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CDW said Christina M. Corley, its Chief Commercial and Operating Officer, will transition to President, International and Vice Chair from October 25, 2024 through December 31, 2025, and will then serve as an Executive Advisor for 2026 before retiring.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. CDW said Christina M. Corley, its Chief Commercial and Operating Officer, will transition to President, International and Vice Chair from October 25, 2024 through December 31, 2025, and will then serve as an Executive Advisor for 2026 before retiring.

  2. The company said Ms. Corley's annual base salary as Executive Advisor will be $60,000, and she will be eligible for a cash bonus of $500,000, paid in equal installments in June 2026 and December. She will also receive a restricted stock unit award with a grant date fair value of $1,000,000, which vests at the end of the Executive Advisor term, subject to her continued employment through that date.

  3. The company said that if it terminates Ms. Corley without cause on or after January 1, 2026, she will receive the full cash bonus within 60 days after termination and full vesting of her restricted stock unit award. From the same date, she will no longer have the right to resign for Good Reason under her Compensation Protection Agreement, and she will no longer be eligible for severance benefits under that agreement, other than continued access to the medical plan in the event of a termination other than for cause.

  4. The company said Liz Connelly will take on additional responsibilities as Chief Commercial Officer in connection with Ms. Corley's transition, covering U.S. sales, sales enablement, integrated technology solutions, and digital velocity. It said Ms. Connelly joined CDW in 2018.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Transition of Christina M. Corley to New Role and Planned Retirement

CDW said Christina M. Corley, its Chief Commercial and Operating Officer, will transition to President, International and Vice Chair from October 25, 2024 through December 31, 2025, and will then serve as an Executive Advisor for 2026 before retiring.

Source · Based on the filing body and exhibits

Compensation Terms for Executive Advisor Period

The company said Ms. Corley's annual base salary as Executive Advisor will be $60,000, and she will be eligible for a cash bonus of $500,000, paid in equal installments in June 2026 and December. She will also receive a restricted stock unit award with a grant date fair value of $1,000,000, which vests at the end of the Executive Advisor term, subject to her continued employment through that date.

Source · Based on the filing body and exhibits

Terms Upon Termination Without Cause After January 1, 2026

The company said that if it terminates Ms. Corley without cause on or after January 1, 2026, she will receive the full cash bonus within 60 days after termination and full vesting of her restricted stock unit award. From the same date, she will no longer have the right to resign for Good Reason under her Compensation Protection Agreement, and she will no longer be eligible for severance benefits under that agreement, other than continued access to the medical plan in the event of a termination other than for cause.

Source · Based on the filing body and exhibits

Liz Connelly's Additional Role as Chief Commercial Officer

The company said Liz Connelly will take on additional responsibilities as Chief Commercial Officer in connection with Ms. Corley's transition, covering U.S. sales, sales enablement, integrated technology solutions, and digital velocity. It said Ms. Connelly joined CDW in 2018.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.