Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 3, 2026, Albert J. Miralles, Chief Financial Officer and Executive Vice President, Enterprise Business Operations, informed CDW Corporation (the “Company”) of his intention to retire in 2027 following the completion of an orderly transition. Mr.…
Filed Aug 5, 2026Accepted Aug 5, 2026, 7:21 AM EDTCIK 1402057Accession 0001402057-26-000064
CDW Corporation (Nasdaq: CDW) is a leading multi-brand provider of information technology solutions to business, government, education, and healthcare customers in the United States, the United Kingdom, and Canada. CDW helps its customers to navigate an increasingly complex IT market and maximize return on their technology investments. For more information about CDW, please visit www. CDW.com.
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Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 3, 2026, Albert J. Miralles, Chief Financial Officer and Executive Vice President, Enterprise Business Operations, informed CDW Corporation (the “Company”) of his intention to retire in 2027 following the completion of an orderly transition. Mr. Miralles and the Company have agreed that Mr. Miralles will remain in his current role until a successor is named to the Chief Financial Officer role and will then serve in an advisory capacity to ensure a smooth transition. Mr. Miralles will continue full-time employment with the Company through his March 31, 2027 retirement and then will continue to provide services to the Company on a part-time basis through March 31, 2028. From the date of appointment of a successor through March 31, 2028 (the “Executive Advisor Term”), Mr. Miralles will serve as Executive Advisor to the Company, supporting the priorities that are most critical to accelerating the Company’s growth strategy, with a particular focus in the areas of Geared for Growth initiatives, investor relations support, M&A, and leadership development and coaching. Mr. Miralles’s employment with the Company is expected to end at the conclusion of the Executive Advisor Term.
On August 4, 2026, the Company and Mr. Miralles entered into a letter agreement memorializing the terms of his continued service with the Company. Mr. Miralles’s current compensation levels will remain unchanged through March 31, 2027, and he will be eligible to earn an annual cash incentive award for fiscal year 2026 and an annual cash incentive award for fiscal year 2027 that will be prorated through March 31, 2027. For the period from April 1, 2027, through March 31, 2028, Mr. Miralles’s annual base salary will be $60,000 and he will not be eligible to earn an annual cash incentive award. Mr. Miralles will not be eligible to participate in the 2027 or 2028 long-term incentive program. Mr. Miralles will continue to be subject to his Compensation Protection Agreement (“CPA”) through March 31, 2027. In addition, Mr. Miralles will no longer have a right to terminate employment due to Good Reason (as defined in his CPA) under his CPA, and as of March 31, 2027, Mr. Miralles will cease to be eligible for severance benefits under his CPA. The foregoing is only a summary of the material terms of the letter agreement with Mr. Miralles and does not purport to be complete and is qualified in its entirety by reference to the letter agreement filed as Exhibit 10.1 hereto and incorporated by reference herein.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.
The Company issued a press release on August 5, 2026, announcing the transition described in Item 5.02, a copy of which is furnished hereto as Exhibit 99.1.
EX-99.1
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ex991-xpressreleasedatedau.htm
EX-99.1
Document
Exhibit 99.1
CDW Announces CFO Transition
Albert J. Miralles to retire in 2027 upon completion of a planned transition
VERNON HILLS, Ill., August 5, 2026 - CDW Corporation (Nasdaq: CDW) announced today that Albert J.
Miralles, chief financial officer, plans to retire in 2027 following the completion of an orderly transition. Mr. Miralles will remain in his current role until his successor is appointed and will then continue to serve in an advisory capacity to ensure a smooth transition. The search for a successor is currently underway.
“Al is an exceptional leader and colleague who has played an instrumental role in CDW’s transformation and in the development and execution of our growth strategy,” said Christine A. Leahy, chair and chief executive officer, CDW. “The teams he has led over the last five years have done remarkable work building a strong foundation for future growth. As he plans to retire in 2027 after an impactful 35-year career, I want to thank Al for his many contributions to our success, and we look forward to continuing to benefit from his expertise as we execute a seamless transition."
Mr. Miral…