BROADRIDGE FINANCIAL SOLUTIONS INC
For the period ended Nov 13, 2025. Filed Oct 2, 2025.
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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 13, 2025 · Filed Oct 2, 2025
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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 2025 Annual Meeting, I will report on our fiscal year 2025 financial performance, and the members of the Board and I will also answer questions from our stockholders. Our strong fiscal 2025 results highlight the strength and stability of our business, the power of the long-term trends driving our growth, and our execution against our growth strategy. Importantly, these results keep us on track to deliver again on our three-year growth objectives.
In accordance with our director retirement policy in our Corporate Governance Principles, Rich Daly and Pam Carter will retire from the Board following the 2025 Annual Meeting. Rich founded the business that ultimately became Broadridge and has been an integral part of the organization ever since, serving as our CEO for 12 years, a member of our Board since 2007, and, most recently, our Executive Chairman. He continues to be an exceptional mentor and I look forward to continuing to work with Rich in support of the Company’s growth as he transitions to Chair Emeritus. Pam has been a member of our Board since 2017 and the Chair of our Audit Committee. Her strong leadership will be deeply missed. I want to thank Rich and Pam for their many years of exemplary service on the Board and wish them well.
I look forward to welcoming Eileen as our independent Chairperson of the Board following her re-election at the Annual Meeting. Eileen joined our Board three years ago, and she has been a key contributor ever since.
Whether or not you plan to attend the 2025 Annual Meeting, please read our 2025 Proxy Statement for important information on each of the proposals and our practices in the areas of corporate governance and executive compensation. Our 2025 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, 2025
“Our strong fiscal 2025 results highlight the strength and stability of our business, the power of the long-term trends driving our growth, and our execution against our growth strategy.”
| 2025 Proxy Statement Broadridge | 1 |
|---|
Notice of Annual Meeting of Stockholders
You are cordially invited to attend the virtual 2025 Annual Meeting of Stockholders of Broadridge Financial Solutions, Inc. (“Annual Meeting”). Our 2025 Annual Meeting will be held on Thursday, November 13, 2025, at 9:00 a.m. Eastern Time.
You can attend the 2025 Annual Meeting online, vote your shares, and submit questions during the meeting by visiting virtualshareholdermeeting.com/BR25. 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 eight nominees listed in this Proxy Statement to the Board of Directors to serve until the 2026 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, 2026
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, 2025, are entitled to vote at the 2025 Annual Meeting.
We began distributing a Notice of Internet Availability of Proxy Materials, the 2025 Proxy Statement, the 2025 Annual Report to Stockholders, and proxy card/voting instruction form, as applicable, to stockholders on October 2, 2025.
By Order of the Board of Directors,
MARIA ALLEN
Corporate Secretary
October 2, 2025
| 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 12, 2025. | |
| 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/BR25 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 2025 Proxy Statement |
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