023 to report that its Board of Directors declared a quarterly cash dividend of $0.80 per share. The dividend is payable on January 5, 2024 to stockholders of record at the close of business on December 15, 2023. The announcement was made through a press release, filed as Exhibit 99.1, titled "Broadridge Declares Quarterly Dividend of $0.80 Per Share." The release describes Broadridge as a global Fintech leader with over $6 billion in revenues, employing over 14,000 associates in 21 countries, and states that its platforms underpin the daily trading of on average more than U.S. $10 trillion of equities, fixed income and other securities globally. For investors, the filing is a routine capital-return disclosure. It sets the dividend amount and the record and payment dates but contains no other financial results, guidance, or strategic changes.

Nov 9, 2023
8-K
Earnings & ResultsExhibits & Filings

Broadridge Financial Solutions 8-K Report, Financial Results (Nov 2, 2023)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed this Form 8-K on November 2, 2023 to furnish its press release and earnings presentation for the first quarter of fiscal year 2024, which ended September 30, 2023. Total revenues rose 12% to $1,431 million from $1,283 million, and Recurring revenues increased 8% to $871 million, or 8% in constant currency, which the company describes as all organic. Operating income was $148 million, up 70%, and diluted EPS was $0.76, compared with $0.42 a year earlier. Adjusted EPS (non-GAAP) grew 30% to $1.09, and Adjusted Operating income margin expanded to 13.9% from 11.7%. Cash flow was weak in the quarter, with net cash flows from operating activities of $(62.0) million and Free cash flow (non-GAAP) of $(76.4) million, compared with $(218.1) million in the prior-year period. The company repurchased $150 million of shares during the quarter, and purchases of treasury stock were $161.1 million in the cash flow statement. Closed sales were $48 million, up from $29 million. Long-term debt rose to $3,682.0 million from $2,234.7 million at June 30, 2023, while the current portion of long-term debt fell to zero from $1,178.5 million. Management reaffirmed its fiscal 2024 guidance, including 6-9% Recurring revenue growth in constant currency, Adjusted Operating income margin of about 20%, 8-12% Adjusted EPS growth, and Closed sales of $280-320 million. The company will host an Investor Day on December 7, 2023.

Nov 2, 2023
8-K
Regulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Regulation FD Disclosure (Sep 13, 2023)

Broadridge Financial Solutions, Inc. (BR) filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) to announce that on September 13, 2023 it posted its September 2023 investor presentation to its website, attached as Exhibit 99.1. The filing itself contains no new financial statements; the information is furnished rather than filed. The presentation reports fiscal year 2023 (ended June 30, 2023) results: recurring revenues of $3,987 million (up 7% as reported, 9% in constant currency), total revenues of $6,061 million, GAAP diluted EPS of $5.30 (up 16%), and Adjusted EPS (non-GAAP) of $7.01 (up 9%). Free cash flow conversion was 90%, and Adjusted Operating income margin was 19.8%. The presentation provides fiscal 2024 guidance given on the August 8, 2023 earnings call: recurring revenue growth in constant currency of 6-9%, an Adjusted Operating income margin of about 20%, Adjusted EPS growth of 8-12%, and closed sales of $280 million to $320 million. Management also raised the annual dividend by 10% to $3.20 per share, which remains subject to Board declaration, and said it has flexibility to resume share repurchases. The company held its Investor Day on December 7, 2023 in New York City. The presentation reports that the company delivered at or above the higher end of its FY20-FY23 three-year objectives, and it describes the three franchises: Investor Communication Solutions (recurring revenues of $2,461 million), Global Technology and Operations ($1,525 million), and the Governance, Capital Markets, and Wealth & Investment Management businesses. Forward-looking statements cite risk factors from the 2023 Annual Report on Form 10-K.

Sep 13, 2023
8-K
Leadership ChangesRegulation FDExhibits & Filings

Broadridge Financial Solutions 8-K Report, Executive Changes (Sep 6, 2023)

Broadridge Financial Solutions, Inc. (NYSE: BR) filed a Form 8-K on September 6, 2023 to disclose a leadership transition in its Investor Communication Solutions (ICS) business. Bob Schifellite, President of ICS, will move into an advisory role as Chairman of ICS, effective October 1, 2023. Michael Tae and Doug DeSchutter have been appointed Co-Presidents of ICS, effective the same date, and will be responsible for all aspects of the segment, including the bank broker-dealer, corporate issuer, mutual fund and retirement, and customer communications solutions businesses. The filing describes the change as part of a long-planned leadership transition. Under Item 5.02, the company states that Tae and DeSchutter will take over the full scope of the segment previously managed by Schifellite. The accompanying press release, furnished as Exhibit 99.1 under Item 7.01, quotes CEO Tim Gokey saying the new leaders will accelerate innovation and digitization in the business. The filing contains no financial results, guidance, or compensation figures. For investors, the main takeaway is an operational leadership change in one of Broadridge's core segments, with no financial impact disclosed in this filing.

Sep 6, 2023
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