SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Matlin Laura

(Last)

(First)

(Middle)

5 DAKOTA DRIVE

(Street)

LAKE SUCCESS

11042

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/12/2015

3. Issuer Name and Ticker or Trading Symbol
BROADRIDGE FINANCIAL SOLUTIONS, INC. [ BR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Deputy GC and CGO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,832.696⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
FY2013 RSUs	⁽²⁾	⁽²⁾	Common Stock	1,647	$0.0000	D
FY2014 RSUs	⁽³⁾	⁽³⁾	Common Stock	1,212	$0.0000	D
FY2015 RSUs	⁽⁴⁾	⁽⁴⁾	Common Stock	1,513	$0.0000	D
Stock Option (Right to Buy)	02/10/2015	02/10/2024	Common Stock	4,429⁽⁵⁾	$36.97	D
Stock Option (Right to Buy)	02/10/2018	02/10/2024	Common Stock	10,351⁽⁶⁾	$36.97	D
Stock Option (Right to Buy)	02/09/2016	02/09/2025	Common Stock	7,222⁽⁷⁾	$50.95	D

Explanation of Responses:

1. Amount includes 2,305 Restricted Stock Units granted under Broadridge's 2007 Omnibus Award Plan as determined at the end of a two-year performance period and represents a like number of shares of Broadridge common stock. The Restricted Stock Units will vest and convert into shares of Broadridge common stock on April 1, 2016.

2. Restricted Stock Units granted under Broadridge's 2007 Omnibus Award Plan representing a like number of shares of Broadridge common stock. The Restricted Stock Units will vest and convert into Broadridge common stock on April 1, 2016.

3. Restricted Stock Units granted under Broadridge's 2007 Omnibus Award Plan representing a like number of shares of Broadridge common stock. The Restricted Stock Units will vest and convert into Broadridge common stock on April 1, 2017.

4. Restricted Stock Units granted under Broadridge's 2007 Omnibus Award Plan representing a like number of shares of Broadridge common stock. The Restricted Stock Units will vest and convert into Broadridge common stock on April 1, 2018.

5. Stock option granted under Broadridge's 2007 Omnibus Award Plan on February 10, 2014, vesting equally over 4 years beginning February 10, 2015 of which 1,107 are currently exercisable.

6. Special stock option granted under Broadridge's 2007 Omnibus Award Plan on February 10, 2014, that will vest on the fourth anniversary of the date of the grant.

7. Stock option granted under Broadridge's 2007 Omnibus Award Plan on February 9, 2015, vesting equally over 4 years beginning February 9, 2016.

	/s/ Laura Matlin	11/23/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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