Douglas DeSchutter
Corporate Vice President, Investor Communication Solutions at 
BROADRIDGE FINANCIAL SOLUTIONS
BROADRIDGE FINANCIAL SOLUTIONSExecutive
About Douglas DeSchutter
Douglas R. DeSchutter, 55, is Corporate Vice President and President of Broadridge’s Investor Communication Solutions (ICS) business as of July 2025, after serving as Co‑President of ICS from 2023 to 2025; he has led major ICS lines since 2009 and previously served as Chief Strategy and Business Development Officer (2007–2009) following corporate development roles at ADP and earlier VP of M&A at Lehman Brothers . Company performance context during recent years: cumulative TSR rose to $209 on a $100 base in FY2025, GAAP net income reached $839.5 million, and Adjusted EPS increased to $8.55 (from $7.73 in FY2024), reflecting strong alignment of incentive metrics with profitability and shareholder value .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Broadridge (ICS) | President, ICS | 2025–present | Responsible for all aspects of ICS; elevation from Co‑President underscores continuity in execution across proxy, communications, and digital . |
| Broadridge (ICS) | Co‑President, ICS | 2023–2025 | Oversaw U.S. Proxy & Post Sale, Global Proxy & Strategic Initiatives, Global Class Actions, Customer Communications, Digital Center of Excellence and digital communications transformation . |
| Broadridge | Corporate VP, Bank Broker‑Dealer, Customer Communications, and Digital COE | 2022–2023 | Led bank broker‑dealer (proxy/prospectus/class actions), customer communications (transactional print/digital), and overall digital strategy . |
| Broadridge (ICS) | Head, Customer Communications | 2017–2022 | Scaled transactional communications and digital solutions within ICS . |
| Broadridge (ICS) | Various ICS roles | 2009–2016 | Led U.S. regulatory communication services (2012–2015) and transactional reporting (2009–2012); digital solutions (2015–2016) . |
| Broadridge | Chief Strategy & Business Development Officer | 2007–2009 | Led M&A and strategy post‑spin‑off; foundational role for growth platforms . |
| ADP | Corporate development and strategy | 2002–2007 | Pre‑spin roles that transitioned into Broadridge’s strategic leadership . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lehman Brothers | Vice President, Mergers & Acquisitions (technology sector) | Prior to 2002 | Deepened transaction execution and sector expertise; informs Broadridge M&A and digital strategy orientation . |
Fixed Compensation
- Structure: As an executive officer, DeSchutter participates in Broadridge’s program with fixed base salary reviewed annually for responsibility, performance, and market competitiveness .
- Elements: Base salary; annual cash incentive; long‑term equity incentives under the 2018 Omnibus Plan, designed to attract and retain talent while aligning with shareholder value .
- Notes: Individual base salary and cash payouts for DeSchutter are not disclosed as he was not a named executive officer (NEO) in FY2025; Company positions total target compensation at market median with majority as performance‑based .
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Incentive (Corporate) | Compensation Adjusted Fee‑Based Revenue | 10% | Not disclosed | Not disclosed | NEO payouts ranged 95–98% of target in FY2025; DeSchutter’s specific payout not disclosed . | Annual cash; payout after FY end . |
| Annual Cash Incentive (Corporate) | Compensation Adjusted EBT | 30% | Not disclosed | Not disclosed | See above . | Annual cash . |
| Annual Cash Incentive (Corporate) | Closed Sales | 20% | Not disclosed | Not disclosed | See above . | Annual cash . |
| Annual Cash Incentive (Corporate) | Client Onboarding (added FY2025) | 10% | Not disclosed | Not disclosed | See above . | Annual cash . |
| Annual Cash Incentive (Corporate) | Client Satisfaction | 5% | Not disclosed | Not disclosed | See above . | Annual cash . |
| Annual Cash Incentive (Corporate) | Strategic & Leadership Goals | 25% | Not disclosed | Not disclosed | See above; associate engagement added starting FY2026 to strategic goals . | Annual cash . |
| Annual Cash Incentive (Segment) | Compensation Adjusted EBIT (segment‑level) | Applies to business segment scoring | Not disclosed | Not disclosed | Segment component (e.g., ICS) used for executive incentives where relevant . | Annual cash . |
| Long‑Term Equity (PRSUs) | Compensation Adjusted EPS (3‑year period) | 50% of LTI | Not disclosed | Not disclosed | No PRSUs earned in FY2025 due to transition from 2‑year to 3‑year cycles; organic Recurring revenue growth added for PRSUs starting FY2026 . | Three‑year performance period; vesting contingent on goals . |
| Long‑Term Equity (Stock Options) | Stock price appreciation | 50% of LTI | N/A | N/A | Options only have value if stock appreciates; vest 25% per year; 10‑year term . |
Definitions and adjustments (Compensation Adjusted measures) include exclusions for non‑operating items, acquisition impacts, FX variances, and allowances in Closed Sales, aligning payouts with controllable performance drivers .
Equity Ownership & Alignment
- Stock ownership guidelines: “All other Executive Officers” (which includes ICS leadership roles) must hold equity valued at 2x base salary; CEO 6x, President 4x, CFO 3x .
- Retention and holding: Executives must retain at least 50% of net profit shares until guideline met; thereafter, hold 50% of future net profit shares for one year; all executive officers were in compliance with retention in FY2025; 78% met ownership multiples, with recently appointed executives making progress .
- Hedging/pledging: Prohibited for executive officers; margin accounts and collateral pledges are barred; trading requires pre‑clearance within window periods when not in possession of MNPI .
- Beneficial ownership: Individual share counts for DeSchutter are not disclosed in the FY2025 proxy (table lists directors and NEOs; executive officers as a group hold 1,325,075 shares, ~1.1% of outstanding) .
Employment Terms
| Topic | Terms |
|---|---|
| Employment status | Executive officers (other than specific local agreements) are at‑will; offers include salary, annual cash incentive, and long‑term equity; transition compensation may be provided to attract talent . |
| Severance (Officer Severance Plan) | If terminated without cause (not CIC): base salary continuation 24 months for CEO, 18 months for other NEOs; annual cash incentive paid on normal schedule based on actual performance (prorated for non‑CEO); continued vesting during severance period for post‑plan equity awards; PRSUs/RSUs prorated if termination before end of performance period . |
| Restrictive covenants | Required to receive severance; non‑competition provisions enforced during 24‑month (CEO) or 18‑month (others) severance periods; general release required . |
| Change‑in‑control (CIC) | Company policy provides change‑in‑control cash and equity vesting only on a double‑trigger basis; numbers are disclosed for NEOs, not for DeSchutter . |
| Clawback policy | Expanded in FY2025 to include time‑vested equity, discretionary bonuses, and severance; triggers include accounting restatement due to intentional acts/omissions, or intentional misconduct/failure to supervise causing financial or reputational damage . |
| Hedging/pledging | Prohibited for executive officers; trading subject to policy and pre‑clearance . |
Company Performance Context (FY2021–FY2025)
| Metric | FY2021 | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|---|
| Value of $100 initial investment in BR TSR ($) | $130.03 | $116.67 | $138.21 | $167.11 | $209.37 |
| Compensation Peer Group TSR ($) | $118.36 | $96.28 | $105.80 | $122.99 | $141.56 |
| GAAP Net Income (USD millions) | $547.5 | $539.1 | $630.6 | $698.1 | $839.5 |
| Adjusted EPS ($) | $5.66 | $6.46 | $7.01 | $7.73 | $8.55 |
Compensation Peer Group (Benchmarking)
- Equifax, Euronet Worldwide, FactSet Research Systems, Fidelity National Information Services, Fiserv, Gartner, Global Payments, Intercontinental Exchange, Jack Henry & Associates, Paychex, SS&C Technologies, Verisk Analytics, Western Union .
Governance and Risk Controls
- No single‑trigger CIC vesting; stock option repricing without shareholder approval prohibited; no tax gross‑ups on CIC; dividends/dividend equivalents are not paid before vesting .
- Independent compensation consultant (FW Cook) advises the Compensation Committee; programs reviewed to avoid excessive risk .
- Equity plan capacity: 1,917,328 options outstanding (WAEP $157.97), with 5,612,285 shares remaining available; unvested 590,603 RSUs and 179,113 PRSUs outstanding as of FY2025 end, illustrating ongoing equity alignment across leadership cohorts .
Investment Implications
- Incentive alignment: ICS leadership compensation is tethered to revenue quality (fee‑based), profitability (Adjusted EBT/EPS), forward revenue visibility (Closed Sales/onboarding), and client outcomes—factors that support durable earnings and TSR; policy updates add organic recurring revenue growth to PRSUs starting FY2026, tightening linkage to core growth drivers .
- Retention risk: Strong severance framework with restrictive covenants, double‑trigger CIC, and robust ownership/holding requirements reduce voluntary turnover risk for senior ICS leadership; hedging/pledging prohibitions and clawback expansion mitigate misalignment and misconduct risk .
- Trading signals: Pre‑clearance windows restrict opportunistic selling; with majority of pay as performance‑based and options requiring appreciation, insider selling pressure is structurally moderated; absence of option repricing and tax gross‑ups is governance‑friendly .
- Execution track record: DeSchutter’s long tenure across ICS and strategy roles, including digital transformation leadership, aligns with the compensation program’s emphasis on scalable recurring revenue and adjusted profitability; company‑level EPS and TSR momentum through FY2025 supports confidence in management execution, though award‑specific outcomes for DeSchutter are not individually disclosed .