Broadridge Financial Solutions Files 8-K/A Amendment

TL;DR

Broadridge filed an 8-K/A on Aug 21, 2025, amending a material definitive agreement related to financial obligations.

AI Summary

Broadridge Financial Solutions, Inc. filed an 8-K/A on August 25, 2025, to amend a previous filing regarding a material definitive agreement. The amendment pertains to the creation of a direct financial obligation or an off-balance sheet arrangement, with the earliest event reported on August 21, 2025.

Why It Matters

This amendment to a previous filing indicates a significant financial event or obligation for Broadridge, requiring updated disclosure to investors.

Risk Assessment

Risk Level: medium — Amendments to material definitive agreements and financial obligations can signal changes in a company's financial health or strategic direction.

Key Players & Entities

• BROADRIDGE FINANCIAL SOLUTIONS, INC. (company) — Registrant
• August 21, 2025 (date) — Earliest event reported
• August 25, 2025 (date) — Filing date of 8-K/A
• 5 Dakota Drive, Lake Success, New York 11042 (address) — 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

• ef20054418_8ka.htm (8-K/A) — 37KB
• ef20054206_10-1.htm (EX-10.1) — 648KB
• 0001140361-25-032410.txt ( ) — 938KB
• br-20250821.xsd (EX-101.SCH) — 4KB
• br-20250821_lab.xml (EX-101.LAB) — 21KB
• br-20250821_pre.xml (EX-101.PRE) — 16KB
• ef20054418_8ka_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. Term Credit Agreement On August 21, 2025 (the " Closing Date "), 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 fifth 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 may with the consent, and upon the request,

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 25, 2025 BROADRIDGE FINANCIAL SOLUTIONS, INC. By: /s/ Ashima Ghei Ashima Ghei Corporate Vice President and Chief Financial Officer