Eileen Murray
BROADRIDGE FINANCIAL SOLUTIONSAbout Eileen K. Murray
Eileen K. Murray (age 68) is an independent director of Broadridge Financial Solutions, Inc., serving since 2022; she became Lead Independent Director in 2024 and, pending re‑election at the November 13, 2025 Annual Meeting, will assume the role of independent Chairperson of the Board. Her background spans senior leadership in financial services and market infrastructure, including Co‑CEO of Bridgewater Associates (2009–2020), Chair of FINRA’s Board of Governors (2020–2022), senior operating and accounting roles at Morgan Stanley (1984–2002; 2005–2007), and management at Credit Suisse (2002–2005) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bridgewater Associates, LP | Co‑Chief Executive Officer | 2009–2020 | Led operations and governance at the world’s largest hedge fund |
| FINRA Board of Governors | Chair (Governor 2016–2020; Chair 2020–2022) | 2016–2022 | Oversight of U.S. broker‑dealer regulation; market integrity focus |
| Morgan Stanley | Member of Management Committee; Controller; Treasurer; Chief Accounting Officer; COO, Institutional Securities Group | 1984–2002; 2005–2007 | Enterprise operations, controls, and financial leadership |
| Credit Suisse | Managing Director; Management Board Member | 2002–2005 | Global operations leadership |
| Duff Capital Advisors | President & Co‑CEO | 2007–2008 | Asset management leadership |
| Investment Risk Management LLC | Chief Executive Officer | 2008–2009 | Risk management advisory leadership |
| The Depository Trust & Clearing Corporation (DTCC) | Director | 2001–2005 | Market infrastructure governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| HSBC Holdings plc | Director | Since 2021 | Public company board; global banking oversight |
| Guardian Life Insurance Company of America | Director | Since 2020 | Insurance mutual; non‑public |
| Compass, Inc. | Former Director | 2020–2022 | Former public board |
| Invisible Urban Charging | Director | Since 2024 | EV charging company |
| Crown Point Equity | Partner | Since 2025 | Private investment role |
| ConsenSys | Advisor | Ongoing | Blockchain technology advisory |
| Green Trust Partners, LLC | Advisor | Ongoing | ESG‑focused real estate fund |
| Business Council for International Understanding | Director | 2013–2016 | Non‑profit governance |
| DTCC | Director | 2001–2005 | Market infrastructure governance |
| Irish Arts Center | Director | 2016–2024 | Non‑profit board service |
Board Governance
- Independence: The Board affirmatively determined all directors other than the CEO (Mr. Gokey) are independent under NYSE and SEC rules; Murray is independent .
- Board leadership: The Board determined the Chair should be independent; pending re‑election, Murray will serve as independent Chairperson with authority to set agendas, call meetings, preside over executive sessions, and liaise with the CEO and major shareholders .
- Committees: The Audit, Compensation, and Governance & Nominating Committees are composed solely of independent directors with independent chairs; Murray is not listed as a current member on any standing committee .
- Attendance and engagement: In 2025, each incumbent director attended 100% of Board meetings and 99% of their committee meetings (six Board meetings; eight Audit; six Compensation; five Governance & Nominating). All directors attended the 2024 Annual Meeting .
- Executive sessions: Independent directors met in executive session at all regularly scheduled Board and Committee meetings in 2025; the Lead Independent Director chairs Board executive sessions .
- Stockholder engagement: The Board and management conducted regular outreach to institutional and retail investors in 2025, with structured governance dialogues led by the CLO and Corporate Secretary .
Fixed Compensation
| Component (FY 2025) | Amount (USD) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $160,625 | Includes cash retainer and Lead Independent Director cash retainer |
| Stock Awards (DSUs) – Grant Date Fair Value | $139,494 | DSUs granted annually; fully vested at grant; settle upon Board departure |
| Option Awards – Grant Date Fair Value | $139,608 | Fully vested at grant; 10‑year term; strike = grant‑date close |
| All Other Compensation (Matching Gifts) | $10,000 | Company match of charitable contributions up to policy limit |
| Total | $449,727 |
- Structure: For FY 2025, director annual retainer increased by $20,000 split equally between cash and equity; equity retainer is evenly divided between DSUs and stock options, granted in November and vest at grant; options have a 10‑year term and are granted at fair market value .
- Lead Independent Director premium: Additional retainer of $72,500 cash and $67,500 equity (split evenly between DSUs and options) .
- Deferral: Directors may defer cash compensation into DSUs under the Director Deferred Compensation Plan; Murray deferred 697 DSUs in FY 2025 .
Performance Compensation
| Director Compensation Component | Performance Linkage | Metric Details |
|---|---|---|
| Annual Cash Retainer | None | Fixed quarterly payments |
| DSUs (Director Equity) | None (time‑based; fully vested at grant) | Settles in common shares upon Board departure; dividend equivalents in DSUs |
| Stock Options (Director Equity) | None (time‑based; fully vested at grant) | 10‑year term; strike = grant‑date close; holdings subject to ownership and holding policies |
Broadridge does not tie director compensation to performance metrics; the Company’s performance‑based metrics are applied to executive officer compensation, not director pay .
Other Directorships & Interlocks
| Company/Body | Domain | Role | Interlock/Conflict Note |
|---|---|---|---|
| HSBC Holdings plc | Banking | Director | Large client sector overlap; Board deems Murray independent; no related‑party transactions >$120,000 in FY 2025 |
| Guardian Life Insurance Company of America | Insurance | Director | Non‑public; no related‑party transactions >$120,000 disclosed |
| DTCC (former) | Market Infrastructure | Director | Prior market infrastructure oversight; not current |
| Compass, Inc. (former) | Real Estate Tech | Director | Former public company service |
| ConsenSys; Green Trust Partners; Invisible Urban Charging; Crown Point Equity | Technology/ESG/EV/Private Equity | Advisor/Director/Partner | Private roles; Company policy requires Audit Committee review of related party transactions; none >$120,000 in FY 2025 |
Expertise & Qualifications
- Financial services, corporate governance, risk management, legal/regulatory, technology, cybersecurity, international business; other public company board experience and associations/public policy, consistent with Board skills matrix .
Equity Ownership
| Item (as of June 30, 2025 / July 31, 2025) | Quantity/Status |
|---|---|
| Total Beneficial Ownership (Shares/DSUs/options counted per SEC rules) | 10,969 |
| Ownership as % of Shares Outstanding | <1% (117,129,320 shares outstanding) |
| DSUs Outstanding (excludes DSUs from cash deferrals) | 1,816 |
| DSUs from Cash Deferral (FY 2025) | 697 |
| Stock Options Outstanding (All exercisable) | 7,438 |
| Director Ownership Guidelines | 10× annual cash retainer; retain at least 50% net profit shares until guideline met; post‑compliance 50% holding for one year |
| Hedging/Pledging | Prohibited for directors under Insider Trading Policy |
Insider Trades & Filings
| Event | Due Date | Filed Date | Reason |
|---|---|---|---|
| Form 4 (quarterly dividend equivalents on DSUs) | Jan 7, 2025 | Jan 10, 2025 | Administrative error affected filings for all non‑management directors |
Governance Assessment
- Strengths: Independence affirmed; slated to be independent Chair; robust executive sessions and clear Chair duties; strong attendance (100% Board; 99% Committee) indicating engagement; comprehensive insider trading/hedging prohibitions; formal Related Party Transactions Policy with no transactions >$120,000 in FY 2025; consistent Say‑on‑Pay support (89.2% in 2024), signaling investor alignment on pay governance .
- Director pay structure: Balanced cash/equity with DSUs and fully vested options; stockholder‑approved annual cap of $750,000; additional Lead Independent Director retainer recognizes leadership responsibilities; rigorous director ownership guidelines (10× cash retainer) with mandated retention/holding periods .
- Potential red flags/monitoring points: Multiple external roles (including HSBC Holdings plc) in sectors overlapping Broadridge’s client base warrant ongoing monitoring for perceived conflicts, mitigated by independence determinations and Related Party Transactions Policy; minor administrative late Form 4s for DSU dividend equivalents in January 2025 .
- Committee workload and capacity: Not currently on standing committees, which may reduce committee‑level conflict risk but increases focus on Board leadership and oversight as upcoming Chair .