BROADRIDGE FINANCIAL SOLUTIONS, INC. 10-Q

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Purchases of Equity Securities by the Issuer and Affiliated Purchasers The following table contains information about our purchases of our equity securities for each of the three months during our first fiscal quarter ended September 30, 2021: Period Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (2) July 1, 2021 - July 31, 2021 — $ — — 9,586,545 August 1, 2021 - August 31, 2021 — — — 9,586,545 September 1, 2021 - September 30, 2021 — — — 9,586,545 Total — $ — — _____________ (1) Represents shares purchased from employees to pay taxes related to the vesting of restricted stock units. (2) During the fiscal quarter ended September 30, 2021, the Company did not repurchase shares of common stock under its share repurchase program. At September 30, 2021, the Company had 9.6 million shares available for repurchase under its share repurchase program. Any share repurchases will be made in the open market or privately negotiated transactions in compliance with applicable legal requirements and other factors. 47 Table of Contents Item 6. EXHIBITS The following exhibits are being filed as part of this Quarterly Report on Form 10-Q: 10.1 Chief Legal Officer Offer Letter, dated June 10, 2021. 10.2 Novation Agreement, dated July 28, 2021, among Broadridge Financial Solutions, Inc., International Business Machines Corporation and Kyndryl, Inc. 10.3 Novation Agreement, dated August 19, 2021, among Broadridge Financial Solutions, Inc., IBM United Kingdom Limited and Kyndryl UK Limited. 31.1 Certification of the Chief Executive Officer of Broadridge Financial Solutions, Inc., pursuant to Rule 13a-14 of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of the Chief Financial Officer of Broadridge Financial Solutions, Inc., pursuant to Rule 13a-14 of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101 The following financial statements from the Broadridge Financial Solutions, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in eXtensible Business Reporting Language (XBRL): (i) condensed consolidated statements of earnings for the three months ended September 30, 2021 and 2020, (ii) condensed consolidated statements of comprehensive income for the three months ended September 30, 2021 and 2020, (iii) condensed consolidated balance sheets as of September 30, 2021 and June 30, 2021, (iv) condensed consolidated statements of cash flows for the three months ended September 30, 2021 and 2020, (v) condensed consolidated statements of stockholders’ equity for the three months ended September 30, 2021 and 2020, and (vi) the notes to the condensed consolidated financial statements. XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 104 Cover Page Interactive Data File (Formatted as Inline XBRL and contained in Exhibit 101) 48 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on its behalf by the undersigned hereunto duly authorized. BROADRIDGE FINANCIAL SOLUTIONS, INC. Date: November 3, 2021 By: /s/ Edmund J. Reese Edmund J. Reese Corporate Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 49