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Broadridge (NYSE: BR) expands board, appoints FINRA veteran Todd Diganci

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Broadridge Financial Solutions, Inc. is expanding its Board of Directors and has appointed Todd Diganci as a new director, effective August 1, 2026. The Board size will increase from nine to 10 members, eight of whom will be independent, including Chairperson Eileen K. Murray.

Diganci, a long-time senior leader at FINRA, will serve on Broadridge’s Audit Committee. The Board determined he is an independent director under New York Stock Exchange and SEC rules, and he will receive compensation consistent with other independent directors.

Positive

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Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after expansion 10 members Board of Directors size following August 1, 2026 appointment
Independent directors 8 members Independent directors on the 10-member board after appointment
Communications processed over 7 billion Annual communications processed and generated by Broadridge platforms
Daily trading supported over $15 trillion Daily average trading in tokenized and traditional securities underpinned
Employees over 15,000 associates Broadridge headcount across operations
Countries of operation 21 countries Geographic footprint of Broadridge associates
Audit Committee financial
"Mr. Diganci will serve on the Audit Committee of the Board."
A company's audit committee is a small group of board members who act like independent inspectors for the firm's finances, overseeing how financial reports are prepared, monitoring internal controls, and managing the relationship with external auditors. Investors care because a strong audit committee reduces the risk of accounting errors, fraud, or misleading statements, making financial statements more trustworthy and helping protect shareholder value.
independent director financial
"The Board has determined that Mr. Diganci is an independent director in accordance with the Board’s Corporate Governance Principles"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
enterprise risk management financial
"he expanded the scope of FINRA’s CFO role to include enterprise risk management and corporate strategic leadership."
Enterprise Risk Management is a process companies use to identify, assess, and prepare for potential problems that could disrupt their success, like financial losses or reputation damage. It’s like a safety plan that helps a business stay strong and adapt quickly when unexpected challenges come up. This helps the company protect its future and keep running smoothly.
Inline XBRL regulatory
"Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document."
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
financial technology financial
"a company at the forefront of financial technology and market modernization"
Financial technology is the use of software, apps and digital tools to deliver, manage or improve financial services like payments, lending, investing and banking; think of it as the modern toolkit that replaces or upgrades traditional ways of handling money. It matters to investors because these technologies can cut costs, open new markets, change how companies compete and create both growth opportunities and regulatory or security risks that affect profits and valuations.
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0001383312false00013833122026-06-092026-06-0900013833122026-02-022026-02-02

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 9, 2026
------------
BROADRIDGE FINANCIAL SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-33220
33-1151291
(State or other jurisdiction of incorporation)
(Commission file number)
(I.R.S. Employer Identification No.)


5 Dakota Drive
Lake SuccessNew York11042
(Street Address)(City)(State)Zip Code

Registrant’s telephone number, including area code: (516) 472-5400

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class:
Trading Symbol
Name of Each Exchange on Which Registered:
Common Stock, par value $0.01 per share
BR
New York Stock Exchange







Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On June 9, 2026, the Board of Broadridge Financial Solutions, Inc. approved an increase in the Board size from nine members to 10 members and appointed Todd Diganci to the Company’s Board of Directors, effective August 1, 2026. Following the appointment, eight of the 10 Board members are independent, including the Chairperson, Eileen K. Murray. Mr. Diganci will serve on the Audit Committee of the Board.

Mr. Diganci served as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer of the Financial Industry Regulatory Authority (FINRA) from 2017 to June 2026. In this capacity, he provided enterprise-wide financial and administrative stewardship for one of the foundational regulatory institutions anchoring the U.S. securities markets. His role included oversight of FINRA’s finance, human resources, and its credentialing, registration, education and disclosure (CRED) operations. Prior to 2017, Mr. Diganci held positions of increasing responsibility at FINRA, serving as Corporate Controller then Chief Financial Officer. During a period of significant regulatory and market transformation, he expanded the scope of FINRA’s CFO role to include enterprise risk management and corporate strategic leadership. Committed to financial literacy, he also serves on the Board of Directors of the SIFMA Investor Education Foundation.
The Board has determined that Mr. Diganci is an independent director in accordance with the Board’s Corporate Governance Principles and the applicable rules of the New York Stock Exchange and the Securities and Exchange Commission. There is no arrangement or understanding between Mr. Diganci and any other person or persons pursuant to which Mr. Diganci was appointed as a director, and there are and have been no transactions, either since the beginning of the Company's last fiscal year or that are currently proposed, regarding Mr. Diganci that are required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Diganci is expected to receive compensation for his service on the Board that is consistent with the compensation received by the other independent directors of the Company, as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 2, 2025. The press release issued by the Company on June 9, 2026, announcing Mr. Diganci’s appointment is attached hereto as Exhibit 99.1.




Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description
99.1
Broadridge Financial Solutions, Inc. Press Release dated June 9, 2026.
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.
















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: June 9, 2026
BROADRIDGE FINANCIAL SOLUTIONS, INC.
By:/s/ Ashima Ghei
     Ashima Ghei
Corporate Vice President and
   Chief Financial Officer



EXHIBIT 99.1
image.jpg

Broadridge Appoints Todd Diganci to its Board of Directors


NEW YORK, June 9, 2026Broadridge Financial Solutions, Inc. (NYSE: BR), a global Fintech leader, is pleased to announce the appointment of Todd Diganci as a member of its Board of Directors, effective August 1, 2026. Following his appointment, Broadridge’s expanded Board will consist of 10 members, eight of whom are independent. Mr. Diganci will serve on the Audit Committee of the Board.

“I am thrilled to welcome Todd, who is an accomplished financial executive with expertise in the securities industry. As the financial services industry continues to transform, his expertise will help ensure that Broadridge remains at the forefront of innovation as we continue to provide the infrastructure and technologies to support our clients’ growth and ultimately, enable better financial lives,” said Eileen Murray, Chairperson of Broadridge’s Board of Directors.

Mr. Diganci is a financial executive and strategic leader with deep expertise in U.S. securities regulation. From 2017 through June 2026, he served as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer of the Financial Industry Regulatory Authority (FINRA). In this capacity, he provided enterprise-wide financial and administrative stewardship for one of the foundational regulatory institutions anchoring the U.S. securities markets. His role included oversight of FINRA’s finance, human resources, and its credentialing, registration, education and disclosure (CRED) operations.

Prior to 2017, Mr. Diganci held positions of increasing responsibility at FINRA, serving as Corporate Controller then Chief Financial Officer. During a period of significant regulatory and market transformation, he expanded the scope of FINRA’s CFO role to include enterprise risk management and corporate strategic leadership. Committed to financial literacy, he also serves on the Board of Directors of the SIFMA Investor Education Foundation. "I am privileged to join Broadridge’s Board of Directors and to contribute to a company at the forefront of financial technology and market modernization," said Mr. Diganci. "Broadridge’s dedication to driving innovation across capital markets and corporate governance is outstanding. I look forward to collaborating with the Board and executive leadership to help guide the company through its next chapter of strategic expansion and long-term value creation."






About Broadridge

Broadridge Financial Solutions (NYSE: BR) is a global technology leader with trusted expertise and transformative technology, helping clients and the financial services industry operate, innovate, and grow. We power investing, governance, and communications for our clients – driving operational resiliency, elevating business performance, and transforming investor experiences. Our technology and operations platforms process and generate over 7 billion communications annually and underpin the daily average trading of over $15 trillion in tokenized and traditional securities globally. A certified Great Place to Work®, Broadridge is part of the S&P 500® Index, employing over 15,000 associates in 21 countries. For more information about us, please visit www.broadridge.com


Investors broadridgeir@broadridge.com

Media Gregg.rosenberg@broadridge.com




FAQ

What board change did Broadridge Financial Solutions (BR) announce in this 8-K?

Broadridge is increasing its Board of Directors from nine to 10 members and appointing Todd Diganci as a new director, effective August 1, 2026. This expansion maintains a largely independent board structure, with eight of the 10 directors classified as independent.

Who is Todd Diganci, the new Broadridge (BR) board member?

Todd Diganci is a financial executive and strategic leader with deep expertise in U.S. securities regulation. He served as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer of FINRA from 2017 through June 2026, overseeing finance, HR, and key regulatory operations.

Will Todd Diganci be considered an independent director at Broadridge (BR)?

Yes. Broadridge’s Board determined that Todd Diganci is an independent director under its Corporate Governance Principles and applicable New York Stock Exchange and SEC rules. Following his appointment, eight of the company’s 10 board members, including the chairperson, will be independent.

What committee will Todd Diganci join on Broadridge’s (BR) Board?

Todd Diganci will serve on Broadridge’s Audit Committee. His prior experience as Executive Vice President, Chief Financial Officer, and Chief Administrative Officer at FINRA is directly relevant to audit oversight, financial reporting, and risk-related responsibilities typically handled by this key board committee.

How will Todd Diganci be compensated as a Broadridge (BR) director?

Todd Diganci is expected to receive compensation consistent with other independent directors of Broadridge. The company states this compensation is described in its definitive proxy statement filed on October 2, 2025, covering standard fees and equity arrangements for independent board members.

What does the press release attached to Broadridge’s (BR) 8-K emphasize about the appointment?

The press release emphasizes Todd Diganci’s extensive experience in U.S. securities regulation and financial stewardship at FINRA. It highlights his role in finance, human resources, and CRED operations, and notes his financial literacy work with the SIFMA Investor Education Foundation’s Board of Directors.

Filing Exhibits & Attachments

4 documents