[8-K] INSIGHT ENTERPRISES INC Reports Material Event

Rhea-AI Filing Summary

Insight Enterprises announced an executive transition plan. Upon the Board electing a successor, Joyce Mullen will retire as President and CEO and step down from the Board, then continue as Executive Vice President, Strategic Development through March 31, 2028.

Beginning April 1, 2026, or upon her later transition to Executive Vice President, Ms. Mullen will receive an annual base salary of $300,000 and will continue to participate in company benefit plans. The new employment agreement’s terms are qualified by the agreement to be filed with the Form 10-K for the year ending December 31, 2025.

Insights

Corporate governance analyst

Planned CEO succession with defined post-CEO role; neutral impact.

The filing outlines a structured CEO transition at Insight Enterprises. After a successor is elected, Joyce Mullen will exit the CEO and director roles and move to Executive Vice President, Strategic Development, providing continuity in strategy oversight.

Compensation is set at an annual base salary of $300,000 beginning April 1, 2026 or upon her later transition, with continued participation in benefit plans. This indicates a retained advisory/strategic role without implying financial guidance or operational changes.

The agreement will be filed with the Form 10-K for the year ending December 31, 2025. Actual impact depends on the timing of the successor’s appointment and the strategic priorities set by the new CEO.

0000932696false00009326962025-11-142025-11-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):  November 14, 2025

INSIGHT ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

_____________________________

Delaware

0-25092

86-0766246

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

2701 East Insight Way,

Chandler,

Arizona

85286

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code:

(480) 333-3000

Not Applicable

(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

Name of each exchange on which registered

Common stock, par value $0.01

NSIT

The 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 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Insight Enterprises, Inc. (the “Company”) previously announced that Joyce Mullen intends to retire as President and Chief Executive Officer, as well as from her position as a member of the Board of Directors (the “Board”), of the Company, effective upon the Board electing her successor. On November 7, 2025, the Company entered into a new employment agreement with Ms. Mullen pursuant to which, upon the date her successor assumes the position of CEO, she will continue to serve as an employee of the Company in the capacity of Executive Vice President, Strategic Development, having responsibility for the strategic priorities as such successor CEO shall determine through March 31, 2028. Beginning April 1, 2026, or upon her later transition to service as an Executive Vice President, Ms. Mullen will receive an annual base salary of $300,000 and will continue to participate in the Company’s benefit plans.

The description of the terms of Ms. Mullen’s new employment agreement is not complete and is qualified in its entirety by reference to the new employment agreement, a copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ending December 31, 2025.

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.

Insight Enterprises, Inc.

Date:

November 14, 2025

By:

/s/ Rachael A. Crump

Rachael A. Crump

Chief Accounting Officer