Td Synnex Corp 8-K, filed Oct 26, 2021
Td Synnex Corp (SNX)
About this 8-K
Td Synnex Corp filed this 8-K on October 26, 2021, reporting on events of October 22, 2021.
Items reported
- Item 5.03: Charter or bylaw amendment, or fiscal year change
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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:
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Securities registered pursuant to Section 12(b) of the Act:
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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 (§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 5.03 Amendment to Articles of Incorporation or Bylaws. Change in Fiscal Year.
On October 22, 2021, SYNNEX Corporation (the “Company”) filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Restated Certificate of Incorporation to change its corporate name from SYNNEX Corporation to TD SYNNEX Corporation, effective November 3, 2021. A copy of the Certificate of Amendment of Restated Certificate of Incorporation is attached as Exhibit 3.1 hereto and incorporated by reference.
In connection with the name change, the Company’s Board of Directors amended the title of its bylaws to “Amended and Restated Bylaws of TD SYNNEX Corporation”, also effective as of November 3, 2021. A copy of the Amendment to Second Amended and Restated Bylaws is attached as Exhibit 3.2 hereto and incorporated by reference.
The Company’s common stock will continue to trade on the NYSE under the ticker symbol "SNX". Outstanding stock certificates for shares of the Company are not affected by the name change; they continue to be valid and need not be exchanged.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description of Document |
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3.1 |
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3.2 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
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Date: October 26, 2021 |
SYNNEX CORPORATION |
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By: |
/s/ David Vetter |
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David Vetter Chief Legal Officer and Corporate Secretary |
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Exhibit 3.1
CERTIFICATE OF AMENDMENT OF
RESTATED CERTIFICATE OF INCORPORATION OF
SYNNEX CORPORATION
SYNNEX Corporation, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY:
FIRST: The original Certificate of Incorporation of the Corporation was filed with the Secretary of State of Delaware on September 4, 2003.
SECOND: This amendment to the Restated Certificate of Incorporation of the Corporation as set forth below has been duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware by the directors of the Corporation.
THIRD: Article I of the Restated Certificate of Incorporation as presently in effect is amended to read in its entirety as follows effective November 3, 2021 at 12:01 am Eastern Time:
“The name of the corporation is TD SYNNEX Corporation (the “Corporation”).”
Fourth: All other provisions of the Restated Certificate of Incorporation remain in full force and effect.
IN WITNESS WHEREOF, the Corporation has caused this Certificate to be signed by its Chief Legal Officer and Corporate Secretary this 22nd day of October 2021.
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SYNNEX CORPORATION |
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By |
/s/ David Vetter |
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David Vetter Chief Legal Officer and Corporate Secretary |
Exhibit 3.2
The title of the Second Amended and Restated Bylaws of SYNNEX Corporation is amended to read in its entirety as follows:
AMENDED AND RESTATED BYLAWS
OF
TD SYNNEX CORPORATION
(A Delaware Corporation)