CDW Corp (CDW) director granted 229-share stock retainer

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NELMS DAVID W reported acquisition or exercise transactions in this Form 4 filing.

CDW Corp director David W. Nelms received an award of 229 shares of common stock as fully vested restricted stock units under the CDW Corporation Long-Term Incentive Plan. The grant serves as non-cash payment for his annual director retainer and will be settled in CDW common shares at a later date. Following this grant, he holds 51,415.02 CDW shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider NELMS DAVID W

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01	229	$0.00	--

Holdings After Transaction: Common Stock, par value $0.01 — 51,415.02 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU grant size: 229 units Grant price per share: $0.00 per share Shares held after grant: 51,415.02 shares

3 metrics

RSU grant size 229 units Fully vested restricted stock units for annual director retainer

Grant price per share $0.00 per share Equity award issued as compensation, not purchased for cash

Shares held after grant 51,415.02 shares Direct holdings of David W. Nelms following the transaction

Key Terms

restricted stock units, Long-Term Incentive Plan, annual director retainer, Settlement into shares

4 terms

restricted stock units financial

"This is a grant of fully vested restricted stock units under the CDW Corporation Long-Term Incentive Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Long-Term Incentive Plan financial

"This is a grant of fully vested restricted stock units under the CDW Corporation Long-Term Incentive Plan."

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

annual director retainer financial

"This grant is in lieu of cash for the annual director retainer, which will be granted quarterly in arrears."

Settlement into shares financial

"Settlement into shares of CDW Corporation common stock has been deferred pursuant to each applicable award agreement."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 04:11 PM Accepted by SEC EDGAR 07/06/2026 - 04:10 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

NELMS DAVID W

(Last)

(First)

(Middle)

C/O CDW CORPORATION

200 N MILWAUKEE AVE

(Street)

VERNON HILLS

ILLINOIS

60061

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CDW Corp [ CDW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01	07/01/2026		A		229⁽¹⁾	A	$0	51,415.02	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. This is a grant of fully vested restricted stock units under the CDW Corporation Long-Term Incentive Plan. This grant is in lieu of cash for the annual director retainer, which will be granted quarterly in arrears. Settlement into shares of CDW Corporation common stock has been deferred pursuant to each applicable award agreement.

Remarks:

	/s/ Stephanie Tso, Attorney-in-Fact	07/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did CDW (CDW) director David W. Nelms report?

Director David W. Nelms reported receiving 229 fully vested restricted stock units in CDW Corp common stock. The award is structured as equity compensation under the company’s Long-Term Incentive Plan, rather than a market purchase or sale of shares.

How many CDW (CDW) shares did David W. Nelms hold after this grant?

After this equity grant, David W. Nelms directly holds 51,415.02 shares of CDW Corp common stock. This figure reflects his position immediately following the 229-unit restricted stock award reported in the transaction.

Was the CDW (CDW) insider transaction a stock purchase or compensation grant?

The transaction was a compensation grant, not a stock purchase. Nelms received 229 fully vested restricted stock units at a price of $0.00 per share as part of his annual director retainer, under CDW Corporation’s Long-Term Incentive Plan.

How is the CDW (CDW) director retainer structured for David W. Nelms?

Nelms’s annual director retainer is provided in stock units instead of cash. The filing notes the 229 fully vested restricted stock units are granted under the Long-Term Incentive Plan in lieu of cash and will be granted quarterly in arrears.

When will the CDW (CDW) restricted stock units for David W. Nelms be settled?

Settlement of the 229 restricted stock units into CDW Corp common shares has been deferred. The filing states settlement will occur later according to each applicable award agreement, meaning the units convert into actual shares at a future time.

Did David W. Nelms pay anything for the 229 CDW (CDW) stock units?

No cash was paid by Nelms for these units. The reported transaction price per share is $0.00, reflecting that the 229 fully vested restricted stock units were granted as equity compensation for board service instead of a cash retainer.