Broadridge Files 8-K for Charter Amendments & Financials
Ticker: BR · Form: 8-K · Filed: 2025-02-05T00:00:00.000Z
Sentiment: neutral
Topics: corporate-governance, financial-reporting
TL;DR
Broadridge filed an 8-K on Feb 4, 2025, updating its charter and filing financials.
AI Summary
Broadridge Financial Solutions, Inc. filed an 8-K on February 4, 2025, reporting amendments to its Articles of Incorporation or Bylaws and filing financial statements and exhibits. The filing details changes to the company's charter and includes accompanying financial documents.
Why It Matters
This filing indicates potential structural or governance changes within Broadridge Financial Solutions, Inc. and provides updated financial information for investors.
Risk Assessment
Risk Level: low — The filing is a routine disclosure of corporate actions and financial statements, not indicating immediate operational or financial distress.
Key Players & Entities
- BROADRIDGE FINANCIAL SOLUTIONS, INC. (company) — Registrant
- February 4, 2025 (date) — Date of earliest event reported
- 5 Dakota Drive Lake Success New York 11042 (address) — Business Address
FAQ
What specific amendments were made to Broadridge's Articles of Incorporation or Bylaws?
The filing indicates that amendments were made, but the specific details of these amendments are not provided in the provided text, only that they are reported under Item 5.03.
What financial statements and exhibits are included with this 8-K filing?
The filing states that financial statements and exhibits are included, but the specific list or content of these documents is not detailed in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on February 4, 2025.
What is Broadridge Financial Solutions, Inc.'s state of incorporation and fiscal year end?
Broadridge Financial Solutions, Inc. is incorporated in Delaware and its fiscal year ends on June 30.
What is the SEC file number and IRS Employer Identification Number for Broadridge Financial Solutions, Inc.?
The SEC file number is 001-33220 and the I.R.S. Employer Identification No. is 33-1151291.
Filing Stats: 754 words · 3 min read · ~3 pages · Grade level 12.7 · Accepted 2025-02-05 16:46:48
Key Financial Figures
- $0.01 — h Registered: Common Stock, par value $0.01 per share BR New York Stock Exchange
Filing Documents
- br-20250204.htm (8-K) — 34KB
- ex32amended_andxrestatedxb.htm (EX-3.2) — 165KB
- 0001383312-25-000012.txt ( ) — 365KB
- br-20250204.xsd (EX-101.SCH) — 2KB
- br-20250204_lab.xml (EX-101.LAB) — 22KB
- br-20250204_pre.xml (EX-101.PRE) — 13KB
- br-20250204_htm.xml (XML) — 3KB
03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year. Amendment and Restatement of By-laws On February 4, 2025, the Board of Directors (the "Board") of Broadridge Financial Solutions, Inc. (the "Company") approved and the Company adopted the Amended and Restated By-laws (the "Restated By-laws"), effective as of February 4, 2025. Among other changes, the Restated By-laws: address matters relating to Rule 14a-19 under the Securities Exchange Act of 1934 (the "Universal Proxy Rules") by requiring stockholders intending to use the Universal Proxy Rules to provide all of the information required by the Universal Proxy Rules, including (i) a representation that such stockholders (1) will file a definitive proxy statement with the Securities and Exchange Commission, and (2) will distribute such proxy statement to, and solicit proxies from, the holders of shares representing at least 67% of the voting power of shares entitled to vote on the election of the directors of the Board, and (ii) reasonable evidence of the satisfaction of the requirements under the Universal Proxy Rules at least five business days before the applicable meeting of stockholders; require a representation by each director nominee that, if elected, they intend to serve as a director of the Company's Board until a successor is elected and/or deemed qualified; provide the Company a remedy if a stockholder fails to satisfy the Universal Proxy Rules requirements; require any stockholders directly or indirectly soliciting proxies from other stockholders to use a proxy card color other than white, with the white proxy card being reserved for exclusive use by the Board; and implement certain revisions to conform to recent amendments to the Delaware General Corporation Law (the "DGCL"), including (i) giving the Company the ability to provide the details for an adjourned meeting in any manner permitted by the DGCL, and (ii) permit the Company to make a stockholder li
01
Item 9.01.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.2 Amended and Restated By-laws of Broadridge Financial Solutions, Inc. dated February 4, 2025. 104 Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: February 5, 2025 BROADRIDGE FINANCIAL SOLUTIONS, INC. By: /s/ Hope M. Jarkowski Hope M. Jarkowski Corporate Vice President and Chief Legal Officer