BROADRIDGE FINANCIAL SOLUTIONS INC
For the period ended Nov 14, 2024. Filed Oct 2, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Nov 14, 2024 · Filed Oct 2, 2024
Contents
Cover page
Show cover page
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
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 under §240.14a-12
BROADRIDGE FINANCIAL SOLUTIONS, INC.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
☒No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11
Letter to Our Stockholders
Dear Stockholders,
At our 2024 Annual Meeting, I will report on our fiscal year 2024 financial performance, and the members of the Board and I will also answer questions from our stockholders. Our clients look to us as a trusted and transformative partner to help them adapt to regulatory change, reduce cost and complexity, and drive innovation. Our trusted expertise and transformative technology, along with solid execution, enabled us to deliver strong results in fiscal 2024, keeping us on track to achieve our three-year growth objectives.
Due to an age limitation for election to the Board of Directors in our Corporate Governance Principles, Les Brun, who has been a member of the Board since 2007, and our Lead Independent Director since 2019, will retire from the Board following the 2024 Annual Meeting. I want to thank Les for his many years of exemplary service on the Board and wish him well.
Whether or not you plan to attend the 2024 Annual Meeting, please read our 2024 Proxy Statement for important information on each of the proposals and our practices in the areas of corporate governance, executive compensation, and sustainability. Our 2024 Annual Report to Stockholders contains information about our financial performance.
Your participation in the governance of our company is important to us, and we strongly urge you to cast your vote. I look forward to our Annual Meeting, and I hope you will join us to hear more about Broadridge.
Sincerely,
TIMOTHY C. GOKEY
Chief Executive Officer
October 2, 2024
“Our trusted expertise and transformative technology, along with solid execution, enabled us to deliver strong results in fiscal 2024, keeping us on track to achieve our three-year growth objectives.”
| 2024 Proxy Statement Broadridge | 1 |
|---|
Notice of Annual Meeting of Stockholders
You are cordially invited to attend the virtual 2024 Annual Meeting of Stockholders of Broadridge Financial Solutions, Inc. (“Annual Meeting”). Our 2024 Annual Meeting will be held on Thursday, November 14, 2024, at 9:00 a.m. Eastern Time.
You can attend the 2024 Annual Meeting online, vote your shares, and submit questions during the meeting by visiting virtualshareholdermeeting.com/BR24. Be sure to have the Control Number we have provided to you to join the meeting.
At the meeting, stockholders will be asked to vote on the following:
Election of the 10 nominees listed in this Proxy Statement to the Board of Directors to serve until the 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified
Advisory vote to approve the compensation of our Named Executive Officers as disclosed in this Proxy Statement (the Say on Pay Vote)
Ratify the appointment of Deloitte & Touche LLP as our independent registered public accountants for the fiscal year ending June 30, 2025
In addition, the Board of Directors may transact such other business as may properly come before the meeting and any adjournment or postponement thereof.
Stockholders of record at the close of business on September 18, 2024, are entitled to vote at the 2024 Annual Meeting.
We began distributing a Notice of Internet Availability of Proxy Materials, the 2024 Proxy Statement, the 2024 Annual Report to Stockholders, and proxy card/voting instruction form, as applicable, to stockholders on October 2, 2024.
By Order of the Board of Directors,
MARIA ALLEN
Corporate Secretary
October 2, 2024
| Advance Voting Methodsand Deadlines | |
| Even if you plan to attend our virtual Annual Meeting, please read this Proxy Statement with care and vote right away using one of the following methods. | |
| ONLINE USING YOUR COMPUTER OR MOBILE DEVICERegistered Owners visit proxyvote.com/BR | |
| BY SCANNING THIS QR CODE USING YOUR TABLET OR SMARTPHONEScan this QR code to vote with your mobile device (may require free software) | |
| IF YOU RECEIVED YOUR PROXY MATERIALS BY MAIL, BY MAILING YOUR PROXY CARDCast your ballot, sign your proxy card and send by free post | |
| You will need the Control Number included on your proxy card, voting instruction form or Notice of Internet Availability of Proxy Materials. | |
| The telephone and internet voting facilities will close at 11:59 p.m. Eastern Time on November 13, 2024. | |
| If your shares are held in a brokerage account or by a bank or other nominee, your ability to vote by telephone or the internet depends on your broker’s voting process. Please follow the directions provided to you by your broker, bank or nominee. | |
| VOTING DURING THE ANNUAL MEETING | |
| You may also vote during the virtual Annual Meeting by visiting virtualshareholdermeeting.com/BR24 and following the instructions. You will need the Control Number included on your proxy card, voting instruction form or Notice of Internet Availability of Proxy Materials. |
Your vote is important and we want to hear from you, our stockholders. For every stockholder account that votes, Broadridge will make a $1 charitable donation to Ronald McDonald House New York.
| 2 | Broadridge 2024 Proxy Statement |
Table of Contents
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.