CDW Corporation Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by CDW Corporation on January 5, 2023, covering events occurring on January 4, 2023. The filing primarily addresses corporate governance changes and regulatory disclosures.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses on non-financial corporate events rather than periodic financial performance.
Material Changes
- Board Expansion: The Board of Directors increased its size from ten to eleven directors.
- New Director Appointment: Marc E. Jones was elected to fill the newly created directorship.
- Committee Assignment: Mr. Jones will initially serve on the Nominating and Corporate Governance Committee. Other committee assignments are pending.
- Independence: The Board determined Mr. Jones is independent under Nasdaq Global Select Market listing standards.
Management Commentary and Risks
Mr. Jones, age 64, is the Chairman, President, and CEO of Aeris Communications, Inc., a provider of machine-to-machine and Internet of Things communications services. He has held these roles since 2005 and 2008, respectively, and also serves on the board of Ingersoll Rand Inc. The filing states there are no arrangements or understandings regarding his selection and no material interest in transactions requiring disclosure under Item 404(a) of Regulation S-K. A press release dated January 5, 2023, is attached as Exhibit 99.1 under Regulation FD.
Key Facts for Investor Verification
- Confirm the full scope of Marc E. Jones' committee assignments beyond the Nominating and Corporate Governance Committee.
- Review the attached press release (Exhibit 99.1) for any additional material disclosures referenced under Item 7.01.
- Verify the standard director compensation package referenced in the 2022 proxy statement.
- Note that Mr. Jones will stand for re-election at the 2023 Annual Meeting of Stockholders.