CDW Corp (CDW) SEC Filings, Aug-Sep 2026

CDW Corp (symbol: CDW) is the issuer of record for a Form 4 filing submitted to the SEC. CONNELLY ELIZABETH H. reported acquisition or exercise transactions in this Form 4 filing.

CDW Corp (CDW) reported an equity compensation transaction for Chief Commercial Officer and Executive Vice President Elizabeth H. Connelly. On September 10, 2026, she received 237.88 shares of CDW common stock as a grant/award of dividend equivalents tied to outstanding restricted stock units under the CDW Corporation 2021 Long-Term Incentive Plan at a reported value of $142.60 per share. Following this award, she directly holds 34,453.34 shares of CDW common stock. No Rule 10b5-1 trading plan is reported for this transaction.

CDW Corp (CDW) reported that director James A. Bell acquired shares of common stock through an equity award on September 10, 2026. The award covered 95.7 shares at a value of $142.60 per share, representing dividend equivalents on previously granted restricted stock units under the CDW Corporation 2021 Long-Term Incentive Plan. Following this transaction, Bell’s direct holdings increased to 26,453.99 shares of CDW common stock. No transactions were reported as made under a Rule 10b5-1 trading plan.

CDW Corp (CDW), through subsidiaries CDW LLC and CDW Finance Corporation, is conducting a registered offering of multiple series of unsecured senior notes, fully and unconditionally guaranteed on a senior unsecured basis by CDW Corp. The notes will rank equally with existing senior debt and be effectively subordinated to secured and subsidiary-level obligations, and they will not be listed on any securities exchange.

CDW expects to use the net proceeds primarily to redeem, repay, repurchase, or otherwise retire $1.0 billion of 2.670% senior notes due December 2026 and to apply any remaining proceeds to general corporate purposes, including funding a substantial portion of the proposed acquisition of data and AI services firm Lovelytics, a transaction valued at approximately $525 million. CDW reports strong scale, with multi-year net sales above $22 billion, consistent operating income above $1.6 billion annually, and total assets above $17 billion as of June 30, 2026. The supplement highlights leverage, covenant, structural subordination, interest-rate, and change-of-control risks for noteholders.

CDW Corp (CDW) reported an insider equity transaction by officer Mukesh Kumar, Chief Services & Solutions Officer and Executive Vice President. On 2026-08-17, Kumar had 1,147.343 shares of common stock withheld at $139.42 per share to cover taxes due upon settlement of a previously granted restricted stock unit award under the CDW Corporation Long-Term Incentive Plan. After this tax-withholding disposition, Kumar directly held 20,530.357 shares of CDW common stock.

CDW Corp executive Elizabeth H. Connelly, Chief Commercial Officer and Executive Vice President, exercised employee stock options and sold the resulting common shares on August 7, 2026. She exercised options for 26,695 shares of common stock at strike prices of $95.57 and $98.21 per share, then sold 26,695 shares of common stock at a weighted average price of $137.62 per share, with individual sale prices ranging from $137.345 to $137.978 according to the filing footnote.

CDW Corporation reported second-quarter net sales of $6,572.2 million, up 10.0% from $5,976.6 million a year earlier, with customer demand cited in data storage and servers, notebooks/mobile devices, software, and netcomm products. Net income was $274.4 million, compared with $271.2 million, and diluted EPS was $2.15, compared with $2.05.

Profit growth trailed sales growth as gross profit margin decreased to 20.1% from 20.8%, primarily from mix into and lower margin in certain hardware categories. Operating income was $428.6 million, up 2.0%, while operating income margin decreased to 6.5% from 7.0%. For the six months ended June 30, 2026, net sales were $12,252.0 million, up 9.6%, and net income was $509.8 million, up 2.8%.

Operating cash flow for the first half was $219.7 million, down from $443.1 million, mainly due to accounts receivable and merchandise inventory, partly offset by accounts payable-trade. CDW repurchased 4.5 million shares for $544.7 million and reported a Board-authorized $1 billion increase to the share repurchase program.

CDW Corporation stated that Chief Financial Officer and Executive Vice President, Enterprise Business Operations, Albert J. Miralles informed the company on August 3, 2026 of his intention to retire in 2027 after an orderly transition. He will remain in his current role until a successor is appointed, then serve as Executive Advisor through March 31, 2028, focusing on Geared for Growth initiatives, investor relations support, M&A, and leadership development.

His current compensation will remain in place through March 31, 2027, including eligibility for a 2026 annual cash incentive and a prorated 2027 incentive. From April 1, 2027 to March 31, 2028, his annual base salary will be $60,000, with no annual cash incentive or participation in the 2027 or 2028 long-term incentive program. He will remain subject to his Compensation Protection Agreement through March 31, 2027, but without a Good Reason termination right, and severance eligibility under that agreement will cease on that date. The company and Miralles entered into a letter agreement on August 4, 2026, and outlined the transition in an August 5, 2026 press release.

CDW Corporation reported second quarter 2026 results showing solid top-line growth and continued capital returns. Net sales for the quarter were $6,572.2 million, up 10.0% from $5,976.6 million a year earlier, with growth driven by data storage and servers, notebooks/mobile devices, software, and networking products.

Commercial net sales rose 9.2% to $3,965.4 million, Government 13.6% to $848.0 million, Education 0.7% to $933.1 million, and UK/Canada (“Other”) 22.9% to $825.7 million. Gross profit increased 6.3% to $1,319.8 million, though gross margin slipped to 20.1% from 20.8%, reflecting mix into lower-margin hardware.

Operating income grew 2.0% to $428.6 million, while non-GAAP operating income rose 7.0% to $556.0 million. Net income was $274.4 million, up 1.2%, and diluted EPS was $2.15, up 5.1%. Non-GAAP diluted EPS increased 11.9% to $2.91. For the first half of 2026, net cash provided by operating activities was $219.7 million versus $443.1 million a year earlier.

The Board declared a quarterly cash dividend of $0.630 per share, payable September 10, 2026 to shareholders of record on August 25, 2026. Since its 2013 IPO, CDW notes its dividend has increased nearly fifteen-fold and that it has returned approximately $8.8 billion to stockholders via dividends and share repurchases, with about $1,138 million remaining under the current repurchase authorization.