01—Abstract
Summary
Summary of the 8-K filed May 11, 2026. Cited figures are marked; the original filing is the authoritative source.
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,a 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,b 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.
02—Key points
Key Highlights
- Dennis Polk entered an updated offer letter with TD SYNNEX on May 5, 2026, effective December 1, 2025, continuing as Chair, Hyve Solutions Holdings and a Board member.
- Mr. Polk reports solely to the Chief Executive Officer.
- Base salary of $840,000, subject to annual review.
- Annual incentive bonus targeted at 100% of base salary, based on performance metrics set by the Compensation Committee.
- Equity awards with approximate fair market value of $1,500,000: 60% time-based restricted stock and 40% performance-based restricted stock units.
- Offer letter provides severance-related payments upon termination without cause or for good reason, including in connection with a change of control.
- Full terms filed as Exhibit 10.1, a management compensatory arrangement.
03—Questions
Frequently Asked Questions
Who is Dennis Polk and what is his role at TD SYNNEX?
Dennis Polk is Chair of Hyve Solutions Holdings, a TD SYNNEX subsidiary-level role, reporting solely to the Chief Executive Officer. He is also a member of the Company's Board of Directors.
What is Mr. Polk's compensation under the updated offer letter?
He receives an annual base salary of $840,000, subject to annual review, and is eligible for an annual incentive bonus targeted at 100% of base salary. He will also receive equity awards with an approximate fair market value of $1,500,000, split 60% time-based restricted stock and 40% performance-based restricted stock units.
When do the equity awards get granted?
The equity awards will be granted at the same time as annual equity grants are made to all other executive officers.
Does the offer letter include severance protections?
Yes. The offer letter provides certain payments if Mr. Polk is terminated without cause or resigns for good reason, and separate payments for such terminations in connection with a change of control of the Company. The defined terms are set out in the offer letter.
Where can investors find the full terms?
The full offer letter is attached as Exhibit 10.1 to the Form 8-K and is incorporated by reference into the filing.
04—Continue