Broadridge Financial Solutions Enters Material Agreement

TL;DR

Broadridge signed a big deal, expect financial obligations.

AI Summary

On August 21, 2025, Broadridge Financial Solutions, Inc. filed an 8-K report detailing the entry into a material definitive agreement and the creation of a direct financial obligation. The filing also includes financial statements and exhibits related to these events.

Why It Matters

This filing indicates Broadridge Financial Solutions has entered into a significant agreement that likely involves financial commitments or obligations, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce financial risks and operational changes that warrant investor attention.

Key Players & Entities

• BROADRIDGE FINANCIAL SOLUTIONS, INC. (company) — Registrant
• August 21, 2025 (date) — Date of earliest event reported
• 5 Dakota Drive, Lake Success, New York 11042 (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ch Registered: Common Stock, par value $0.01 per share BR New York Stock Exchang
• $750 million — nts in an aggregate principal amount of $750 million (the " Loan "). The Loan was incurred i

Filing Documents

• ef20054206_8k.htm (8-K) — 35KB
• ef20054206_10-1.htm (EX-10.1) — 648KB
• 0001140361-25-032204.txt ( ) — 937KB
• br-20250821.xsd (EX-101.SCH) — 4KB
• br-20250821_lab.xml (EX-101.LAB) — 21KB
• br-20250821_pre.xml (EX-101.PRE) — 16KB
• ef20054206_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. Term Credit Agreement On August 21, 2025 (the " Closing Date "), Broadridge Financial Solutions, Inc. (the " Company ") entered into a term credit agreement (the " Term Credit Agreement ") among the Company, as Borrower, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent, and provides for term loan commitments in an aggregate principal amount of $750 million (the " Loan "). The Loan was incurred in full by the Company on the Closing Date. Any amounts repaid or prepaid in respect of such Loan may not be reborrowed. The Loan will mature on the third anniversary of the Closing Date. The proceeds of the Loan will be used by the Company to repay the principal, interest, and other amounts outstanding or accrued under the Company's Amended and Restated Term Credit Agreement, dated August 17, 2023 and for general corporate purposes. The Company may voluntarily prepay the Loan at any time in whole or in part and without premium or penalty (but subject to customary breakage provisions in respect of any such prepayments). The Term Credit Agreement contains affirmative and negative covenants that the Company believes are usual and customary for transactions of this type. The negative covenants include, among other things, limitations on liens, subsidiary indebtedness, sale and leaseback transactions, restrictive agreements, transactions with affiliates, and certain mergers, consolidations and transfers of all or substantially all of the Company's consolidated assets. The Term Credit Agreement also prohibits the Company from exceeding a maximum leverage ratio at the end of any test period. Upon the occurrence of certain customary events of default set forth in the Term Credit Agreement, including payment default, breaches of covenants, a change of control, judgment defaults and cross acceleration or cross default under other material indebtedness of the Company, the Administrative Agent

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in and incorporated into Item 1.01 above relating to the Term Credit Agreement is hereby incorporated into this Item 2.03 by reference.

01

Item 9.01.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Term Credit Agreement, dated August 21, 2025, among Broadridge Financial Solutions, Inc., the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. 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. Dated: August 21, 2025 BROADRIDGE FINANCIAL SOLUTIONS, INC. By: /s/ Ashima Ghei Ashima Ghei Corporate Vice President and Chief Financial Officer