Business Context and Reporting Period
This Form 8-K filing by ePlus inc. (NASDAQ: PLUS) reports a corporate governance event dated January 6, 2026. The registrant is incorporated in Delaware and maintains its principal executive offices in Herndon, Virginia.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on board composition changes and does not contain financial performance data.
Material Changes
- Board Expansion: The Board of Directors increased its size from seven to eight members.
- New Appointment: Michael J. Portegello (61) was appointed to fill the new vacancy.
- Committee Assignments: Mr. Portegello was appointed to the Audit and Compensation Committees.
- Independence: The Board determined Mr. Portegello qualifies as an independent director under Nasdaq Marketplace Rules.
Guidance, Outlook, and Compensation
There is no financial guidance, outlook, or discussion of risks and contingencies in this filing. Regarding compensation, Mr. Portegello will be paid in accordance with the Company's current program for independent directors, including a pro-rata adjustment for partial-year service and a pro-rata restricted stock grant under the ePlus 2024 Non-Employee Director Long-Term Incentive Plan. Details are referenced in the Definitive Proxy Statement filed on July 28, 2025.
Investor Verification Checklist
- Verify the full text of the press release attached as Exhibit 99.1 for additional context on the appointment.
- Review the Definitive Proxy Statement (Schedule 14A) filed on July 28, 2025, to understand the specific terms of the Director Compensation program.
- Confirm the absence of any undisclosed material transactions involving Mr. Portegello as stated in the filing.