snx-20240111
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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): January 11, 2024
TD SYNNEX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware001-3189294-2703333
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)


44201 Nobel Drive, Fremont, California
(Address of principal executive offices)

94538    
(Zip Code)
                            
(510) 656-3333
(Registrant’s telephone number, including area code)

N/A
(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 obligations 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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.001 per shareSNXThe New York Stock Exchange
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.
    (b) On January 11, 2024, Fred Breidenbach and Matthew Miau informed the Board of Directors (the “Board”) of TD SYNNEX Corporation (the “Company”) that they will retire from the Company’s Board when their current terms of office expire, effective at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”). Neither Mr. Breidenbach nor Mr. Miau has any disagreements with the Company.

Item 8.01
Other Events
The Company has established record and meeting dates for the Annual Meeting. Stockholders of record at the close of business on January 22, 2024 will be entitled to notice of the meeting and to vote upon matters considered at the meeting. The meeting will be held in Fremont, California at the Company’s co-headquarters located at 44201 Nobel Drive, beginning at 10:00 a.m. Pacific Time on March 20, 2024.

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits.
Exhibit No.Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).




SIGNATURE

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.
Date: January 12, 2024TD SYNNEX CORPORATION
By:
/s/ David Vetter
David Vetter
Chief Legal Officer and Corporate Secretary
    









TD SYNNEX Announces Upcoming Board Retirements

•Matthew Miau and Fred Breidenbach plan to retire at the end of their current terms
•Ting Herh nominated for election as new independent director

FREMONT, Calif., & CLEARWATER, Fla. – Jan. 12, 2024 – TD SYNNEX (NYSE: SNX) today announced that Matthew Miau and Fred Breidenbach are planning to retire from TD SYNNEX’s Board of Directors at the end of their current terms of office in March.

With this news, the Board has nominated independent director Ting Herh, which will bring the board composition to 11 members, following these planned retirements and the shareholder meeting. Herh’s nomination will be included in the Proxy Statement issued in advance of the 2024 Annual Meeting of Stockholders.

Herh brings more than 40 years of experience in the technology industry, including as founder and chair of Davicom Semiconductor, Inc. in 1996 and is currently serving as its Board chair. Upon his election, Herh will join Kathy Crusco and Claude Pumilia as the newest independent members of the TD SYNNEX Board.

“Matthew and Fred have provided impressive tenures of service as outstanding leaders on our Board, and their leadership, expertise and commitment have made an indelible impact on TD SYNNEX and, by extension, the technology business partner ecosystem. On behalf of the Board, I want to extend our sincere gratitude for their unwavering service and wish them all the best as they begin their planned transitions toward retirement,” said Ann Vezina, Chair of the TD SYNNEX Board of Directors. “Looking ahead, Ting’s growth mindset and extensive expertise, particularly in the global technology industry, make him a fantastic addition to our Board.”

Miau will retire as the Board’s longest-tenured director, having joined in 1992. In addition to his role as a director, he served as Board Chair from 1992 to 2008.

“It has been a tremendous honor not only to serve TD SYNNEX but also to witness the company’s tremendous transformation throughout my years of service,” Miau said. “I’m confident that the company has the right leadership at the Board and executive levels to continue to lead and transform the market for years to come.”

Breidenbach has served on the TD SYNNEX Board since 2003.

“It has been an incredible journey serving on the TD SYNNEX board for the past two decades, and I look forward to continuing to see how the company empowers its partners to achieve great outcomes with technology,” Breidenbach said.


About Ting Herh
Ting Herh, 68, has been the Founder & Chairman of Davicom Semiconductor, Inc. since 1996. Davicom specializes in cost effective design, developing and marketing of the networking communication ICs. Before Davicom, Mr. Herh held the position of Senior Director at Compaq, Houston from 1994 to 1996. He was responsible for the communication products delivery for consumer PC and Enterprise System Divisions. Prior to Compaq, he was a Head of Engineering in various engineering positions in Dial-up Division at Racal-Vadic (Sunnyvale/Milpitas,CA), Racal-Milgo/Racal-Datacom (Sunrise,FL) from 1980 to 1994.

Mr. Herh received his BS from National Chiao Tung University, Taiwan, in 1977 and MS Electrical Engineering and
Computer Science from U.C. Berkeley in 1980 and DBA degree from Victoria University, Switzerland in 2005. Mr. Herh has been elected as the Chairman of National Chiao Tung University Alumni Association from 2019 to 2022.

Mr. Herh has served as an Independent Director of United Integrated Services Co. (UIS) since 2015. He served as the Chairperson of the Auditing Committee for 6 years and as the Chairperson of the Compensation Committee for 8 years. Mr. Herh also serves as an Independent Director of Mitac Holdings Corp. from May 2022 to present. The aforementioned companies Davicom, UIS and Mitac Holdings Corp. are all located in Taiwan.

Mr. Herh has been in the IT industry, especially in telecom/datacom and semiconductor field, for over 43 years. His master entrepreneurship, broad international businesses experience and strong technology background plus excellent understanding of electronic manufacturing and logistic processes will contribute to the Board perspective and effectiveness.



About TD SYNNEX
TD SYNNEX (NYSE: SNX) is a leading global distributor and solutions aggregator for the IT ecosystem. We’re an innovative partner helping more than 150,000 customers in 100+ countries to maximize the value of technology investments, demonstrate business outcomes and unlock growth opportunities. Headquartered in Clearwater, Florida, and Fremont, California, TD SYNNEX’s 23,000 co-workers are dedicated to uniting compelling IT products, services and solutions from 2,500+ best-in-class technology vendors. Our edge-to-cloud portfolio is anchored in some of the highest-growth technology segments including cloud, cybersecurity, big data/analytics, AI, IoT, mobility and everything as a service. TD SYNNEX is committed to serving customers and communities, and we believe we can have a positive impact on our people and our planet, intentionally acting as a respected corporate citizen. We aspire to be a diverse and inclusive employer of choice for talent across the IT ecosystem. For more information, visit www.TDSYNNEX.com or follow us on LinkedIn, Facebook and Instagram.

Safe Harbor Statement
Statements in this news release that are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 involve known and unknown risks and uncertainties which may cause the Company's actual results in future periods to be materially different from any future performance that may be suggested in this release. The Company assumes no obligation to update any forward-looking statements contained in this release.

Copyright 2024 TD SYNNEX Corporation. All rights reserved. TD SYNNEX, the TD SYNNEX Logo, and all other TD SYNNEX company, product and services names and slogans are trademarks of TD SYNNEX Corporation. Other names and trademarks are the property of their respective owners.

CONTACT
Bobby Eagle
Global Corporate Communications
+1 727-538-5864
[email protected]

Liz Morali
Investor Relations
510-668-8436
[email protected]