Every material Form 8-K CDW has filed with the SEC since October 25, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
CDW Corporation reported net sales of $6,755 million for the third quarter of 2026, an increase of 17.7 percent compared to the same period in 2025. Net income was $310 million, or $2.46 per diluted share, representing a 6.5 percent increase over the prior year. Additionally, the Board of Directors declared a quarterly cash dividend of $0.680 per common share, payable on December 10, 2026, to stockholders of record as of November 25, 2026.
Net sales reached $6,755 million for the three months ended September 30, 2026, up 17.7 percent from $5,737 million in 2025.
Non-GAAP net income per diluted share grew 20.4 percent to $3.26 for the third quarter of 2026 compared to $2.71 in 2025.
A quarterly cash dividend of $0.680 per share was declared, payable on December 10, 2026.
CDW Corporation increased its board from nine to ten directors and appointed Saranga (Sam) Balaji as a director, effective October 15, 2026. Balaji will also serve on the Audit Committee, and the Board has determined he is independent under Nasdaq listing standards.
Board size increased from nine to ten directors, with Balaji appointed effective October 15, 2026
Balaji will serve on the Audit Committee and receives a prorated share of non-employee director pay
Balaji was Global Chief Executive Officer of Consulting & Advisory at Deloitte and currently serves on the board of BlackLine
CDW LLC and CDW Finance Corporation completed the sale of $1.5 billion in senior notes in three tranches, guaranteed by parent CDW Corporation. The notes carry fixed coupons from 5.700% to 6.350% and mature between 2029 and 2033, so the company takes on new debt that must be repaid with interest.
2029 Notes: $600 million at 5.700%, maturing September 21, 2029
2032 Notes: $500 million at 6.100%, maturing January 15, 2032
2033 Notes: $400 million at 6.350%, maturing September 21, 2033
CDW LLC and CDW Finance Corporation agreed on September 14, 2026 to issue and sell $1.5 billion of senior notes in a registered public offering, with CDW Corporation as guarantor. The offering is expected to close on September 21, 2026, subject to customary closing conditions. The filing is a debt financing; it does not report new earnings, guidance, or changes in operations.
$600 million of 5.700% Senior Notes due 2029
$500 million of 6.100% Senior Notes due 2032 and $400 million of 6.350% Senior Notes due 2033
Underwriters include BofA Securities, J.P. Morgan, Mizuho and Wells Fargo Securities; closing expected September 21, 2026
CDW Corporation said Chief Financial Officer Albert J. Miralles plans to retire in 2027 and will stay in his current role until a successor is named, then serve as Executive Advisor through March 31, 2028. The company is searching for a successor, and the filing describes the transition as planned and orderly, with no change to reported results.
Miralles informed the company on August 3, 2026 of his intention to retire in 2027; his full-time retirement date is March 31, 2027.
After a successor is appointed, Miralles becomes Executive Advisor through March 31, 2028, focused on Geared for Growth initiatives, investor relations support, M&A, and leadership development.
Under an August 4, 2026 letter agreement, his base salary from April 1, 2027 to March 31, 2028 will be $60,000, with no annual cash incentive or long-term incentive eligibility in that period.
His Compensation Protection Agreement severance eligibility ends March 31, 2027.
CDW reported second quarter 2026 results with net sales of $6.57 billion, up 10.0% from a year earlier, and GAAP net income per diluted share of $2.15, up 5.1%. Gross profit margin fell to 20.1% from 20.8%, and GAAP operating income rose 2.0% to $429 million. The Board also declared a quarterly cash dividend of $0.630 per share.
Net sales of $6,572.2 million for the quarter, up 10.0%; Commercial segment up 9.2%, Government up 13.6%, Education up 0.7%
Non-GAAP net income per diluted share of $2.91, up 11.9%; GAAP diluted EPS $2.15 versus $2.05
Gross profit margin of 20.1% versus 20.8%, mainly from product mix and lower margin in certain hardware categories
Quarterly dividend of $0.630 per share, payable September 10, 2026, to holders of record on August 25, 2026
CDW reported first quarter 2026 net sales of $5.68 billion, up 9.2% from $5.20 billion a year earlier, and GAAP diluted earnings per share of $1.82, up 7.9%. Gross profit margin narrowed to 21.0% from 21.6%, and GAAP operating income rose 4.0%. The board also declared a quarterly cash dividend of $0.630 per share, payable June 10, 2026.
Net sales were $5,679.8 million versus $5,199.1 million, up 9.2%; up 8.4% on a constant currency basis.
Non-GAAP net income per diluted share was $2.28, up 6.3% from $2.15; GAAP operating income was $376.0 million, up 4.0%.
Gross profit margin fell to 21.0% from 21.6%, which the company attributed mainly to a lower contribution of netted down revenue.
Quarterly dividend of $0.630 per share is payable June 10, 2026 to stockholders of record as of May 25, 2026.
CDW disclosed that director Sanjay Mehrotra told the company on March 24, 2026 that he will not seek reelection at its 2026 Annual Meeting of Stockholders. He will continue serving through the end of his current term, and the filing says the decision was not related to any disagreement with the company on operations, policies, or practices.
Sanjay Mehrotra informed CDW of his decision on March 24, 2026
He will not stand for reelection at the 2026 Annual Meeting of Stockholders
He will remain a director through the remainder of his current term
The filing states no disagreement with the company was behind the decision
CDW reported fourth quarter 2025 net sales of $5.5 billion, up 6.3% from a year earlier, and GAAP diluted earnings per share of $2.14, up 8.8%. Full-year 2025 net sales rose 6.8% to $22.4 billion, while full-year net income fell 1.0% to $1.07 billion, and the company also declared a quarterly dividend of $0.630 per share.
Q4 2025 net sales were $5,511 million, up 6.3% from $5,186 million in Q4 2024; Public segment sales rose 8.7%
Q4 2025 GAAP diluted EPS was $2.14 versus $1.97; non-GAAP diluted EPS was $2.57 versus $2.48
Full-year 2025 net sales were $22,424 million, up 6.8%; full-year net income was $1,067 million, down 1.0%
Board declared a quarterly cash dividend of $0.630 per share, payable March 10, 2026 to holders of record as of February 25, 2026
CDW LLC entered a new five-year senior unsecured credit facility totaling $2,884.5 million, dated December 17, 2025, which consolidates, refinances and replaces its prior term and revolving loan agreements from December 1, 2021. The filing says loan proceeds will be used for working capital, general corporate purposes and refinancing the prior loans, and it does not report any financial results. Separately, four named executives' compensation protection agreements were extended three years to January 1, 2029.
Term loan of $634.5 million, fully funded on December 17, 2025, plus a revolving loan facility of $2,250.0 million
Replaces the prior term and revolving loan agreements dated December 1, 2021, with JPMorgan Chase Bank, N.A. as administrative agent
Maximum leverage ratio covenant of 4.00:1.00; revolver can be extended by up to two 1-year periods
Christine A. Leahy, Albert J. Miralles, Frederick J. Kulevich and Katherine E. Sanderson had agreements extended from January 1, 2026 to January 1, 2029
CDW reported third quarter 2025 results on November 4, 2025. Net sales rose 4.0% to $5.7 billion, but operating income fell 8.0% to $443 million and GAAP diluted earnings per share fell 5.8% to $2.21. The board also declared a quarterly dividend of $0.630 per share.
Net sales were $5,737 million versus $5,517 million a year earlier; Corporate rose 4.4%, Small Business 14.2%, and Public 0.6%.
Operating income was $443 million, down 8.0%; gross profit margin was 21.9% versus 21.8%.
Non-GAAP diluted EPS rose 3.0% to $2.71 from $2.63; GAAP diluted EPS was $2.21 versus $2.34.
Dividend of $0.630 per share is payable December 10, 2025 to holders of record as of November 25, 2025.
CDW Corporation said its Chief Growth and Innovation Officer and Executive Vice President, Sona Chawla, will retire effective December 31, 2025. She will serve as a consultant until April 9, 2026 to help with the transition of her duties.
Sona Chawla retires as Chief Growth and Innovation Officer and Executive Vice President effective December 31, 2025
Chawla will be available on a consulting basis until April 9, 2026 to assist with the transition
The filing does not name a successor or state any financial impact
CDW reported second quarter 2025 results on August 6, 2025, with net sales up 10.2% to $5.98 billion, while GAAP operating income fell 3.0% to $420 million and GAAP net income fell 3.5% to $271 million. Non-GAAP net income per diluted share rose 3.9% to $2.60, and the Board declared a $0.625 quarterly dividend payable September 10, 2025.
Net sales were $5.98 billion, up 10.2% from $5.42 billion in the second quarter of 2024.
Gross profit margin fell to 20.8% from 21.8%, and operating income declined 3.0% to $420 million.
Diluted net income per share was $2.05, down 1.2% from $2.07; non-GAAP diluted EPS was $2.60, up 3.9% from $2.50.
The quarterly dividend is $0.625 per share, payable September 10, 2025, to holders of record on August 25, 2025.
CDW reported first quarter 2025 net sales of $5.2 billion, up 6.7% from a year earlier, and GAAP diluted earnings per share of $1.69, up from $1.59. The company also declared a quarterly cash dividend of $0.625 per share, payable June 10, 2025, but gross profit margin slipped to 21.6% from 21.8%.
Net sales were $5,199.1 million, up 6.7% from $4,872.7 million; average daily sales rose 8.4%
GAAP diluted EPS was $1.69 versus $1.59; non-GAAP diluted EPS was $2.15 versus $1.92, up 11.9%
Gross profit margin was 21.6% versus 21.8%, which the company attributed to a higher mix of lower-margin notebooks and mobile devices
Quarterly dividend of $0.625 per share is payable June 10, 2025 to holders of record as of May 26, 2025
CDW reported fourth-quarter 2024 net sales up 3.3% to $5.2 billion, but net income fell 10.8% and diluted EPS fell 9.8% to $1.97, while full-year net sales declined 1.8% to $21.0 billion. The company also raised its share repurchase authorization by $750 million and declared a quarterly dividend of $0.625 per share.
Q4 2024 net sales were $5.2 billion, up 3.3% from $5.0 billion, while gross profit margin fell to 22.3% from 23.0%.
Q4 2024 diluted EPS was $1.97 versus $2.18 a year earlier; full-year 2024 diluted EPS was $7.97 versus $8.10.
Board authorized a $750 million increase to the buyback program, incremental to $588 million unused as of December 31, 2024.
Quarterly dividend of $0.625 per share is payable March 11, 2025 to holders of record on February 25, 2025.
CDW reported third quarter 2024 net sales of $5.5 billion, down 2.0% from a year earlier, and down 3.5% on an average daily sales basis. GAAP diluted earnings per share rose 1.0% to $2.34, but non-GAAP diluted EPS fell 3.2% to $2.63, and the company's Board declared a quarterly dividend of $0.625 per share.
Net sales were $5,516.6 million versus $5,628.3 million; the Public segment fell 5.1% on an average daily sales basis, with Government down 12.3%
Net income was $316.4 million, flat with the prior year; diluted EPS was $2.34 versus $2.32
Non-GAAP diluted EPS was $2.63 versus $2.72, a decrease of 3.2%
Quarterly dividend of $0.625 per share is payable December 10, 2024 to holders of record on November 25, 2024
CDW Corporation said its Chief Commercial and Operating Officer, Christina M. Corley, will become President, International and Vice Chair effective October 25, 2024, with responsibility for international strategy and businesses. Liz Connelly takes on additional responsibilities as Chief Commercial Officer, and Corley is expected to retire at the end of a 2026 advisory term, so the filing signals a planned leadership succession rather than a financial change.
Corley's new role runs from October 25, 2024 through December 31, 2025, followed by an Executive Advisor term from January 1, 2026 through December 31, 2026.
Corley's compensation levels remain unchanged while she serves as President, International and Vice Chair.
As Executive Advisor, she will receive a $60,000 annual base salary, a $500,000 cash bonus payable in June and December 2026, and restricted stock units with a $1,000,000 grant date fair value.
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