01—Abstract
Summary
Summary of the 8-K filed June 10, 2026. Cited figures are marked; the original filing is the authoritative source.
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.
02—Key points
Key Highlights
- Board size increased from nine to 10 members, with the appointment of Todd Diganci effective August 1, 2026.
- Eight of the 10 Board members will be independent, including Chairperson Eileen K. Murray.
- Mr. Diganci will serve on the Audit Committee of the Board.
- Diganci served as EVP, CFO, and Chief Administrative Officer of FINRA from 2017 through June 2026, overseeing finance, human resources, and CRED operations.
- Prior to 2017, Diganci held roles at FINRA as Corporate Controller and then Chief Financial Officer, expanding the CFO role to include enterprise risk management.
- The Board determined Mr. Diganci is independent under NYSE and SEC rules.
- No related-party transactions requiring disclosure under Item 404(a) of Regulation S-K were reported.
03—Questions
Frequently Asked Questions
Who is Todd Diganci and what is his background?
Todd Diganci is a financial executive who served as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer of FINRA from 2017 through June 2026. Before 2017, he held positions of increasing responsibility at FINRA, including Corporate Controller and Chief Financial Officer. He also serves on the Board of Directors of the SIFMA Investor Education Foundation.
When does Mr. Diganci's board appointment take effect?
The appointment is effective August 1, 2026. The Board approved the increase in its size and the appointment on June 9, 2026.
Will Mr. Diganci be considered independent?
Yes. The Board has determined that Mr. Diganci is an independent director under the Board's Corporate Governance Principles and the applicable rules of the New York Stock Exchange and the SEC. After his appointment, eight of the 10 Board members will be independent.
How will Mr. Diganci be compensated?
He is expected to receive compensation for Board service consistent with that of the Company's other independent directors, as described in the definitive proxy statement filed on October 2, 2025.
What committee will Mr. Diganci serve on?
Mr. Diganci will serve on the Audit Committee of the Board of Directors.
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