8-K

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): August 18, 2022

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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 Success	New York	11042
(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 7.01. Regulation FD Disclosure.

On August 18, 2022, Broadridge Financial Solutions, Inc. (the “Company”) hosted a retail investor call facilitated through its virtual shareholder meeting platform. A replay of the call will be available on Broadridge’s investor relations website approximately 24 hours after the event’s conclusion. The presentation utilized during the call is attached as Exhibit 99.1 and is incorporated herein by reference.

The information furnished pursuant to Items 7.01 and 9.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Forward-Looking Statements

This Current Report on Form 8-K may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be,” “on track” and other words of similar meaning, are forward-looking statements. These risks and uncertainties include those risk factors discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2022 (the “2022 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this 8-K and are expressly qualified in their entirety by reference to the factors discussed in the 2021 Annual Report. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed.

Factors that could cause actual results to differ materially from those contemplated by the forward-looking statements include:

•changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge;

•Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms;

•a material security breach or cybersecurity attack affecting the information of Broadridge’s clients;

•the potential impact and effects of the Covid-19 pandemic (“Covid-19”) on the business of Broadridge, Broadridge’s results of operations and financial performance, any measures Broadridge has and may take in response to Covid-19 and any expectations Broadridge may have with respect thereto;

•declines in participation and activity in the securities markets;

•the failure of Broadridge’s key service providers to provide the anticipated levels of service;

•a disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services;

•overall market, economic and geopolitical conditions and their impact on the securities markets;

•the success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients;

•Broadridge’s failure to keep pace with changes in technology and the demands of its clients;

•competitive conditions;

•Broadridge’s ability to attract and retain key personnel; and

•the impact of new acquisitions and divestitures.

There may be other factors that may cause our actual results to differ materially from the forward-looking statements. Our actual results, performance or achievements could differ materially from those expressed in, or implied by, the forward-looking statements. We can give no assurances that any of the events anticipated by the forward-looking statements will occur or, if any of them do, what impact they will have on our results of operations

and financial condition. You should carefully read the factors described in the “Risk Factors” section of the 2022 Annual Report for a description of certain risks that could, among other things, cause our actual results to differ from these forward-looking statements.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Broadridge Financial Solutions, Inc. August 2022 Retail Investor Presentation
104	Cover 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.

Dated: August 18, 2022

                        BROADRIDGE FINANCIAL SOLUTIONS, INC.

                         By: /s/ Edmund Reese         

                         Edmund Reese

                         Corporate Vice President and

Chief Financial Officer

EX-99.1

0© 2022 | Scaling a Global Fintech Leader Fiscal Year 2022 Retail Investor Call August 18, 2022 EXHIBIT 99.1

1© 2022 | Forward-Looking Statements This presentation and other written or oral statements made from time to time by representatives of Broadridge Financial Solutions, Inc. ("Broadridge" or the "Company") contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not historical in nature, and which may be identified by the use of words such as “expects,” “assumes,” “projects,” “anticipates,” “estimates,” “we believe,” “could be,” “on track,” and other words of similar meaning are forward-looking statements. In particular, information appearing in the “Fiscal Year 2023 Guidance” section and statements about our three-year objectives are forward-looking statements. These statements are based on management’s expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from those expressed. These risks and uncertainties include those risk factors described and discussed in Part I, “Item 1A. Risk Factors” of the Annual Report on Form 10-K for the year ended June 30, 2022 (the “2022 Annual Report”), as they may be updated in any future reports filed with the Securities and Exchange Commission. All forward-looking statements speak only as of the date of this presentation and are expressly qualified in their entirety by reference to the factors discussed in the 2022 Annual Report. These risks include: • Changes in laws and regulations affecting Broadridge’s clients or the services provided by Broadridge; • Broadridge’s reliance on a relatively small number of clients, the continued financial health of those clients, and the continued use by such clients of Broadridge’s services with favorable pricing terms; • A material security breach or cybersecurity attack affecting the information of Broadridge's clients; • The potential impact and effects of the Covid-19 pandemic (“Covid-19”) on the business of Broadridge, Broadridge’s results of operations and financial performance, any measures Broadridge has and may take in response to Covid-19 and any expectations Broadridge may have with respect thereto; • Declines in participation and activity in the securities markets; • The failure of Broadridge's key service providers to provide the anticipated levels of service; • A disaster or other significant slowdown or failure of Broadridge’s systems or error in the performance of Broadridge’s services; • Overall market, economic and geopolitical conditions and their impact on the securities markets; • The success of Broadridge in retaining and selling additional services to its existing clients and in obtaining new clients; • Broadridge’s failure to keep pace with changes in technology and demands of its clients; • Competitive conditions; • Broadridge’s ability to attract and retain key personnel; and • The impact of new acquisitions and divestitures. Broadridge disclaims any obligation to update or revise forward-looking statements that may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events, other than as required by law.

2© 2022 | Use of Non-GAAP financial measures, KPIs and foreign exchange rates Use of Non-GAAP Financial Measures This presentation includes certain Non-GAAP financial measures including Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share (“EPS”), and Free cash flow. Please see the “Explanation of Non-GAAP Measures and Reconciliation of GAAP to Non-GAAP Measures” section of this presentation for more information on Broadridge’s use of Non-GAAP measures and reconciliations to GAAP measures. Key Performance Indicators Management focuses on a variety of key indicators to plan, measure and evaluate the Company’s business and financial performance. These performance indicators include Revenues and Recurring revenue, as well as Non-GAAP measures of Adjusted Operating income, Adjusted Net earnings, Adjusted EPS, Free cash flow, and Closed sales. In addition, management focuses on select operating metrics specific to Broadridge of Record Growth and Internal Trade Growth. Please refer to Item 7. Management’s Discussion and Analysis of Financial Condition of the Company’s Form 10-K for a discussion of Revenues, Recurring revenue, Record Growth and Internal Trade Growth in the “Key Performance Indicators” section and the “Results of Operations” section for a description of Closed sales. Foreign Exchange Rates Beginning with the first quarter of fiscal year 2022, the Company revised the foreign exchange rates used to present segment revenues, Closed sales, and supplemental reporting, to further allocate the foreign exchange impact to the individual segment revenue metrics. The presentation of segment revenues and Closed sales for fiscal year 2020 and fiscal year 2021 provided has been changed to conform to the current period presentation. Total consolidated revenues and earnings before income taxes were not impacted. Note on Rounding Amounts presented in this presentation may not sum due to rounding. Use of Material Contained Herein The information contained in this presentation is being provided for your convenience and information only. This information is accurate as of the date of its initial presentation. If you plan to use this information for any purpose, verification of its continued accuracy is your responsibility. Broadridge assumes no duty to update or revise the information contained in this presentation.

3© 2022 | Program Overview Introduction to Broadridge Review of Fiscal Year 2022 Results and Fiscal Year 2023 outlook Event Introduction1 2 3 4 Q&A Edings Thibault Senior Vice President and Head of Investor Relations

4© 2022 | Broadridge is a global Fintech leader Managing governance for 750 million shareholder positions Powering $9T per day in fixed income and equity trades Distributing more than 7B critical communications each year 750 MILLION $9 TRILLION 7 BILLION Broadridge powers the critical infrastructure behind investing, governance, and communications $60 billion and growing market opportunity

5© 2022 | FY’22 Revenue Composition 65% 30% 5% 61% 25% 15% $5.7B FY’22 TOTAL REVENUE Recurring Revenue Distribution Revenue Event-Driven Revenue Governance Capital Markets Wealth & Investment Management $3.7B FY’22 RECURRING REVENUE GTO ICS

6© 2022 | A clear path for long term growth A global Fintech leader addressing a large and growing market Three franchise businesses executing on clear growth strategies grounded in long-term trends Long track record delivering consistent growth and strong total shareholder returns 2014 Invest for Growth 2017 Ready for Next 2020 A Global Fintech Leader 2021-2023 Scaling a Global Fintech Leader

7© 2022 | Key messages Broadridge delivered very strong fourth quarter results, including 15% recurring revenue growth (12% organic) and 21% Adjusted EPS growth1 2 3 4 Broadridge’s growth is being powered by strong execution on key growth initiatives, the performance of Itiviti, increased investor participation and the digitization of financial services FY’23 guidance calls for continued growth, keeping Broadridge on track to deliver at or above the higher end of its three-year objectives Balanced capital allocation driving 13% annual dividend increase to $2.90 per share, marking our 16th consecutive increase and underscoring our long-term growth and resilience Our Q4 results capped a strong fiscal year, with full year recurring revenue growth of 16% and 14% Adjusted EPS growth 5 Note: Key messages and statements regarding our FY’23 guidance and three-year objectives are made as of our earnings call held on August 12, 2022 and are not updated as of the date of this presentation

8© 2022 | Summary financial performance $ in millions, except per share data FISCAL YEAR 2022 2021 Inc./(Dec.) Recurring revenues $3,749 $3,228 16% Total revenues 5,709 4,994 14% Operating income 760 679 12% Adjusted Operating income (Non-GAAP) 1,066 902 18% Adjusted Operating income margin (Non-GAAP) 18.7% 18.1% 60bps Diluted earnings per share $4.55 $4.65 (2%) Adjusted earnings per share (Non-GAAP) $6.46 $5.66 14% Closed sales $282 $232 21% Note: Information about our use of Non-GAAP measures may be found on slides 16 - 20

9© 2022 | We are extending our Governance franchise… FY'18 FY'19 FY'20 FY'21 FY'22 $2.3B 8% 11% HIGHLIGHTS 1 2 3 Double-digit growth in both equity and fund records sustained despite weaker markets Driving Governance innovation with multiple product launches Continued digitization gains are reducing costs and GHG emissions for our clients Y-O-Y GROWTH FY’22 RECURRING REVENUE Avg. Annual Growth $2.0B Strong results highlight increasing investor participation and focus on driving shareholder engagement 4 Strong sales include record omni- channel customer communications wins 5

10© 2022 | . . . growing our Capital Markets franchise. . . $661M FY'18 FY'19 FY'20 FY'21 FY'22 $921M HIGHLIGHTS 1 2 3 Strong growth driven by successful Itiviti acquisition and organic growth Platform investments are driving organic growth Digital Ledger Repo and other network solutions continue to evolve 39% 14% FY’22 RECURRING REVENUE Y-O-Y GROWTH Avg. Annual Growth

11© 2022 | $525M FY'18 FY'19 FY'20 FY'21 FY'22 …and building our Wealth & Investment Management franchise $554M HIGHLIGHTS 1 2 New sales in the U.S. and Canada drove continued growth On track to launch Wealth Management Platform in mid- calendar year 2023 FY’22 RECURRING REVENUE 3 Modular value proposition drawing strong interest 5% 11% Y-O-Y Growth Avg Annual Growth

12© 2022 | Fiscal Year 2023 Guidance as of August 12, 2022 FY’23 Guidance Recurring revenue growth 6-9% Adjusted Operating income margin (Non-GAAP) Increase of ~ 50 bps Adjusted earnings per share growth (Non-GAAP) 7-11% Closed sales $270M - $310M

13© 2022 | Broadridge’s business model is built for growth through the economic cycle Broadridge delivered another year of strong financial and operating results1 2 3 Fiscal 23 guidance calls for continued growth We are executing on our growth strategy across Governance, Capital Markets, and Wealth & Investment Management Our growth is being propelled by the ongoing transformation and digitization of the financial services industry 4

14© 2022 | Q&A Session

15© 2022 | Explanation of Non-GAAP Measures and Reconciliation of GAAP to Non-GAAP Measures

16© 2022 | Non-GAAP Measures Explanation and Reconciliation of the Company’s Use of Non-GAAP Financial Measures The Company’s results in this presentation are presented in accordance with U.S. generally accepted accounting principles ("GAAP") except where otherwise noted. In certain circumstances, results have been presented that are not generally accepted accounting principles measures (“Non-GAAP”). These Non-GAAP measures are Adjusted Operating income, Adjusted Operating income margin, Adjusted Net earnings, Adjusted earnings per share, and Free cash flow. These Non-GAAP financial measures should be viewed in addition to, and not as a substitute for, the Company’s reported results. The Company believes our Non-GAAP financial measures help investors understand how management plans, measures and evaluates the Company’s business performance. Management believes that Non-GAAP measures provide consistency in its financial reporting and facilitates investors’ understanding of the Company’s operating results and trends by providing an additional basis for comparison. Management uses these Non-GAAP financial measures to, among other things, evaluate our ongoing operations, for internal planning and forecasting purposes and in the calculation of performance-based compensation. In addition, and as a consequence of the importance of these Non-GAAP financial measures in managing our business, the Company’s Compensation Committee of the Board of Directors incorporates Non-GAAP financial measures in the evaluation process for determining management compensation. Reconciliations of fiscal year 2022 Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the tables that are part of this presentation. Adjusted Operating Income, Adjusted Operating Income Margin, Adjusted Net Earnings, and Adjusted Earnings Per Share These Non-GAAP measures reflect Operating income, Operating income margin, Net earnings, and Diluted earnings per share, each as adjusted to exclude the impact of certain costs, expenses, gains and losses and other specified items the exclusion of which management believes provides insight regarding our ongoing operating performance. Depending on the period presented, these adjusted measures exclude the impact of certain of the following items: (i) Amortization of Acquired Intangibles and Purchased Intellectual Property, (ii) Acquisition and Integration Costs, (iii) IBM Private Cloud Charges, (iv) Real Estate Realignment and Covid-19 Related Expenses, (v) Russia-Related Exit Costs, (vi) Investment Gains, (vii) Software Charge, (viii) Loss on Acquisition-Related Financial Instrument, and (ix) Gain on Sale of a Joint Venture Investment. Amortization of Acquired Intangibles and Purchased Intellectual Property represents non-cash amortization expenses associated with the Company's acquisition activities. Acquisition and Integration Costs represent certain transaction and integration costs associated with the Company’s acquisition activities. IBM Private Cloud Charges represent a charge on the hardware assets transferred to IBM and other charges related to the IBM Private Cloud Agreement. Real Estate Realignment and Covid-19 Related Expenses are comprised of two major components: Real Estate Realignment Expenses, and Covid-19 Related Expenses. Real Estate Realignment Expenses are expenses associated with the exit of certain of the Company’s leased facilities in response to the Covid-19 pandemic, which consist of the impairment of certain right of use assets, leasehold improvements and equipment, as well as other related facility exit expenses directly resulting from, and attributable to, the exit of these leased facilities. Covid-19 Related Expense are direct and incremental expenses incurred by the Company to protect the health and safety of Broadridge associates during the Covid-19 outbreak, including expenses associated with monitoring the temperatures for associates entering our facilities, enhancing the safety of our office environment in preparation for workers to return to Company facilities on a more regular basis, ensuring proper social distancing in our production facilities, personal protective equipment, enhanced cleaning measures in our facilities, and other safety related expenses. Russia-Related Exit Costs are direct and incremental costs associated with the Company’s wind down of business activities in Russia in response to Russia’s invasion of Ukraine, including relocation-related expenses of impacted associates. Investment Gains represent non-operating, non-cash gains on privately held investments. Software Charge represents a charge related to an internal use software product that is no longer expected to be used. Gain on Sale of a Joint Venture Investment represents a non-operating, cash gain on the sale of one of the Company’s joint venture investments. Gain on Acquisition-Related Financial Instrument represents a non-operating gain on a financial instrument designed to minimize the Company's foreign exchange risk associated with the Itiviti acquisition, as well as certain other non-operating financing costs associated with the Itiviti acquisition.

17© 2022 | Non-GAAP Measures We exclude Acquisition and Integration Costs, IBM Private Cloud Charges, Real Estate Realignment and Covid-19 Related Expenses, the Russia-Related Exit Costs, Investment Gains, the Software Charge, the Gain on Acquisition-Related Financial Instrument and the Gain on Sale of a Joint Venture Investment from our Adjusted Operating income (as applicable) and other adjusted earnings measures because excluding such information provides us with an understanding of the results from the primary operations of our business and enhances comparability across fiscal reporting periods, as these items are not reflective of our underlying operations or performance. We also exclude the impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, as these non- cash amounts are significantly impacted by the timing and size of individual acquisitions and do not factor into the Company's capital allocation decisions, management compensation metrics or multi-year objectives. Furthermore, management believes that this adjustment enables better comparison of our results as Amortization of Acquired Intangibles and Purchased Intellectual Property will not recur in future periods once such intangible assets have been fully amortized. Although we exclude Amortization of Acquired Intangibles and Purchased Intellectual Property from our adjusted earnings measures, our management believes that it is important for investors to understand that these intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in the amortization of additional intangible assets. Free Cash Flow In addition to the Non-GAAP financial measures discussed above, we provide Free cash flow information because we consider Free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated that could be used for dividends, share repurchases, strategic acquisitions, other investments, as well as debt servicing. Free cash flow is a Non-GAAP financial measure and is defined by the Company as Net cash flows provided by operating activities plus Proceeds from asset sales, less Capital expenditures as well as Software purchases and capitalized internal use software. Reconciliations of such Non-GAAP measures to the most directly comparable financial measures presented in accordance with GAAP can be found in the following slides.

18© 2022 | Confidential and Proprietary | Reconciliation of GAAP to Non-GAAP Measures (Unaudited) 3 Months Ended June 30 Fiscal Year Ended June 30 Dollars in millions 2022 2021 2022 2021 2020 Operating income (GAAP) $341.7 $281.4 $759.9 $678.7 $624.9 Adjustments: Amortization of Acq. Intangibles and Purchased Intellectual Property 58.2 56.8 250.2 153.7 122.9 Acquisition and Integration Costs 10.6 6.5 24.5 18.1 12.5 IBM Private Cloud Charges — — — — 32.0 Real Estate Realignment and Covid-19 Related Expenses (a) 23.7 4.2 30.5 45.3 2.4 Russia-Related Exit Costs 1.4 — 1.4 — — Software Charge — — — 6.0 — Adjusted Operating income (Non-GAAP) $435.6 $349.1 $1,066.4 $901.8 $794.8 Operating income margin (GAAP) 19.8% 18.4% 13.3% 13.6% 13.8% Adjusted Operating income margin (Non-GAAP) 25.3% 22.8% 18.7% 18.1% 17.5% 3 Months Ended June 30 Fiscal Year Ended June 30 Dollars in millions 2022 2021 2022 2021 2020 Net earnings (GAAP) $248.1 $260.4 $539.1 $547.5 $462.5 Adjustments: Amortization of Acq. Intangibles and Purchased Intellectual Property 58.2 56.8 250.2 153.7 122.9 Acquisition and Integration Costs 10.6 6.5 24.5 18.1 12.5 IBM Private Cloud Charges — — — — 32.0 Real Estate Realignment and Covid-19 Related Expenses (a) 23.7 4.2 30.5 45.3 2.4 Russia-Related Exit Costs 1.4 — 1.4 — — Software Charge — — — 6.0 — Investment Gains (6.7) — (14.2) (8.7) — Gain on Acquisition-Related Financial Instrument — (71.7) — (62.1) — Gain on Sale of a Joint Venture Investment — — — — (6.5) Subtotal of adjustments 87.2 (4.1) 292.3 152.2 163.4 Taxable impact of adjustments (c) (21.6) 1.8 (65.7) (33.2) (37.4) Adjusted Net earnings (Non-GAAP) $313.7 $258.2 $765.7 $666.5 $588.5

19© 2022 | Confidential and Proprietary | Reconciliation of GAAP to Non-GAAP Measures (Unaudited) (a) Real Estate Realignment Expenses were $22.6 million and ($3.3 million) for the three months ended June 30, 2022 and 2021, respectively, and $23.0 million, $29.6 million, and $0.0 million for the fiscal year ended June 30, 2022, 2021, and 2020, respectively. Covid-19 Related Expenses were $1.1 million and $7.5 million for the three months ended June 30, 2022 and 2021, respectively, and $7.5 million, $15.7 million, and $2.4 million for the fiscal year ended June 30, 2022, 2021, and 2020, respectively. (b) Real Estate Realignment Expenses impacted Adjusted earnings per share by $0.19 and ($0.03) for the three months ended June 30, 2022 and 2021, respectively, and $0.19, $0.25, and $0.00 for the fiscal year ended June 30, 2022, 2021, and 2020, respectively. Covid-19 Related Expenses impacted Adjusted earnings per share by $0.01 and $0.06 for the three months ended June 30, 2022 and 2021, respectively, and $0.06, $0.13, and $0.02 for the fiscal year ended June 30, 2022, 2021, and 2020, respectively. (c) Calculated using the GAAP effective tax rate, adjusted to exclude $4.5 million and $2.4 million of excess tax benefits associated with stock-based compensation for the three months ended June 30, 2022 and 2021, respectively, and $18.9 million, $16.9 million, and $15.6 million of excess tax benefits associated with stock-based compensation for the fiscal year ended June 30, 2022, 2021, and 2020, respectively. The tax impact of adjustments also excludes approximately $2.1 million and $10.6 million of Acquisition and Integration Costs for the three months and fiscal year ended June 30, 2021, which are not tax-deductible. For purposes of calculating the Adjusted earnings per share, the same adjustments were made on a per share basis. 3 Months Ended June 30 Fiscal Year Ended June 30 Dollars in millions, except per share amounts 2022 2021 2022 2021 2020 Diluted earnings per share (GAAP) $2.09 $2.20 $4.55 $4.65 $3.95 Adjustments: Amortization of Acq. Intangibles and Purchased Intellectual Property 0.49 0.48 2.11 1.30 1.05 Acquisition and Integration Costs 0.09 0.06 0.21 0.15 0.11 IBM Private Cloud Charges — — — — 0.27 Real Estate Realignment and Covid-19 Related Expenses (b) 0.20 0.04 0.26 0.38 0.02 Russia-Related Exit Costs 0.01 — 0.01 — — Software Charge — — — 0.05 — Investment Gains (0.06) — (0.12) (0.07) — Gain on Acquisition-Related Financial Instrument — (0.61) — (0.53) — Gain on Sale of a Joint Venture Investment — — — — (0.06) Subtotal of adjustments 0.74 (0.03) 2.47 1.29 1.40 Taxable impact of adjustments (c) (0.18) 0.02 (0.55) (0.28) (0.32) Adjusted earnings per share (Non-GAAP) $2.65 $2.19 $6.46 $5.66 $5.03 Fiscal Year Ended June 30 Dollars in millions 2022 2021 Net cash flows provided by operating activities (GAAP) $443.5 $640.1 Capital expenditures and Software purchases and capitalized internal use software (73.1) (100.7) Proceeds from asset sales — 18.0 Free cash flow (Non-GAAP) $370.4 $557.3

20© 2022 | Confidential and Proprietary | Fiscal Year 2023 Adjusted Earnings Per Share Growth Rate (a) Diluted earnings per share – GAAP ~13-17% growth Adjusted earnings per share – Non-GAAP 7-11% growth Adjusted Operating Income Margin (b) Operating income margin % - GAAP Increase of ~150 bps Adjusted Operating income margin % - Non-GAAP Increase of ~50 bps (Unaudited) (a) Adjusted earnings per share growth (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, Acquisition and Integration Costs and Russia-Related Exit Costs, and is calculated using diluted shares outstanding. Fiscal year 2023 Non-GAAP Adjusted earnings per share guidance estimates exclude, net of taxes, approximately $1.73 per share. (b) Adjusted Operating income margin (Non-GAAP) is adjusted to exclude the projected impact of Amortization of Acquired Intangibles and Purchased Intellectual Property, Acquisition and Integration Costs, and Russia-Related Exit Costs. Fiscal year 2023 Non-GAAP Adjusted Operating income margin guidance estimates excludes approximately $266 million. Reconciliation of Non-GAAP to GAAP Measures: Fiscal Year 2023 guidance

21© 2022 | W. Edings Thibault Sean Silva broadridgeir@broadridge.com Broadridge Investor Relations Contacts

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Cover Page	Aug. 18, 2022
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Entity Central Index Key	0001383312
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Document Period End Date	Aug. 18, 2022
Entity Registrant Name	BROADRIDGE FINANCIAL SOLUTIONS, INC.
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Entity Address, Address Line One	5 Dakota Drive
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