SNX 8-K Current Reports

TD Synnex 8-K Report, Material Agreement (Sep 30, 2026)

TD SYNNEX Corporation (SNX) reported in an 8-K filed September 30, 2026 that, on September 25, 2026, it amended its accounts receivable securitization program (the "Trade Receivables Securitization") through the Eighth Omnibus Amendment to the Fifth Amended and Restated Receivables Funding and Administration Agreement and the Third Amended and Restated Receivables Sale and Servicing Agreement. The amendment was entered into among TD SYNNEX, its subsidiary SIT Funding LLC (the borrower), the subsidiary originators, the lenders and managing agents, and The Toronto-Dominion Bank as administrative agent. The amendment extends the maturity of the program to September 25, 2028 and increases the aggregate lender commitment to $3.0 billion. The program fee on the used portion of the commitment is now 0.725% per annum for advances funded through commercial paper and 0.825% per annum for other advances. The lenders received an upfront fee in connection with the amendment, the amount of which the filing does not state. For investors, the filing points to a longer-dated and larger funding facility for trade receivables, with the maturity extended by roughly three years from the amendment date. The filing does not describe the prior commitment size or fee levels, so the change in borrowing cost cannot be assessed from this document alone. The full agreement is filed as Exhibit 10.1, with certain schedules and information omitted under Regulation S-K.

Sep 30, 2026 8-K

TD Synnex 8-K Report, Financial Results (Sep 24, 2026)

TD SYNNEX Corporation (NYSE: SNX) furnished an 8-K on September 24, 2026 containing its press release for the fiscal third quarter ended August 31, 2026, which the company described as a record quarter. Revenue was $21.56 billion, up 37.7% year over year (38.4% in constant currency), and non-GAAP gross billings were $31.83 billion, up 40.0%. GAAP operating income was $643 million (up 67.6%) and GAAP diluted EPS was $5.18 (up 89.1%). Non-GAAP diluted EPS was $5.68, up 58.7% from $3.58. Management said Distribution and Hyve both performed above expectations, and both revenue and non-GAAP EPS came in above the high end of the company's outlook. Cash flow was weak in the quarter. Operating cash flow was negative $916.7 million, and free cash flow was negative $975.6 million, as accounts receivable and inventories rose sharply. Inventories reached $15.29 billion at August 31, 2026, versus $9.50 billion at November 30, 2025, and accounts receivable reached $14.95 billion, versus $11.71 billion. Cash and equivalents fell to $749 million, and revolving credit borrowings rose by a net $1.50 billion in the quarter. For the fourth quarter of fiscal 2026, the company guided to revenue of $21.8 to $22.6 billion, non-GAAP gross billings of $31.4 to $32.4 billion, and non-GAAP diluted EPS of $5.65 to $6.15. The Board declared a quarterly cash dividend of $0.48 per common share, up 9% year over year, payable October 30, 2026 to holders of record on October 16, 2026.

Sep 24, 2026 8-K

TD Synnex 8-K Report, Executive Changes (Aug 3, 2026)

TD SYNNEX Corporation filed this Form 8-K to disclose that on July 28, 2026, its Compensation Committee approved forms of Notice of Hyve Solutions Performance-Based Restricted Stock Unit Award and Performance-Based Restricted Stock Unit Agreement for U.S. and non-U.S. participants. The Award Agreements will govern new performance-based restricted stock unit grants to officers and employees under the Company's 2020 Stock Incentive Plan. The awards would vest based on performance targets tied to the financial performance of Hyve Solutions US Global Holding Corporation ("Hyve Solutions") over a three-year performance period, and are conditioned on continuous service for the Hyve Solutions business through the end of that period. The non-U.S. form consolidates various country-specific award agreements into uniform global templates, with a country-specific appendix for disclosures or agreements particular to employees in each country. This filing is a compensation-related disclosure under Item 5.02(e) and does not report any financial results, specific award amounts, or recipients. The agreements are filed as Exhibits 10.1 and 10.2 and are identified as management contracts or compensatory arrangements.

Aug 3, 2026 8-K

TD Synnex 8-K Report, Executive Changes (Jul 16, 2026)

TD SYNNEX Corporation filed a Form 8-K on July 16, 2026 under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers) to disclose an updated offer letter with David Vetter, Chief Legal Officer. The offer letter, entered into July 10, 2026 and effective the same day, confirms Mr. Vetter continues as Chief Legal Officer, reporting solely to the Chief Executive Officer. His annual base salary is $670,000, subject to annual review, with an annual incentive bonus targeted at 100% of base salary, paid based on performance metrics set by the Compensation Committee. The letter also provides for equity awards with an approximate fair market value of $1,500,000, consisting of 60% time-based vesting restricted stock and 40% performance-based vesting restricted stock units, granted alongside annual equity grants to other executive officers. It includes severance-related payments upon termination without cause or for good reason, with separate provisions applying in connection with a change of control, as well as restrictive covenants including a non-solicitation provision benefiting the Company. The filing is primarily a compensation disclosure for a single executive. It does not report financial results or changes to the company's operations, and the full terms are contained in Exhibit 10.1, which the filing states is the offer letter, with certain schedules and information omitted under Regulation S-K.

Jul 16, 2026 8-K

TD Synnex 8-K Report, Material Agreement (Jul 2, 2026)

TD SYNNEX Corporation (SNX) disclosed in this Form 8-K that on June 26, 2026, it and certain subsidiaries entered into documentation for a European receivables securitization program (the "EU Securitization Program"). The Issuer, TD SYNNEX Ireland Receivables I Designated Activity Company, is the final purchaser, and BNP Paribas S.A., Dublin Branch serves as master purchaser. Senior noteholders BNP Paribas, Banco Santander S.A. and Crédit Agricole Corporate and Investment Bank committed an aggregate of EUR 650 million under the Senior Variable Funding Notes Facility Agreement. The facility is intended to fund purchases of eligible receivables originated by seller entities in Belgium, France, Germany and Spain, and TD SYNNEX Corporation has provided a guaranty of certain seller and transaction party obligations. The program is structured as a revolving securitization during its reloading period, with interest accruing over weekly periods within monthly periods. The documents set ratings-based performance thresholds tied to TD SYNNEX Corporation's credit ratings, including Level 2 and Level 3 Required Ratings, which trigger enhanced collection, servicing and cash management protections. The agreements also include customary early amortization events and Issuer events of default, which permit the senior noteholders to accelerate the notes, instruct enforcement of transaction security, and terminate the cash manager or direct a back-up servicer. The last day of borrowing is the Scheduled Amortisation Date of June 25, 2028, which the parties may agree to extend to June 2031. The filing describes the program's terms by reference to three agreements filed as Exhibits 10.1, 10.2 and 10.3, with certain schedules omitted under Regulation S-K. The filing does not state a dollar amount for the program beyond the EUR 650 million senior commitment.

Jul 2, 2026 8-K

TD Synnex 8-K Report, Corporate Update (Jun 29, 2026)

TD SYNNEX Corporation (SNX) filed this Current Report on Form 8-K on June 29, 2026 under Item 8.01 (Other Events). The company stated that on that date it filed a prospectus supplement to its automatic shelf registration statement on Form S-3 (Registration No. 333-278517) with the Securities and Exchange Commission. The 8-K was filed solely to file the opinion of Pillsbury Winthrop Shaw Pittman LLP on the legality of the issuance and sale of the securities described in that prospectus supplement, attached as Exhibit 5.1. The filing contains no financial statements, results of operations, or other financial figures. Its Item 9.01 lists Exhibit 5.1 (the legal opinion), Exhibit 23.1 (the law firm's consent, included in Exhibit 5.1), and Exhibit 104 (the cover page Interactive Data File embedded in the Inline XBRL document). For investors, the filing is primarily a procedural disclosure tied to a securities offering under the shelf registration. The filing itself does not state the type, amount, or pricing of the securities; those details would appear in the prospectus supplement, which the filing references but does not describe.

Jun 29, 2026 8-K

TD Synnex 8-K Report, Financial Results (Jun 25, 2026)

TD SYNNEX Corporation reported record results for its fiscal second quarter ended May 31, 2026. Revenue was $19.6 billion, up 31.0% year over year (29.1% in constant currency), and non-GAAP gross billings were $28.9 billion, up 33.4% year over year. GAAP diluted EPS was $4.15 versus $2.21 a year earlier, and non-GAAP diluted EPS was $4.85, up 62.2% year over year. GAAP operating income rose 58.3% to $519 million and net income rose 80.7% to $334 million. The company describes the results as significantly above the high end of its outlook, and attributes them to broad-based strength across Distribution and Hyve. Cash generation was weak in the quarter. Net cash used in operating activities was $265.6 million, compared with $573.2 million provided in the prior-year quarter, and free cash flow was negative $332.4 million. Inventories rose to $13.89 billion from $9.50 billion at November 30, 2025, and accounts payable rose to $21.18 billion from $17.62 billion over the same period. Cash and cash equivalents fell to $1.09 billion from $2.44 billion at fiscal year-end. During the quarter, the company returned $151 million to stockholders through $112 million of share repurchases and $39 million of dividends. For the fiscal third quarter ending August 31, 2026, TD SYNNEX guided to revenue of $18.2 to $19.0 billion, non-GAAP gross billings of $27.2 to $28.2 billion, and non-GAAP diluted EPS of $4.25 to $4.75. The Board declared a quarterly cash dividend of $0.48 per common share, payable July 31, 2026 to holders of record on July 17, 2026. The information in Item 2.02 is furnished rather than filed.

Jun 25, 2026 8-K

Securities & ListingExhibits & Filings

TD Synnex 8-K Report, Executive Changes (Jun 22, 2026)

TD SYNNEX Corporation (NYSE: SNX) filed a Current Report on Form 8-K reporting the appointment of Douglas Britt to its Board of Directors, effective June 17, 2026. The Board increased its size from ten to eleven members. Mr. Britt was also appointed to the Board's Audit Committee and Technology Committee, and his initial term runs until the Company's 2027 Annual Meeting of Stockholders. He will receive the standard compensation for newly appointed non-employee directors who do not chair a committee or the Board, and his prorated annual equity retainer will be granted on July 15, 2026. The filing states there are no arrangements or understandings between Mr. Britt and any other person under which he was selected for the Board, no family relationship with any director or executive officer, and no reportable related party transactions under Item 404(a) of Regulation S-K. The 8-K also lists Amendment No. 6 to the TD SYNNEX Corporation 2020 Stock Incentive Plan as Exhibit 10.1. The accompanying press release (Exhibit 99.1), dated June 22, 2026, describes Mr. Britt as currently serving as Executive Chairman of Boyd, previously its CEO, and as overseeing the Boyd Thermal business within Eaton after its sale to Eaton in 2026. He also serves on the boards of Helios Technologies and Benchmark Electronics. The Board Chair, Ann Vezina, said his experience in technology, manufacturing and supply chain operations will strengthen governance and support the company's growing hyperscale digital infrastructure capabilities.

Jun 22, 2026 8-K

TD Synnex 8-K Report, Unregistered Securities Sale (Jun 3, 2026)

TD SYNNEX Corporation issued a warrant on May 30, 2026 to Amazon.com NV Investment Holdings LLC to acquire up to 3,238,066 shares of its common stock, par value $0.001 per share. Of these, 215,871 Warrant Shares vest immediately at an exercise price of $0.01 per share. The remaining 3,022,195 Warrant Shares vest in tranches at an exercise price of $191.10 per share, upon the attainment of specified payment thresholds based on aggregate payments by Amazon affiliates to the Company and its affiliates under certain commercial arrangements. The Company states it expects to continue its multi-year collaboration with Amazon. The warrant expires on May 30, 2033. Upon consummation of an acquisition transaction, subject to certain exceptions, all unvested Warrant Shares will vest in full. The warrant carries no voting or other common stockholder rights while unexercised, is subject to customary anti-dilution adjustments, and limits the holder from beneficially owning more than 4.999% of outstanding common stock, subject to the holder's ability to increase that limit. The holder may participate in certain stockholder distributions as if the warrant had been exercised, subject to specified limitations. The warrant and Warrant Shares have not been registered under the Securities Act of 1933 or any state securities law. The Company believes the issuance is exempt under Section 4(a)(2) of the Securities Act. The full warrant is filed as Exhibit 4.1 to this Form 8-K.

Jun 3, 2026 8-K

TD Synnex 8-K Report, Executive Changes (May 11, 2026)

TD SYNNEX Corporation (SNX) filed a Current Report on Form 8-K dated May 11, 2026, disclosing under Item 5.02 an updated offer letter with Dennis Polk, entered into on May 5, 2026 and effective as of December 1, 2025. Mr. Polk serves as Chair, Hyve Solutions Holdings, reports solely to the Company's Chief Executive Officer, and is a member of the Company's Board of Directors. The filing describes this as the terms of his continued employment rather than a change in leadership. The offer letter provides Mr. Polk an annual base salary of $840,000, subject to annual review, and an annual incentive bonus targeted at 100% of base salary, with actual payouts tied to performance metrics set by the Compensation Committee. He will also receive equity awards with an approximate fair market value of $1,500,000, consisting of 60% time-based vesting restricted stock and 40% performance-based vesting restricted stock units, granted at the same time as annual equity grants to other executive officers. The offer letter includes severance-related payments upon termination without "cause" or resignation for "good reason," with an additional provision for such terminations in connection with a change of control of the Company. The full terms are in Exhibit 10.1, a management compensatory arrangement filed with the 8-K, and the filing also includes the cover page interactive data file.

May 11, 2026 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

TD Synnex 8-K Report, Financial Results (Mar 31, 2026)

TD SYNNEX Corporation (NYSE: SNX) reported record fiscal 2026 first-quarter results for the period ended February 28, 2026. GAAP revenue was $17.16 billion, up 18.1% year over year (13.2% on a constant currency basis), and GAAP diluted EPS was $4.04, up 104.0% from $1.98. Non-GAAP gross billings reached $25.78 billion, up 24.4% year over year, and non-GAAP diluted EPS was $4.73, up 68.9% from $2.80. GAAP operating income was $489 million and non-GAAP operating income was $590 million, with a non-GAAP operating margin of 3.44%. Net cash used in operating activities was $895.9 million, compared with $748.0 million a year earlier, and free cash flow was negative $929.0 million. The company also reported that it returned $118 million to stockholders in the quarter, comprising about $80 million of share repurchases and $39 million of dividends, and announced a quarterly cash dividend of $0.48 per common share, up 9% year over year, payable April 29, 2026. The company said it has revised its reportable segments to four: three geographic distribution segments (Americas, Europe, and Asia-Pacific and Japan) and Hyve Solutions. For the fiscal second quarter ending May 31, 2026, TD SYNNEX guided to revenue of $16.1 to $16.9 billion, non-GAAP gross billings of $24.6 to $25.6 billion, GAAP diluted EPS of $2.90 to $3.40, and non-GAAP diluted EPS of $3.75 to $4.25, on an estimated 79.8 million diluted weighted average shares. Cash and cash equivalents fell to $1.56 billion at February 28, 2026, from $2.44 billion at November 30, 2025, while inventories rose to $10.98 billion from $9.50 billion.

Mar 31, 2026 8-K

TD Synnex 8-K Report, Bylaw Amendment (Mar 27, 2026)

TD SYNNEX Corporation (SNX) held its Annual Meeting of Stockholders on March 25, 2026, where stockholders approved an amendment to the Company's Restated Certificate of Incorporation permitting stockholders owning at least 25% of the outstanding common stock to call a special meeting of stockholders. The Charter Amendment became effective upon filing with the Delaware Secretary of State on March 25, 2026. In connection with it, the Board adopted Amended and Restated Bylaws, revising Article 2 solely to set procedures and limitations for calling special meetings. Key conditions include that the 25% position must be a continuously held "net long position" for at least one year, that only shares with sole voting, economic, and disposition rights count as owned, and that requests received during the 90 days before the first anniversary of the prior annual meeting through the next annual meeting may be rejected. Stockholders also elected all ten director nominees to serve until the 2027 Annual Meeting, approved the advisory vote on named executive officer compensation, and ratified KPMG LLP as independent registered public accountants. For the director elections, Ting Herh received notably more withheld votes (7,490,878) than other nominees, while Merline Saintil received 3,261,214 withheld votes. The say-on-pay proposal received 68,244,812 votes for, 1,989,264 against, and 69,165 abstentions, with 3,755,664 broker non-votes. The filing's exhibits consist of the Certificate of Amendment to the Restated Certificate of Incorporation, the Amended and Restated Bylaws, and the cover page interactive data file. For investors, the principal governance change is the new stockholder right to call special meetings, which is subject to significant ownership and procedural conditions.

Mar 27, 2026 8-K

TD Synnex 8-K Report, Material Agreement (Jan 26, 2026)

TD SYNNEX Corporation (SNX) filed this Form 8-K on January 26, 2026 to report an amendment to its accounts receivable securitization program, the Trade Receivables Securitization. On January 21, 2026, TD SYNNEX, its subsidiary originators, and SIT Funding LLC, the borrower, entered into the Seventh Omnibus Amendment to the Fifth Amended and Restated Receivables Funding and Administration Agreement and the Third Amended and Restated Receivables Sale and Servicing Agreement. The lenders, managing agents, and The Toronto-Dominion Bank, Ltd., as administrative agent, are parties to the amendment. The most important change for investors is the extension of the program's maturity date to January 20, 2028. The filing also states that the lenders were paid an upfront fee in connection with the amendment, but it does not disclose the fee amount. The filing does not provide the program's size or borrowing terms beyond these points. The full amendment is filed as Exhibit 10.1. Certain schedules and information were omitted under Regulation S-K Items 601(a)(5), 601(a)(6), and/or 601(b)(10)(iv), and the company has undertaken to furnish omitted materials to the SEC on request, subject to possible confidential treatment under Rule 24b-2.

Jan 26, 2026 8-K

Material AgreementsFinancial EventsExhibits & Filings

TD Synnex 8-K Report, Financial Results (Jan 8, 2026)

TD SYNNEX Corporation (NYSE: SNX) reported record fiscal fourth quarter 2025 results for the quarter ended November 30, 2025, furnished under Item 2.02 in an 8-K filed January 8, 2026. Revenue was $17.38 billion, up 9.7% year over year from $15.84 billion, and above the high end of the company's outlook; on a constant currency basis revenue rose 7.5%. Non-GAAP gross billings were $24.33 billion, up 14.7%, with constant currency growth of 12.6%. Diluted EPS was $3.04 (GAAP) versus $2.29 a year earlier, and non-GAAP diluted EPS was $3.83, up 24.0% from $3.09. Management attributed the results to its diversified business model and execution of its long-term strategy, and said the company substantially surpassed its initial medium-term targets set at its Investor Day. Cash generation was strong in the quarter: cash provided by operations was $1.46 billion (the press release's highlight rounds this to $1.5 billion) and free cash flow was $1.42 billion, compared with $513 million a year earlier. The company returned $209 million to stockholders through $173 million of share repurchases and $36 million of dividends. A greater share of sales was presented on a net basis due to product mix, which reduced reported revenue growth by approximately 5% but added roughly 30 basis points to gross margin. For fiscal Q1 2026 (ending February 28, 2026), the company guided to revenue of $15.1 to $15.9 billion, non-GAAP gross billings of $22.7 to $23.7 billion, and non-GAAP diluted EPS of $3.00 to $3.50. The Board also declared a quarterly cash dividend of $0.48 per common share, payable January 30, 2026 to holders of record on January 16, 2026, up 9% year over year.

Jan 8, 2026 8-K

TD Synnex 8-K Report, Material Agreement (Oct 10, 2025)

On October 10, 2025, TD SYNNEX Corporation issued and sold $550,000,000 aggregate principal amount of 4.300% Senior Notes due 2029 and $600,000,000 aggregate principal amount of 5.300% Senior Notes due 2035 in a registered public offering under its Form S-3 shelf registration. The Notes were issued under a base indenture dated August 9, 2021 with Citibank, N.A., as trustee, as supplemented by sixth and seventh supplemental indentures dated October 10, 2025. The indenture contains customary covenants limiting liens on subsidiary stock and principal properties, sale/leaseback transactions, and consolidations, mergers, or asset sales involving TD SYNNEX, along with customary events of default. The Company received net offering proceeds of approximately $1.14 billion before expenses. It intends to use the proceeds, together with other available funds, to repay all or a portion of the $581.3 million senior unsecured term loan outstanding under its Amended and Restated Credit Agreement dated April 16, 2024, to repay or redeem the outstanding $700 million of 1.750% Senior Notes due August 9, 2026, and for general corporate purposes. Interest on the 2029 Notes is payable semi-annually beginning January 17, 2026, and interest on the 2035 Notes is payable semi-annually beginning April 10, 2026. For investors, the transaction is primarily a refinancing that replaces near-term debt maturities, including the 2026 notes and the term loan, with longer-dated fixed-rate notes maturing in 2029 and 2035. Each series may be redeemed before its par call date at the greater of a make-whole price or par, plus accrued interest, and at par plus accrued interest thereafter.

Oct 10, 2025 8-K

TD Synnex 8-K Report, Corporate Update (Oct 8, 2025)

On October 7, 2025, TD SYNNEX Corporation entered into an underwriting agreement with BofA Securities, Inc., HSBC Securities (USA) Inc., Scotia Capital (USA) Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters, to issue and sell $550 million principal amount of 4.300% Senior Notes due 2029 and $600 million principal amount of 5.300% Senior Notes due 2035. The offering is being made under a Registration Statement on Form S-3 (File No. 333-278517) and a Prospectus Supplement dated October 7, 2025, to a Prospectus dated April 5, 2024. The offering is expected to close on October 10, 2025, subject to customary closing conditions. The underwriting agreement contains customary representations, warranties, agreements, closing conditions and termination provisions. The filing does not state the intended use of proceeds or any other terms beyond the coupon rates and maturities. For investors, the filing signals a $1.15 billion aggregate senior unsecured debt issuance with staggered maturities in 2029 and 2035. The complete terms of the underwriting agreement are filed as Exhibit 1.1 and incorporated by reference.

Oct 8, 2025 8-K

TD Synnex 8-K Report, Executive Changes (Oct 2, 2025)

TD SYNNEX Corporation announced on October 2, 2025 that its Board of Directors has appointed David Jordan as Executive Vice President and Chief Financial Officer, replacing Marshall Witt. Mr. Witt notified the Company of his resignation on September 29, 2025 to assume a new role outside the organization, and the filing states his departure was not caused by any dispute or disagreement with the Company, the Board, or matters relating to its operations, policies, or practices. Mr. Witt will remain employed as a non-executive employee until October 17, 2025. Mr. Jordan, age 38, will be responsible for all aspects of the Company's financial management. He previously served as Senior Vice President, Chief Financial Officer, Americas since 2021, and as Head of Investor Relations since 2024. He joined the Company in 2014 and has held a variety of senior finance roles. The press release states that CEO Patrick Zammit cited Mr. Jordan's knowledge of the business, leadership of the Americas finance organization, and vendor, customer and investor relationships, and that he brings commercial acumen, M&A experience and a focus on capital optimization. Under his new appointment, Mr. Jordan's base salary will increase to $650,000, with an annual cash incentive bonus targeted at 100% of base salary, based on performance metrics set by the Compensation Committee. He will receive restricted stock awards with a fair market value of approximately $900,000 and performance-based restricted stock awards of approximately $600,000. The restricted stock awards are scheduled for October 15, 2025, alongside the annual restricted equity grant cycle, and the performance-based awards will be granted at the same time as other executive officers' performance grants, typically in January.

Oct 2, 2025 8-K

TD Synnex 8-K Report, Financial Results (Sep 25, 2025)

TD SYNNEX Corporation (NYSE: SNX) furnished an 8-K on September 25, 2025 reporting record fiscal 2025 third-quarter results for the quarter ended August 31, 2025, along with a quarterly cash dividend of $0.44 per common share. Revenue was $15.65 billion, up 6.6% year over year (4.4% on a constant currency basis), and above the high end of the company's outlook. Non-GAAP gross billings were $22.73 billion, up 12.1% (10.1% constant currency). GAAP diluted EPS was $2.74, compared to $2.08 a year earlier, and non-GAAP diluted EPS was $3.58, compared to $2.86. The filing notes that a greater share of sales was presented on a net basis due to product mix, which reduced revenue growth by approximately 5% but added about 35 basis points to gross margin. Cash provided by operations was $246 million and free cash flow was $214 million in the quarter. The company returned $210 million to stockholders through $174 million of share repurchases and $36 million of dividends. For the nine months ended August 31, 2025, operating cash flow was $71.3 million, and free cash flow was negative $32.7 million, reflecting the working capital build in accounts receivable and inventories. For the fiscal 2025 fourth quarter, management guided to revenue of $16.5 to $17.3 billion, non-GAAP gross billings of $23.0 to $24.0 billion, GAAP diluted EPS of $2.50 to $3.00, and non-GAAP diluted EPS of $3.45 to $3.95, based on an estimated 80.7 million diluted weighted average shares. The dividend is payable October 31, 2025 to holders of record on October 17, 2025.

Sep 25, 2025 8-K

TD Synnex 8-K Report, Executive Changes (Sep 16, 2025)

TD SYNNEX Corporation filed this Form 8-K under Item 5.02 to disclose the retirement of Simon Leung, Chief Business Officer, effective September 1, 2025. The filing states that his retirement was previously announced, and that the Company entered into a severance agreement with him, effective September 10, 2025, in consideration of his performance through the current fiscal year and in connection with his resignation and his execution and ongoing compliance with the Company's customary release of claims. Under the agreement, Mr. Leung receives salary continuation for 24 months, payment of his fiscal year 2025 Management Incentive Plan bonus at the target amount of approximately $348,500, and a lump sum payment of $5,000. His outstanding unvested restricted stock, restricted stock unit and stock option awards accelerate, with performance-based restricted stock units vesting at target and prorated based on time in the performance period to September 1, 2025. The exercise period for his outstanding stock options is extended to twelve months following September 1, 2025. The agreement contains restrictive covenants, including a non-competition and non-solicitation provision for the Company's benefit. The full agreement is filed as Exhibit 10.1, with certain schedules and information omitted under Regulation S-K Items 601(a)(5), 601(a)(6) and/or 601(b)(10)(iv), and the Company undertakes to furnish omitted material to the SEC upon request.

Sep 16, 2025 8-K

TD Synnex 8-K Report, Executive Changes (Aug 21, 2025)

TD SYNNEX Corporation (NYSE: SNX) filed this Current Report on Form 8-K, dated August 15, 2025 and signed August 21, 2025, to disclose an executive officer change under Item 5.02. Simon Leung, the company's Chief Business Officer, informed the company on August 15, 2025 that he has decided to retire, effective September 1, 2025. The filing contains no financial results, financial statements, or quantitative metrics. Its only substantive disclosure is the planned departure of a senior executive, and it does not state a successor, transition arrangement, or reason for the retirement. For investors, the event is a routine leadership transition at the senior operating level. The filing's own exhibit list includes only the Inline XBRL cover page, so no additional press release or financial detail accompanies it.

Aug 21, 2025 8-K

TD Synnex 8-K Report, Financial Results (Jun 24, 2025)

TD SYNNEX Corporation reported fiscal second quarter 2025 results for the quarter ended May 31, 2025, with revenue of $14.9 billion, up 7.2% year over year and above the high end of its outlook. On a constant currency basis, revenue increased 6.3%. Non-GAAP gross billings were $21.6 billion, up 12.1% year over year (11.3% in constant currency). GAAP diluted EPS was $2.21 versus $1.66 a year earlier, and non-GAAP diluted EPS was $2.99 versus $2.73, above the high end of the company's outlook. The filing states that a greater share of sales was presented on a net basis due to product mix, which reduced revenue growth by approximately 5% compared with the prior-year quarter, while gross margin was 7.0% in both periods. Cash provided by operations was $573 million, compared with cash used in operations of $115 million a year earlier, and free cash flow was $543 million. The company returned $186 million to stockholders through $149 million of share repurchases and $37 million of dividends. The Board declared a quarterly cash dividend of $0.44 per common share, payable July 25, 2025, up 10% year over year. For the fiscal third quarter ending August 31, 2025, management guided to revenue of $14.7 to $15.5 billion, non-GAAP gross billings of $21.0 to $22.0 billion, and non-GAAP diluted EPS of $2.75 to $3.25. The CEO, Patrick Zammit, attributed the results to continued strength in IT distribution and hyperscaler markets, with gross billings growing in double digits and all regions and major technologies contributing.

Jun 24, 2025 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

TD Synnex 8-K Report, Corporate Update (Apr 10, 2025)

TD SYNNEX Corporation filed this Form 8-K on April 10, 2025 to report that it issued a press release regarding its 2025 Investor Day, which was held that day to outline its strategic focus areas and medium-term financial aspirations. The filing itself contains no financial results for a reported period; its substance is forward-looking guidance. CEO Patrick Zammit said the company aims to strengthen its market position and grow its presence in IT distribution through core and strategic technologies, citing its global footprint, vendor relationships, growing services business, and data insights. For fiscal 2025 (ending November 30, 2025), the company expects non-GAAP diluted EPS of $11.50 to $12.00 and free cash flow of $1.1 billion. The reconciliation tables show GAAP net income forecast at $661 million to $701 million, with net cash provided by operating activities forecast at $1,265 million and purchases of property and equipment at $165 million. The medium-term aspirations include non-GAAP gross billings CAGR of approximately 5%, gross profit CAGR of 5%+, non-GAAP operating income CAGR of 6%+, non-GAAP diluted EPS CAGR of 10-12%+, 95% non-GAAP net income to FCF conversion, and 50-75% of FCF returned to shareholders. The company cautions that its guidance is subject to risks including geopolitical developments and tariff uncertainty.

Apr 10, 2025 8-K

TD Synnex 8-K Report, Bylaw Amendment (Apr 8, 2025)

On April 2, 2025, TD SYNNEX Corporation held its Annual Meeting of Stockholders, where stockholders approved amendments to the Company's Restated Certificate of Incorporation covering the removal of supermajority voting requirements, removal of obsolete provisions, and limitation of liability of certain officers. The Company filed a Certificate of Amendment with the Delaware Secretary of State on April 7, 2025, and it became effective upon filing. At the meeting, all ten director nominees were elected to serve until the 2026 Annual Meeting. Stockholders also approved, on an advisory basis, the compensation of the named executive officers, with 65,319,389 votes for and 10,399,952 against. KPMG LLP was ratified as independent registered public accountants, with 77,737,327 votes for. Stockholders approved the amendments eliminating supermajority voting, removing obsolete provisions, and limiting officer liability. Two proposals on special meetings drew divergent results. The Board's proposal to create a stockholder right to call a special meeting received 65,709,376 votes for and 5,894,856 against, while a separate stockholder proposal on the same subject received 25,991,518 votes for and 49,703,189 against, so it did not pass.

Apr 8, 2025 8-K

Leadership ChangesOther EventsExhibits & Filings

TD Synnex 8-K Report, Financial Results (Mar 27, 2025)

TD SYNNEX Corporation (NYSE: SNX) reported results for its fiscal first quarter ended February 28, 2025. Revenue was $14.53 billion, up 4.0% from the prior-year quarter, or 6.0% on a constant currency basis. Non-GAAP gross billings rose 7.5% to $20.72 billion, at the top end of the company's outlook, and were up 9.5% on a constant currency basis. The filing notes that a greater share of sales were presented on a net basis, which reduced revenue growth by approximately 4% and improved gross margin by about 23 basis points. Profitability was mixed. GAAP diluted EPS rose to $1.98 from $1.93, while non-GAAP diluted EPS fell 6.4% to $2.80 from $2.99, and GAAP net income declined 2.7% to $167.5 million. Gross margin contracted to 6.87% from 7.20%, mainly due to higher prior-year margins in strategic technologies and product mix. Cash used in operations was $748 million, producing negative free cash flow of $790 million, compared with positive free cash flow of $344 million a year earlier. Accounts payable declined by $1.97 billion during the quarter. The company returned $138 million to stockholders through $101 million of share repurchases and $37 million of dividends, and declared a quarterly cash dividend of $0.44 per share, up 10% from the prior-year first quarter, payable April 25, 2025. For fiscal Q2 2025, management guided to revenue of $13.9 to $14.7 billion, non-GAAP gross billings of $19.7 to $20.7 billion, and non-GAAP diluted EPS of $2.45 to $2.95.

Mar 27, 2025 8-K

TD Synnex 8-K Report, Executive Changes (Jan 15, 2025)

TD SYNNEX Corporation filed this Form 8-K on January 15, 2025 to report that director Hau Lee informed the Board on January 8, 2025 that he will retire from the Board when his current term expires, effective at the Company's 2025 Annual Meeting of Stockholders. Lee has no disagreements with the Company. The filing states that Lee has served as a director since 2012, and the accompanying press release credits him with contributing significantly to the Company's growth and success. The board chair, Ann Vezina, thanked him for his leadership and expertise. The filing also sets the logistics for the 2025 Annual Meeting. Stockholders of record at the close of business on February 3, 2025 will be entitled to notice of the meeting and to vote. The meeting will be held in Greenville, South Carolina, at the Company's office at 39 Pelham Ridge Drive, beginning at 1:00 p.m. Eastern Daylight Time on April 2, 2025. For investors, this is a routine board transition with no stated operational, financial, or governance concerns. The filing does not disclose a replacement director. The press release (Exhibit 99.1) announces the retirement and describes Lee's background, including his academic roles at Stanford University and his other board seats.

Jan 15, 2025 8-K

TD Synnex 8-K Report, Financial Results (Jan 10, 2025)

TD SYNNEX Corporation reported results for its fiscal fourth quarter ended November 30, 2024, and fiscal year 2024, according to Exhibit 99.1 (press release dated January 10, 2025). Fiscal Q4 revenue was $15.8 billion, up 10.0% from $14.4 billion a year earlier and above the company's outlook of $14.9 - $15.7 billion. Non-GAAP gross billings were $21.2 billion, compared with $19.7 billion, and GAAP net income was $194.8 million, or $2.29 diluted EPS, versus $2.06 in the prior-year quarter. Non-GAAP diluted EPS was $3.09, compared with $3.13 a year earlier, and non-GAAP net income declined 7.8% to $263.4 million. The company attributed the gross margin decline to higher prior-year margins in strategic technologies and product mix, and noted that a greater share of revenue presented on a gross basis added roughly 3% to revenue growth. For fiscal 2024, revenue was $58.5 billion (up 1.6%), GAAP diluted EPS was $7.95 (up from $6.70), and non-GAAP diluted EPS was $11.68 (up 3.7%). Cash provided by operations was $1.2 billion and free cash flow was $1.0 billion. The company returned $750 million to stockholders in fiscal 2024, including $612 million of share repurchases and $138 million of dividends. Looking ahead, the company guided fiscal first-quarter 2025 revenue to $14.4 - $15.2 billion and non-GAAP diluted EPS to $2.65 - $3.15, and declared a quarterly dividend of $0.44 per share, payable January 31, 2025, which the filing states is up 10% from the prior fiscal fourth quarter. The company stated it anticipates the IT spending environment will continue to improve.

Jan 10, 2025 8-K

Corporate ChangesExhibits & Filings

TD Synnex 8-K Report, Material Agreement (Dec 17, 2024)

TD SYNNEX Corporation (SNX) reported on Form 8-K that on December 12, 2024, it, its subsidiary originators, and SIT Funding LLC (f/k/a SIT Funding Corporation) entered into the Fifth Omnibus Amendment to its accounts receivable securitization program, known as the Trade Receivables Securitization. The Amendment is among TD SYNNEX, SIT, the subsidiary originators, AVT Technology Solutions LLC (the Removed Originator), the lenders and managing agents party thereto, and The Toronto-Dominion Bank as administrative agent. Under the Amendment, AVT Technology Solutions LLC ceases to be an originator and repurchases the outstanding receivables it previously sold to SIT under a separate Repurchase Agreement. The amendment extends the maturity date of the Trade Receivables Securitization to November 30, 2026, and the lenders received an upfront fee in connection with the Amendment. The filing also discloses that on the same date SIT converted from a Delaware corporation to a Delaware limited liability company and changed its name to SIT Funding LLC, with the lenders and administrative agent approving the conversion. The filing is primarily a material agreement disclosure. It does not state the size of the facility, the fee amount, or any financial impact on TD SYNNEX's results, and it lists the Amendment as Exhibit 10.1 with certain schedules omitted under Regulation S-K.

Dec 17, 2024 8-K

TD Synnex 8-K Report, Bylaw Amendment (Sep 30, 2024)

TD SYNNEX Corporation (SNX) filed this Current Report on Form 8-K to disclose the adoption of Amended and Restated Bylaws, approved by its Board of Directors on September 24, 2024 and effective that same date. The amendments remove legacy language tied to the company's merger with Tiger Parent (AP) Corporation, many provisions of which ceased to have effect after April 9, 2024, including references to the Investor Rights Agreement dated September 1, 2021 with Tiger Parent Holdings, L.P. The bylaw changes also tighten and modernize governance mechanics. They clarify advance notice requirements for stockholder nominations at special meetings, update stockholder list provisions to align with recent Delaware General Corporation Law amendments, and expand the exclusive-forum provisions. Under the new terms, the Court of Chancery of the State of Delaware serves as the exclusive forum for actions involving the certificate of incorporation or bylaws, and the federal district courts serve as the exclusive forum for Securities Act of 1933 claims, unless the company consents otherwise. The Board also lowered its vote threshold to adopt, amend or repeal bylaws to a majority of directors then in office, from two-thirds of authorized directors. Stockholders would need only a majority of voting power to amend bylaws, rather than two-thirds. The Board intends to seek stockholder approval of certificate of incorporation amendments at its next annual meeting to conform the current supermajority standards to these majority standards.

Sep 30, 2024 8-K

TD Synnex 8-K Report, Financial Results (Sep 26, 2024)

TD SYNNEX Corporation (NYSE: SNX) reported fiscal third-quarter 2024 results for the period ended August 31, 2024, in a press release furnished as Exhibit 99.1. Revenue was $14.68 billion, up 5.2% from $13.96 billion a year earlier, and at the upper end of the company's outlook. Non-GAAP gross billings rose 9.1% to $20.28 billion, above the high end of the outlook range of $18.9 to $20.1 billion. GAAP net income was $178.6 million, or $2.08 diluted EPS, compared with $139.3 million, or $1.49, a year earlier. Non-GAAP net income was $245.4 million, or $2.86 non-GAAP diluted EPS, versus $2.78 a year earlier, with non-GAAP net income itself down 5.5%. The company stated that a greater share of revenue was presented on a net basis, which reduced revenue growth by approximately 4% compared with the prior-year quarter, while gross margin fell to 6.54% from 6.96% GAAP. Cash provided by operations was $386 million and free cash flow was $339 million, compared with $592 million and $552 million in the prior-year quarter. The company returned $91 million to stockholders through $57 million of share repurchases and $34 million of dividends, and declared a quarterly dividend of $0.40 per share, up 14% from the prior fiscal third quarter, payable October 25, 2024. For the fiscal fourth quarter of 2024, TD SYNNEX guided to revenue of $14.9 to $15.7 billion, non-GAAP gross billings of $20.5 to $21.5 billion, GAAP diluted EPS of $1.90 to $2.40, and non-GAAP diluted EPS of $2.80 to $3.30, on an estimated 84.5 million diluted weighted average shares.

Sep 26, 2024 8-K

TD Synnex 8-K Report, Executive Changes (Jul 15, 2024)

TD SYNNEX Corporation (SNX) disclosed in this Current Report on Form 8-K, filed July 15, 2024, that Patrick Zammit, the Company's Executive Vice President and Chief Operating Officer, will be appointed President and Chief Executive Officer effective September 1, 2024. Richard Hume, the current President and Chief Executive Officer, will retire from the Company on that date but remain on the Board of Directors. On July 15, 2024, the Compensation Committee revised certain aspects of Mr. Hume's retirement compensation, citing his performance as CEO since the merger of SYNNEX Corporation and Tech Data Corporation on September 1, 2021, and his efforts on the CEO transition. The revisions include full vesting of his restricted stock unit and stock option awards accelerated to his retirement date (with performance-based RSUs assumed at target), extension of the stock option exercise period to three years following retirement, a prorated fiscal year 2024 Management Incentive Plan bonus of approximately $1.897 million, and a special bonus of $1.5 million. The filing also covers the departure of Michael Urban, the Company's former President, Americas, who resigned effective July 1, 2024. The Compensation Committee approved a prorated fiscal year 2024 Management Incentive Plan bonus of approximately $704,000 for Mr. Urban. Under his severance agreement, effective July 9, 2024, and subject to a release of claims and ongoing compliance with restrictive covenants including non-competition and non-solicitation provisions, he receives salary continuation for 24 months, a lump sum payment of $27,000, accelerated vesting of outstanding unvested equity awards, and 18 months of health benefits. The severance agreement is filed as Exhibit 10.1, with certain schedules and information omitted under Regulation S-K. For investors, the principal item is an orderly, pre-announced CEO succession, with the incoming CEO drawn from within the company. The filing's dollar amounts relate to executive compensation and do not describe changes to financial results or guidance.

Jul 15, 2024 8-K

TD Synnex 8-K Report, Financial Results (Jun 25, 2024)

TD SYNNEX Corporation (NYSE: SNX) reported fiscal second quarter 2024 results for the period ended May 31, 2024, in a press release furnished as Exhibit 99.1. Revenue was $13.95 billion, down 0.8% from $14.06 billion in the prior-year quarter, and within the company's outlook of $13.3 to $14.9 billion. The company attributed the decline to a greater share of revenue being presented on a net basis, which reduced revenue by approximately 4%. Non-GAAP gross billings rose 3.1% to $19.30 billion, at the upper end of the $18.4 to $19.6 billion outlook. GAAP net income was $143.6 million, or $1.66 diluted EPS, versus $1.41 a year earlier, and non-GAAP diluted EPS was $2.73 compared with $2.43. CEO Rich Hume said the IT spending environment is improving, with a return to year-over-year gross billings growth driven by Endpoint and Advanced Solutions and mid-teens growth in Strategic Technologies. Cash used in operations was $114.7 million in the quarter, and free cash flow was negative $152.5 million, which the release attributes to strong growth at Hyve, part of Strategic Technologies, as new business ramped. The company returned $288 million to shareholders in the quarter, including $254 million of share repurchases and $34 million of dividends, and declared a quarterly dividend of $0.40 per common share, payable July 26, 2024. For the fiscal third quarter ending August 31, 2024, TD SYNNEX guided to revenue of $13.3 to $14.9 billion, non-GAAP gross billings of $18.9 to $20.1 billion, and non-GAAP diluted EPS of $2.55 to $3.05. Regionally, Americas revenue fell 1.6% while non-GAAP gross billings rose 3.5%, Europe revenue fell 0.8% with billings up 1.5%, and Asia-Pacific and Japan revenue rose 6.9% with billings up 8.7%.

Jun 25, 2024 8-K

TD Synnex 8-K Report, Executive Changes (Jun 20, 2024)

TD SYNNEX Corporation announced a leadership succession plan approved by its Board of Directors on June 19, 2024. Patrick Zammit, the Company's Executive Vice President and Chief Operating Officer, will become President and Chief Executive Officer effective September 1, 2024, succeeding Richard Hume, who will retire from the Company but remain on the Board as a director. The Board will expand from nine to ten directors and appoint Mr. Zammit to the Board on September 1, 2024. The filing states that Mr. Hume's retirement was not caused by any disagreement with the Company. Under the offer letter dated June 19, 2024, Mr. Zammit will receive a starting base salary of $1,000,000 and be eligible for an annual cash incentive bonus targeted at 2.0 times his base salary, with the payout based on performance metrics set by the Compensation Committee. He will also receive restricted stock unit awards with an approximate fair market value of $5,000,000, 60% time-based and 40% performance-based, granted alongside annual equity grants to other executive officers. The offer letter includes severance-related payments upon termination without cause or for good reason, including in connection with a change of control, and restrictive covenants including non-competition and non-solicitation provisions. Mr. Zammit, age 57, has served as COO since January 1, 2024, and previously led the company's Europe and APJ businesses following the merger with Tech Data Corporation. He spent more than twenty years at Avnet, including as Global President of Avnet Technology Solutions. The accompanying press release describes Mr. Hume's tenure as CEO, which began in 2018, as including the acquisition of Avnet Technology Solutions, the take-private transaction in partnership with Apollo Asset Management, and the merger of Tech Data and SYNNEX.

Jun 20, 2024 8-K

TD Synnex 8-K Report, Material Agreement (Apr 22, 2024)

TD SYNNEX Corporation entered into two new credit arrangements in April 2024 to refinance and extend its debt. On April 16, 2024, it entered into an Amended and Restated Credit Agreement with TD SYNNEX UK Acquisition Limited as a designated borrower, Citibank, N.A. as administrative agent, and the initial lenders party thereto. The agreement provides a senior unsecured revolving credit facility of up to $3.5 billion, which may be increased by up to $500 million at the lenders' discretion. The revolving commitments were used to refinance the existing $3.5 billion revolving facility and mature on April 16, 2029, subject to two one-year extensions at the lenders' discretion. An existing senior unsecured term loan of $1,331,250,000 remains outstanding under this agreement, reduced to $581,250,000 after a prepayment funded by the New Term Loan. On April 19, 2024, TD SYNNEX entered into a Term Loan Credit Agreement with Bank of America, N.A. as administrative agent and BofA Securities, Inc. as lead arranger and lead bookrunner. This provides a $750 million senior unsecured term loan maturing September 1, 2027, with proceeds used to prepay a portion of the Existing Term Loan. Borrowings under both agreements bear interest at SOFR plus a 0.10% credit spread adjustment plus an applicable margin tied to TD SYNNEX's Public Debt Rating. Under the revolving facility, the margin ranges from 1.00% to 1.75%, and for the existing term loan from 1.125% to 1.75%. For the new term loan, the margin ranges from 1.00% to 1.625%. Both agreements contain customary covenants restricting indebtedness at subsidiaries, liens, mergers, affiliate transactions, and changes in business nature. Both also require a maximum ratio of Consolidated Funded Debt to Consolidated EBITDA of 4.00 to 1.00 and a minimum ratio of Consolidated EBITDA to Consolidated Interest Charges of 3.00 to 1.00, tested at each fiscal quarter end. Both include customary events of default, including a change of control of TD SYNNEX. The full agreements are filed as Exhibits 10.1 and 10.2, with certain schedules omitted under Regulation S-K.

Apr 22, 2024 8-K

Material AgreementsFinancial EventsExhibits & Filings

TD Synnex 8-K Report, Executive Changes (Apr 18, 2024)

TD SYNNEX Corporation disclosed in this Current Report on Form 8-K, filed April 18, 2024, that two directors, Robert Kalsow-Ramos and Matthew Nord, resigned from the Company's Board of Directors effective April 15, 2024. Both informed the Board of their decision on that date. The filing states that neither director has any disagreements with the Company. Both directors were initially nominated to the Board under the Investor Rights Agreement dated as of September 1, 2021, between the Company and an affiliated entity of Apollo Global Management, Inc. The resignations reduce the size of the Board from eleven directors to nine. The filing is limited to this board-composition change under Item 5.02 and includes only the Inline XBRL cover page data file under Item 9.01. It contains no financial results, guidance, or operational disclosures, so the event's significance for investors is primarily governance-related, reflecting the change in the Apollo-affiliated board representation.

Apr 18, 2024 8-K

TD Synnex 8-K Report, Material Agreement (Apr 12, 2024)

TD SYNNEX Corporation issued and sold $600,000,000 aggregate principal amount of 6.100% Senior Notes due 2034 on April 12, 2024, in a registered public offering under its Form S-3 registration statement. The notes accrue interest payable semi-annually on April 12 and October 12, beginning October 12, 2024, and mature on April 12, 2034. The Company received net offering proceeds of approximately $595.5 million before expenses. The Company intends to use the net proceeds, together with other available funds, to repay or redeem on or prior to maturity its outstanding $700.0 million aggregate principal amount of 1.250% Senior Notes due August 9, 2024, and for general corporate purposes. The offering therefore refinances near-term debt and extends the maturity profile of the Company's obligations. The notes are governed by a base indenture dated August 9, 2021 with Citibank, N.A., as trustee, as supplemented by a fifth supplemental indenture. The indenture contains customary covenants limiting liens on shares of certain subsidiaries or principal properties, sale/leaseback transactions, and, for TD SYNNEX, consolidations, mergers, or sales of substantially all assets. The notes may be redeemed before the January 12, 2034 par call date at a make-whole price (Treasury Rate plus 30 basis points), and at 100% of principal thereafter, plus accrued interest.

Apr 12, 2024 8-K

TD Synnex 8-K Report, Corporate Update (Apr 10, 2024)

On April 9, 2024, TD SYNNEX Corporation entered into an underwriting agreement with BofA Securities, Inc., Citigroup Global Markets Inc., Scotia Capital (USA) Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters, to issue and sell $600 million principal amount of its 6.100% Senior Notes due 2034. The offering is being made under a Registration Statement on Form S-3 (File No. 333-278517), which became effective upon filing, and a Prospectus Supplement dated April 9, 2024 to a Prospectus dated April 5, 2024. The offering is expected to close on April 12, 2024, subject to customary closing conditions. The underwriting agreement contains customary representations, warranties, agreements, closing conditions and termination provisions. The filing does not state the use of proceeds. The filing is a notice of the debt issuance and attaches the underwriting agreement as Exhibit 1.1, which is incorporated by reference, along with the cover page Interactive Data File (Exhibit 104). For investors, the key facts are the size of the notes, their 6.100% coupon, their 2034 maturity, and the expected April 12, 2024 closing date.

Apr 10, 2024 8-K

TD Synnex 8-K Report, Corporate Update (Apr 8, 2024)

TD SYNNEX Corporation (SNX) disclosed in this Form 8-K that it and certain entities managed by affiliates of Apollo Global Management, Inc. (the Selling Stockholders) entered into an underwriting agreement dated April 4, 2024 for a secondary public offering of 5,309,299 shares of the Company's common stock. The Selling Stockholders sold all shares in the offering, and the Company did not receive any of the proceeds. The offering is expected to close on or about April 9, 2024. Concurrently, the Company repurchased 1,750,000 shares of its common stock from the underwriters as part of the offering at $114.20 per share, for a purchase price of approximately $199.9 million. The repurchase was made under the Company's existing share repurchase program, funded with existing cash on hand, and was reviewed and approved by the Audit Committee of independent, disinterested directors. The underwriters received no compensation for the shares the Company repurchased. The offering was made under shelf registration statements on Form S-3 and a preliminary prospectus supplement dated April 4, 2024. For investors, the key takeaways are that the secondary sale by Apollo-affiliated holders did not generate capital for the Company, while the Company itself absorbed roughly $199.9 million of its own cash to buy back a portion of the offered shares.

Apr 8, 2024 8-K

Regulation FDExhibits & Filings

TD Synnex 8-K Report, Corporate Update (Apr 5, 2024)

TD SYNNEX Corporation (NYSE: SNX) disclosed on April 5, 2024 that it entered into an underwriting agreement on April 4, 2024 for a secondary public offering of 5,309,299 shares of its common stock, all sold by certain entities managed by affiliates of Apollo Global Management, Inc. The Company will not receive any proceeds from the Offering. The press release states these shares represent all the remaining shares owned by the Selling Stockholders. In a concurrent transaction, the Company agreed to repurchase 1,750,000 shares from the underwriters at the same price the underwriters pay the Selling Stockholders. The repurchase will be made under the Company's existing share repurchase program and funded with existing cash on hand. The terms were reviewed and approved by the Audit Committee, composed of independent and disinterested directors, and the underwriters receive no compensation on the repurchased shares. The offering is made under shelf registration statements on Form S-3 that became effective September 2, 2021 and October 10, 2023. The offering is expected to close on or about April 9, 2024, subject to customary closing conditions. The filing also notes that certain underwriters and their affiliates have performed, and may in the future perform, investment banking services for the Company for which they received customary fees.

Apr 5, 2024 8-K

TD Synnex 8-K Report, Regulation FD Disclosure (Apr 4, 2024)

TD SYNNEX Corporation (NYSE: SNX) announced on April 4, 2024 the launch of a secondary public offering of 5,309,299 shares of its common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. The offering represents all of the remaining shares owned by the Selling Stockholders. TD SYNNEX is not selling any shares and will receive no proceeds from the sale of shares by the Selling Stockholders. Concurrently, the Company has authorized the purchase of 1,750,000 shares of common stock from the underwriters as part of the offering, referred to as the Concurrent Share Repurchase. This repurchase is part of the Company's existing share repurchase program, and the Company intends to fund it from existing cash on hand. The underwriters will not receive any compensation for the shares being repurchased by the Company. J.P. Morgan Securities LLC, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC, and RBC Capital Markets, LLC are acting as joint bookrunners and underwriters. The offering is being made under shelf registration statements previously effective on September 2, 2021 and October 10, 2023, and the filing states that completion is subject to market conditions and customary closing conditions.

Apr 4, 2024 8-K

TD Synnex 8-K Report, Corporate Update (Mar 29, 2024)

TD SYNNEX Corporation (SNX) disclosed in this Form 8-K, filed March 29, 2024, that on March 27, 2024 it entered into an underwriting agreement relating to a secondary public offering of 12,075,000 shares of its common stock sold by certain entities managed by affiliates of Apollo Global Management, Inc. (the Selling Stockholders). The total includes 1,575,000 shares sold under the underwriters' full exercise of their option to purchase additional shares. The offering is expected to close on or about April 2, 2024. As part of the same underwriting agreement, the Company repurchased 500,000 shares of common stock from the underwriters at $108.60 per share, for a total of approximately $54.3 million. The repurchase was made under the Company's existing share repurchase program, funded with existing cash on hand, and was reviewed and approved by the Audit Committee of independent, disinterested directors. The underwriters received no compensation for the repurchased shares. The Company stated that it received none of the proceeds from the shares sold by the Selling Stockholders. The offering was made under shelf registration statements on Form S-3 that became effective on September 2, 2021 and October 10, 2023.

Mar 29, 2024 8-K

Regulation FDExhibits & Filings

TD Synnex 8-K Report, Corporate Update (Mar 28, 2024)

TD SYNNEX Corporation (NYSE: SNX) announced on March 27, 2024 the pricing and upsize of a secondary public offering of 10,500,000 shares of its common stock, all of which are being sold by certain entities managed by affiliates of Apollo Global Management, Inc. (the Selling Stockholders). The Company will not receive any proceeds from the shares sold by the Selling Stockholders. The underwriters hold a 30-day option to purchase up to an additional 1,575,000 shares from the Selling Stockholders. The offering is expected to close on or about April 2, 2024, subject to customary closing conditions. J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc., and Mizuho Securities USA LLC are joint bookrunners and underwriters. In a concurrent transaction, the Company agreed to repurchase 500,000 shares of common stock from the underwriters, at the same price per share the underwriters pay the Selling Stockholders, under its existing share repurchase program. The Company plans to fund this Concurrent Share Repurchase from existing cash on hand, and the Audit Committee of the board, composed of independent and disinterested directors, reviewed and approved the terms. The underwriters receive no compensation on those shares. The offering is being made under shelf registration statements on Form S-3 (File Nos. 333-259270 and 333-274915), and the filing notes that certain underwriters and their affiliates have performed, and may in the future perform, investment banking services for the Company for which they received or will receive customary fees.

Mar 28, 2024 8-K

TD Synnex 8-K Report, Regulation FD Disclosure (Mar 27, 2024)

On March 27, 2024, TD SYNNEX Corporation announced the launch of a secondary public offering of 9,000,000 shares of its common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. (the Selling Stockholders). The underwriters have a 30-day option to purchase up to an additional 1,350,000 shares from the Selling Stockholders. TD SYNNEX is not selling any shares in the offering and will not receive any proceeds from the sale by the Selling Stockholders. Concurrently, the Company has authorized a purchase from the underwriters of 500,000 shares of common stock as part of the offering, provided the total amount does not exceed $60.0 million (the Concurrent Share Repurchase). The Company intends to fund this repurchase from existing cash on hand, and the underwriters will receive no compensation on those shares. The Concurrent Share Repurchase is part of the Company's existing share repurchase program. J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc., and Mizuho Securities USA LLC are joint bookrunners and underwriters. The offering is made under previously effective shelf registration statements (File Nos. 333-259270 and 333-274915), and the filing includes a press release (Exhibit 99.1) announcing the offering.

Mar 27, 2024 8-K

Earnings & ResultsOther EventsExhibits & Filings

TD Synnex 8-K Report, Financial Results (Mar 26, 2024)

TD SYNNEX Corporation (SNX) reported fiscal first quarter 2024 results for the quarter ended February 29, 2024, and announced a new $2 billion share repurchase authorization and a quarterly cash dividend of $0.40 per common share. Revenue was $13.98 billion, down 7.6% from $15.13 billion in the prior fiscal first quarter, and the company stated that a greater share of revenue presented on a net basis reduced revenue by approximately 3%. Non-GAAP gross billings were $19.27 billion, down 4.6%. Gross margin rose to 7.20% from 6.63%, up 57 bps, and the company attributed about 23 basis points of that improvement to the net presentation of certain revenue. Profitability and cash generation were mixed to positive. Net income was $172.1 million, up 3.1%, and diluted EPS was $1.93, up 10.3%. Non-GAAP diluted EPS was $2.99, up 2.1%, at the upper end of the company's outlook. Non-GAAP net income declined 4.7% to $266.2 million, and non-GAAP operating income fell 4.1% to $424.6 million. Cash provided by operations was $384.7 million and free cash flow was $343.6 million, compared with cash used in operations of $102.8 million and free cash flow of negative $140.1 million a year earlier. Total cash returned to shareholders was $235 million, including $199 million of share repurchases and $36 million of dividends. For the fiscal second quarter ending May 31, 2024, the company outlined revenue of $13.3 to $14.9 billion, non-GAAP gross billings of $18.4 to $19.6 billion, and non-GAAP diluted EPS of $2.50 to $3.00. The new $2 billion authorization supplements an existing program with approximately $197 million remaining, and the dividend is payable April 26, 2024 to holders of record as of April 12, 2024.

Mar 26, 2024 8-K

Shareholder MattersExhibits & Filings

TD Synnex 8-K Report, Shareholder Vote Results (Mar 21, 2024)

TD SYNNEX Corporation held its Annual Meeting of Stockholders on March 20, 2024, and reported the voting results in this Form 8-K, filed March 21, 2024, under Item 5.07. Stockholders were asked to elect eleven directors to serve until the 2025 Annual Meeting, approve executive compensation on an advisory basis, approve the 2024 Employee Stock Purchase Plan on an advisory basis, ratify KPMG LLP as independent registered public accountants, and vote on a stockholder proposal regarding a simple majority vote. The filing shows that the board nominees received substantial support, with each director receiving more "FOR" votes than votes withheld. Merline Saintil had the most votes withheld among the nominees, at 9,505,579, and Ting Herh had 5,853,398 votes withheld. Stockholders approved the advisory executive compensation proposal with 78,280,363 votes for and 3,124,637 against, and the 2024 Employee Stock Purchase Plan with 80,860,974 votes for and 572,913 against. The KPMG LLP ratification received 83,812,812 votes for, 245,859 against, and 371,811 abstentions. The stockholder proposal on a simple majority vote drew 33,774,495 votes for and 47,650,152 votes against, with 80,926 abstentions and 2,924,909 broker non-votes. The filing's only exhibit is the Cover Page Interactive Data File (Exhibit 104), and it contains no financial statements or operating results.

Mar 21, 2024 8-K

TD Synnex 8-K Report, Executive Changes (Feb 29, 2024)

TD SYNNEX Corporation filed this Form 8-K dated February 29, 2024 (event date February 28, 2024) to report a leadership transition. The filing states that on November 30, 2023, the company announced that Michael Urban, President, Americas, would leave the company following a transition period ending March 1, 2024. On February 28, 2024, that transition period was extended to July 1, 2024. The filing contains no financial results, operating metrics, or guidance. Its only substantive disclosure concerns the timing of an executive departure under Item 5.02. Under Item 9.01, the only exhibit listed is the Cover Page Interactive Data File (Exhibit 104), and no other exhibits are included in the filing. For investors, the key takeaway is that the Americas division's president will remain with the company for an additional four months beyond the original March 1, 2024 date, which may provide continuity during the transition of that leadership role.

Feb 29, 2024 8-K

Regulation FDExhibits & Filings

TD Synnex 8-K Report, Corporate Update (Jan 31, 2024)

TD SYNNEX Corporation (SNX) disclosed in this Form 8-K that it and certain entities managed by affiliates of Apollo Global Management, Inc. (the Selling Stockholders) entered into an underwriting agreement dated January 29, 2024 for a secondary public offering of 8,768,750 shares of the Company's common stock, including 1,143,750 shares sold under the full exercise of the underwriters' option. The offering was completed on January 31, 2024. The Company did not receive any proceeds from the shares sold by the Selling Stockholders. Concurrently, the Company repurchased 1,375,000 shares of its common stock from the underwriters at $100.50 per share, for a purchase price of approximately $138.2 million. The Concurrent Share Repurchase was made under the Company's existing share repurchase program, funded with existing cash on hand, and was reviewed and approved by the Audit Committee composed of independent and disinterested directors. The underwriters received no compensation for the repurchased shares. For investors, the key takeaways are that the secondary sale was executed by the selling shareholder rather than the Company, and that the Company itself bought back a meaningful block of shares at the same time, using cash on hand. The offering was made under shelf registration statements on Form S-3 that became effective on September 2, 2021 and October 10, 2023.

Jan 31, 2024 8-K

TD Synnex 8-K Report, Regulation FD Disclosure (Jan 29, 2024)

TD SYNNEX Corporation (NYSE: SNX) announced on January 29, 2024 the launch of a secondary public offering of 7,625,000 shares of its common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. The underwriters have a 30-day option to purchase up to an additional 1,143,750 shares from the Selling Stockholders. The Company is not selling any shares in the offering and will not receive any proceeds from the sale by the Selling Stockholders. Concurrently, the Company has authorized a purchase from the underwriters of 1,375,000 shares of common stock as part of the offering, capped at a total of $160.0 million (the "Concurrent Share Repurchase"). The repurchase is part of the existing share repurchase program and is to be funded from existing cash on hand. The underwriters will receive no compensation for the shares the Company repurchases. Goldman Sachs & Co. LLC, BofA Securities, Inc. and RBC Capital Markets, LLC are joint bookrunners and underwriters. The offering is made under shelf registration statements (File Nos. 333-259270 and 333-274915), and the offering will proceed only by means of a prospectus supplement. Completion is subject to market conditions and customary closing conditions.

Jan 29, 2024 8-K

Leadership ChangesOther EventsExhibits & Filings

TD Synnex 8-K Report, Corporate Update (Jan 29, 2024)

On January 29, 2024, TD SYNNEX Corporation (the "Company") entered into an underwriting agreement relating to a secondary public offering of 7,625,000 shares of its common stock, all to be sold by certain entities managed by affiliates of Apollo Global Management, Inc. (the "Selling Stockholders"). The underwriters received a 30-day option to purchase up to an additional 1,143,750 shares from the Selling Stockholders. The Company will not receive any proceeds from the sale of shares by the Selling Stockholders. Concurrently, the Company agreed to repurchase 1,375,000 shares from the underwriters at the same price per share the underwriters pay the Selling Stockholders (the "Concurrent Share Repurchase"). The repurchase will be made under the Company's existing share repurchase program and funded with existing cash on hand. The Audit Committee, composed of independent and disinterested directors, reviewed and approved the terms. The Company also disclosed that the underwriters and their affiliates have performed, and may perform, investment banking services for the Company for fees. The offering was made under shelf registration statements on Form S-3 that became effective on September 2, 2021 and October 10, 2023. A press release dated January 29, 2024 announced the pricing of the offering, with closing expected on or about January 31, 2024, subject to customary conditions. Goldman Sachs & Co. LLC, BofA Securities, Inc. and RBC Capital Markets, LLC are joint bookrunners.

Jan 29, 2024 8-K

TD Synnex 8-K Report, Executive Changes (Jan 12, 2024)

TD SYNNEX Corporation (NYSE: SNX) filed a Form 8-K on January 12, 2024 to report two board changes and set the date for its 2024 Annual Meeting. Directors Fred Breidenbach and Matthew Miau informed the Board on January 11, 2024 that they will retire when their current terms expire, effective at the 2024 Annual Meeting of Stockholders. Neither has any disagreements with the Company. To replace them, the Board has nominated Ting Herh, an independent director, for election. The company says this will bring the Board to 11 members following the retirements and the shareholder meeting. Herh, 68, is founder and chairman of Davicom Semiconductor, Inc., and has more than 40 years of technology industry experience. His nomination will be included in the Proxy Statement for the 2024 Annual Meeting. The company set January 22, 2024 as the record date for stockholders entitled to notice of and to vote at the meeting. The meeting will be held March 20, 2024 at 10:00 a.m. Pacific Time in Fremont, California, at the company's co-headquarters at 44201 Nobel Drive. The filing's exhibit is a press release dated January 12, 2024 announcing the board retirements and Herh's nomination.

Jan 12, 2024 8-K