8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 16, 2020

ScanSource, Inc.

(Exact name of registrant as specified in its charter)

SC	00-26926	57-0965380
(State or other jurisdiction<br>of incorporation)	(Commission<br> <br>File Number)	(IRS Employer<br>Identification No.)

6 Logue Court, Greenville, SC 29615

(Address of principal executive offices, including zip code)

864-288-2432

(Registrant’s telephone number, including area code)

Title of Each Class	Trading<br> <br>Symbol	Name of Each Exchange<br> <br>on Which Registered
Common Stock, no par value	SCSC	NASDAQ Global Select Market

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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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

On November 16, 2020, ScanSource, Inc. (the “Company”) appointed Stephen Jones as Senior Executive Vice President and Chief Financial Officer of the Company, effective mid-December 2020. Mr. Jones, age 49, previously served as the international chief financial officer of Blackbaud, a leading cloud software company, since 2016. Prior to that, Mr. Jones served in finance and management positions at Lexmark International, an imaging solutions and technologies company, from 2000 until 2016.

In his employment letter, the Company agreed to pay Mr. Jones a base salary of $400,000, a target bonus of 100% of base salary for fiscal 2021, a new hire grant of $800,000 in restricted stock units that will vest over three years, participation in the Company’s long-term incentive plan at a level commensurate with the level of equity awards granted to other senior executive officers of the Company and a relocation benefit of $75,000. Mr. Jones also will participate in the Company’s other plans and programs at a level consistent with his position.

Gerry Lyons, who currently serves as Senior Executive Vice President and Chief Financial Officer, will continue in his current role until Mr. Jones joins the Company in mid-December 2020 and, in order to support the transition, will remain an advisor to the Company through January 2021, at which time he will be entitled to severance benefits as set forth in the Company’s Executive Severance Plan.

The full text of the press release announcing Mr. Jones’s appointment is furnished as Exhibit 99.1 to this Current Report on Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 9.01.	Financial Statements and Exhibits

(d) Exhibits

Exhibit<br>Number	Description
99.1	Press release issued by ScanSource, Inc. dated November 17, 2020
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	ScanSource, Inc.
Date: November 17, 2020	By:	/s/ Michael L. Baur
	Name:	Michael L. Baur
	Its:	Chairman, Chief Executive Officer and President

EX-99.1

Exhibit 99.1

For Immediate Release

November 17, 2020

Contact: Melissa Andrews

864.286.4425

melissa.andrews@scansource.com

ScanSource Announces New Chief Financial Officer

New CFO brings strong SaaS solutions experience for next phase of strategy and growth

GREENVILLE, S.C., (November 17, 2020) — ScanSource, Inc. (Nasdaq: SCSC), a leading provider of technology products and solutions, today announced that Steve Jones will join the company as Senior Executive Vice President and Chief Financial Officer effective mid-December 2020. Jones brings strong finance leadership in the technology industry, including SaaS and recurring revenue business models. He will report directly to ScanSource Chairman and CEO Mike Baur.

“We are excited to strengthen our executive leadership team, with the experience and skills needed to grow our SaaS business and accelerate our next phase of growth,” said Baur. “Steve’s experience in recurring revenue models, as well as transformation initiatives, fits exceedingly well with ScanSource’s strategic plan.”

“I am honored to join the ScanSource team and execute on the strategic vision,” said Jones. “ScanSource has tremendous potential for growth and value creation, given the smart and passionate people and strong relationships with customers and suppliers.”

Jones most recently served as the International Chief Financial Officer for Blackbaud, a leading cloud software company. During his tenure, Jones developed and executed financial strategies for international markets to accelerate revenue and profitability growth. Prior to Blackbaud, he led several strategic transformation initiatives at Lexmark International in both finance and operational leadership roles, including Corporate Director of Finance Planning & Analysis. This included strategic investments to expand from traditional hardware distribution to add high-growth recurring revenue in the enterprise services and solutions space. Earlier in his career, he served as Assistant Controller at Honeywell. Jones received his Bachelor of Business Administration, Finance from the University of Kentucky and his MBA from Eastern Kentucky University. He is a Certified Managerial Accountant.

Gerry Lyons who serves as Chief Financial Officer will continue in his current role until mid-December 2020 and will remain with the Company through the end of January 2021 to support the transition.

“I want to thank Gerry for his years of dedicated service and many contributions to ScanSource,” said Baur. “We appreciate his assistance through this transition and wish him the very best in his future endeavors.”

About ScanSource

ScanSource, Inc. (NASDAQ: SCSC) is at the center of the technology solution delivery channel, connecting businesses and providing solutions for their complex needs. ScanSource sells through multiple, specialized routes-to-market with digital, physical and services offerings from the world’s leading suppliers of point-of-sale (POS), payments, barcode, physical security, unified communications and collaboration, telecom, and cloud services. ScanSource enables its sales partners to create, deliver and manage solutions for end-customers across almost every vertical market. Founded in 1992 and headquartered in Greenville, South Carolina, ScanSource was named one of the 2020 Best Places to Work in South Carolina and on FORTUNE magazine’s 2020 List of World’s Most Admired Companies. ScanSource ranks #654 on the Fortune 1000. For more information, visit www.scansource.com.