8-K: CDW Corporation Announces Results of 2025 Annual Meeting of Stockholders

CDW Corporation held its 2025 Annual Meeting of Stockholders on May 20, 2025, and announced the voting results for the election of directors, executive compensation, ratification of the accounting firm, and a stockholder proposal.

Summary

• CDW Corporation held its Annual Meeting of Stockholders on May 20, 2025.
• Stockholders elected eleven directors to terms expiring at the 2026 Annual Meeting.
• Virginia C. Addicott received 115,843,130 votes for, 176,748 against, and 51,200 abstentions.
• James A. Bell received 115,079,721 votes for, 937,482 against, and 53,875 abstentions.
• Lynda M. Clarizio received 111,931,882 votes for, 4,087,152 against, and 52,044 abstentions.
• Anthony R. Foxx received 112,424,038 votes for, 3,594,801 against, and 52,239 abstentions.
• Kelly J. Grier received 112,319,687 votes for, 3,698,921 against, and 52,470 abstentions.
• Marc E. Jones received 115,844,838 votes for, 169,590 against, and 56,650 abstentions.
• Christine A. Leahy received 108,775,582 votes for, 4,102,493 against, and 3,193,003 abstentions.
• Sanjay Mehrotra received 111,171,380 votes for, 4,833,368 against, and 66,330 abstentions.
• David W. Nelms received 113,499,152 votes for, 2,518,720 against, and 53,206 abstentions.
• Joseph R. Swedish received 111,905,485 votes for, 4,093,707 against, and 71,886 abstentions.
• Donna F. Zarcone received 112,548,117 votes for, 3,456,316 against, and 66,645 abstentions.
• Stockholders approved, on an advisory basis, the compensation of the company's named executive officers with 105,709,256 votes for, 10,154,545 against, and 207,277 abstentions.
• Ernst & Young LLP was ratified as the company's independent registered public accounting firm for the year ending December 31, 2025, with 118,263,931 votes for, 2,554,181 against, and 39,896 abstentions.
• A stockholder proposal regarding the right to act by written consent was approved with 59,071,051 votes for, 56,860,442 against, and 139,585 abstentions.

Sentiment

Score: 7

Explanation: The document is a standard report of the annual meeting results, indicating a neutral to slightly positive sentiment due to the successful election of directors and approval of key proposals.

Positives

• All director nominees were successfully elected.
• The advisory vote on executive compensation was approved.
• The selection of Ernst & Young LLP as the independent auditor was ratified.
• A stockholder proposal was approved.

Industry Context

This announcement is a routine disclosure following an annual meeting, ensuring transparency and compliance with SEC regulations.

Stakeholder Impact

• Shareholders are informed about the election of directors and key decisions made at the annual meeting.
• The results provide transparency regarding corporate governance and executive compensation.

Key Dates

Keywords

Annual Meeting, Stockholders, Election of Directors, Executive Compensation, Ernst & Young, Voting Results, CDW Corporation