Current Report Filing (8-k)
May 26 2020 - 9:03AM
Edgar (US Regulatory)
CDW Corp false 0001402057 0001402057 2020-05-21 2020-05-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 21, 2020
CDW CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
Delaware
|
|
001-35985
|
|
26-0273989
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
|
|
75 Tri-State International
Lincolnshire, Illinois
|
|
60069
|
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including area code: (847) 465-6000
None
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
|
|
Title of each class
|
|
Trading
symbol(s)
|
|
Name of each exchange
on which registered
|
|
Common stock, par value $0.01 per share
|
|
CDW
|
|
Nasdaq Global Select Market
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
|
Item 5.07
|
Submission of Matters to a Vote of Security Holders.
|
On May 21, 2020, the Company held its annual meeting of stockholders. The final voting results for each of the matters submitted to a stockholder vote at the annual meeting are set forth below.
|
|
1.
|
The stockholders elected seven Directors with terms expiring at the Company’s 2021 Annual Meeting of Stockholders, subject to the election and qualification of their successors, based on the following voting results:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
Broker
Non-Votes
|
|
|
Election of Directors
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Steven W. Alesio
|
|
|
122,254,605
|
|
|
|
1,791,674
|
|
|
|
63,084
|
|
|
|
6,320,717
|
|
|
Barry K. Allen
|
|
|
122,224,441
|
|
|
|
1,821,788
|
|
|
|
63,134
|
|
|
|
6,320,717
|
|
|
Lynda M. Clarizio
|
|
|
123,635,142
|
|
|
|
414,460
|
|
|
|
59,761
|
|
|
|
6,320,717
|
|
|
Christine A. Leahy
|
|
|
123,170,494
|
|
|
|
899,713
|
|
|
|
39,156
|
|
|
|
6,320,717
|
|
|
David W. Nelms
|
|
|
123,531,016
|
|
|
|
514,891
|
|
|
|
63,456
|
|
|
|
6,320,717
|
|
|
Joseph R. Swedish
|
|
|
122,510,202
|
|
|
|
1,535,856
|
|
|
|
63,305
|
|
|
|
6,320,717
|
|
|
Donna F. Zarcone
|
|
|
123,964,067
|
|
|
|
94,985
|
|
|
|
50,311
|
|
|
|
6,320,717
|
|
|
|
2.
|
The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, based on the following voting results:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
Broker
Non-Votes
|
|
|
Advisory Vote on Executive Compensation
|
|
|
119,428,888
|
|
|
|
4,577,499
|
|
|
|
102,976
|
|
|
|
6,320,717
|
|
|
|
3.
|
The stockholders ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020, based on the following voting results:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Votes
For
|
|
|
Votes
Against
|
|
|
Abstentions
|
|
|
Ratification of Independent Registered Public Accounting Firm
|
|
|
129,365,408
|
|
|
|
1,008,792
|
|
|
|
55,880
|
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
|
|
|
CDW CORPORATION
|
|
|
|
|
|
|
|
|
|
Date: May 22, 2020
|
|
|
|
By:
|
|
/s/ Frederick J. Kulevich
|
|
|
|
|
|
|
|
Frederick J. Kulevich
|
|
|
|
|
|
|
|
Senior Vice President, General Counsel and
Corporate Secretary
|
CDW (NASDAQ:CDW)
Historical Stock Chart
From Mar 2024 to Apr 2024
CDW (NASDAQ:CDW)
Historical Stock Chart
From Apr 2023 to Apr 2024
