CDW Corp Form 8-K Summary
Business Context and Reporting Period
This Form 8-K was filed by CDW Corporation on October 11, 2017, reporting events occurring on October 9 and October 10, 2017. The filing addresses significant changes in executive leadership, specifically the departure of the Chief Financial Officer and the appointment of a successor.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation arrangements.
Material Changes
The primary material change is the transition of the Chief Financial Officer (CFO) role:
- Departure: Ann E. Ziegler will retire as Senior Vice President and CFO effective December 31, 2017. She will serve as a consultant for 60 days post-retirement.
- Appointment: Collin B. Kebo will succeed Ms. Ziegler as Senior Vice President and CFO effective January 1, 2018. Mr. Kebo joined CDW in 2008 and previously served as CFO - International.
Compensation and Agreements
Mr. Kebo's 2018 compensation package includes:
- Base Salary: $410,000
- Annual Bonus Target: $390,000
- Target Equity Award: $500,000
- One-Time Promotion Equity Award: $300,000 (effective November 2, 2017), split 50% in stock options (10-year term, vesting over 3 years) and 50% in performance share units (vesting December 31, 2019).
Effective January 1, 2018, Mr. Kebo will enter into standard compensation protection, noncompetition, and indemnification agreements.
Investor Verification Checklist
- Confirm the exact effective dates for the CFO transition (Dec 31, 2017, and Jan 1, 2018).
- Review the vesting conditions for the $300,000 promotion equity award, specifically the performance goals for the performance share units.
- Verify the terms of the standard compensation protection and noncompetition agreements referenced in prior filings (Exhibit 10.2 and 10.3 from March 14, 2016).
- Monitor future filings for any changes to the transition plan or additional executive departures.