01—Abstract
Summary
Summary of the 8-K filed May 13, 2026. Cited figures are marked; the original filing is the authoritative source.
CDW Corporation's Board of Directors authorized a $1 billiona increase to the Company's share repurchase program, as disclosed in an 8-K filed May 13, 2026.
The increase is effective immediately and is incremental to the approximately $484 millionb unused under the repurchase program as of March 31, 2026. Repurchases may be made in the open market or through privately negotiated or other transactions, with timing and amounts based on market conditions, price, regulatory requirements, and capital availability. The program does not obligate the Company to repurchase any specific dollar amount or number of shares, and it may be modified, suspended, or discontinued at any time without prior notice.
Future authorizations are at the discretion of the Board. The filing furnishes a press release (Exhibit 99.1) announcing the increase. In the press release, CFO Albert J.
Miralles describes share repurchases as one component of capital allocation alongside dividends, strategic M&A, and management of the capital structure. He states that since its June 2013 IPO, CDW has returned approximately $8.4 billionc to stockholders through repurchases and dividends.
02—Key points
Key Highlights
- Board authorized a $1 billion increase to CDW's share repurchase program, effective immediately.
- The increase is incremental to approximately $484 million unused under the prior program as of March 31, 2026.
- Repurchases may be made in open market, privately negotiated, or other transactions, subject to market conditions, price, regulatory requirements, and capital availability.
- The program imposes no obligation to repurchase any minimum dollar amount or number of shares and may be modified, suspended, or discontinued at any time.
- CFO Albert J. Miralles states CDW has returned approximately $8.4 billion to stockholders since its June 2013 IPO through repurchases and dividends.
- Share repurchases are one of several capital allocation priorities, alongside dividends, strategic M&A, and managing the capital structure.
- The information is furnished under Item 7.01 and Item 8.01 and is not deemed filed for Exchange Act Section 18 purposes.
03—Questions
Frequently Asked Questions
How large is the new share repurchase authorization?
The Board authorized a $1 billion increase to the share repurchase program, effective immediately. It is incremental to the approximately $484 million that remained unused as of March 31, 2026.
Is CDW required to buy back shares under this program?
No. The filing states the program does not obligate the Company to repurchase any dollar amount or number of shares, and repurchases may be modified, suspended, or discontinued at any time without prior notice.
How will repurchases be executed?
Shares may be repurchased in the open market or through privately negotiated or other transactions permitted by securities laws. Timing and amounts depend on market conditions, price, regulatory requirements, and capital availability.
How has CDW returned capital to stockholders historically?
According to CFO Albert J. Miralles, CDW has returned approximately $8.4 billion to stockholders since its June 2013 IPO through share repurchases and dividends.
Will future repurchase authorizations be automatic?
No. The press release states that future share repurchase authorizations will be at the discretion of and subject to approval by CDW's Board of Directors.
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