What changed in this filing

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Item 1. Business

2024-05-17 compared with 2023-05-19 · 89 added, 88 removed, 145 unchanged (55% of the section changed)

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We deliver excellence for our customers and colleagues around the world.

Our more than 130,000 people in approximately 70 countries are entrusted by our customers, who represent approximately half of today’s Fortune 500 companies.

Our approximately 130,000 people in about 65 countries are entrusted by our customers, who represent close to half of today’s Fortune 500 companies.

We operate through two segments:

Global Business Services ("GBS") and Global Infrastructure Services ("GIS"), to provide solutions across our six differentiated offerings that modernize operations and drive innovation across our customers' entire IT estate.

Global Business Services ("GBS") and Global Infrastructure Services ("GIS"), to provide solutions that modernize operations and drive innovation across our customers' entire IT estate.

DXC was formed on April 1, 2017 by the merger of CSC and HPES (the "HPES Merger").

Transformation Journey

DXC's transformation journey focuses on building stronger relationships with customers, its people, and unlocking value across our six offerings.

Key transformation journey priorities include:

• Inspire and Take Care of our Colleagues – Continuing to bring in new technology, account and delivery talent across the world, and making investments that recognize and reward our people

• Focus on Customers – Strengthening our customer relationships and ensuring we are proactively delivering for customers

• Optimize Costs – Optimizing value to better serve our customers by eliminating confusion and complexity

• Seize the Market – Seizing the market opportunity by cross-selling and expanding what we do with our customers across the six offerings

• Financial Foundation – Unlocking value by pursuing strategic alternatives, rationalizing our portfolio, and strengthening our balance sheet through creating a firm foundation that reflects our commitment to running a long-term sustainable business

The Company will continue to focus on execution of its transformation journey in the next fiscal year, with a continued focus on our people, revenue stabilization, cost optimization and winning in the market.

The Company is continuing with its portfolio-shaping efforts, making the right investments and divesting assets that the Company does not believe are well integrated with the six offerings and its strategic direction in order to better focus on its strategy.

Important Divestitures

During the fourth quarter of fiscal 2023, DXC completed the sale of its German financial services subsidiary ("FDB" or the "FDB Business") to the FNZ Group ("FNZ") for €308 million (approximately $329 million), resulting in a pre-tax gain of approximately $215 million.

During the first quarter of fiscal 2022, DXC completed the sale of its healthcare provider software business (“HPS” or the “HPS Business”) to Dedalus Holding S.p.A.

(“Dedalus”) for €468 million (approximately $551 million), resulting in a pre-tax gain on sale of $331 million.

During fiscal 2021, DXC completed the sale of its U.S.

State and Local Health and Human Services business ("HHS" or the "HHS Business") to Veritas Capital Fund Management, L.L.C.

("Veritas Capital") for approximately $5.0 billion, resulting in a pre-tax gain on sale of $2,014 million.

See Note 2 - "Divestitures" for further information on divestitures.

Segments and Services

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We help customers define, execute and manage their enterprise applications strategy.

• Insurance Software and Business Process Services ("BPS").

• Insurance Software and Business Process Services.

We partner with insurance clients, to modernize and run IT systems, provide proprietary modular insurance software and platforms, and operate the full spectrum of insurance business process services.

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See Note 19 - "Segment and Geographic Information" for additional information related to our reportable segments, including the disclosure of segment revenues, segment profit, and financial information by geographic area.

Important Divestitures

During the past three fiscal years, we completed certain divestitures, including:

• During fiscal 2023, DXC completed the sale of its German financial services subsidiary to the FNZ Group.

• During fiscal 2022, DXC completed the sale of its healthcare provider software business to Dedalus Holding S.p.A.

• In addition, during the past three fiscal years, DXC completed the sale of certain insignificant businesses.

See Note 2 - "Divestitures" for further information on divestitures.

Sales and Marketing

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The Nominating/Corporate Governance Committee of our Board has specific oversight of ESG.

Our ESG leadership team regularly updates the committee on ESG status and provides an update to the full board annually.

Our ESG leadership team updates the committee quarterly on ESG status and provides an update to the full Board annually.

Our ESG strategy reflects our ongoing commitment to being a responsible corporate citizen.

DXC has been a signatory of the UN Global Compact ("UNGC") since the inception of our Company, and we are committed in our alignment with the UNGC's Ten Principles for responsible business practices.

We are proud to be part of the global movement to reduce the impact of climate change on the world, and we are dedicated to driving sustainable growth by setting ambitious, science-based emissions reduction targets.

DXC has been a signatory of the United Nations Global Compact ("UNGC") since the inception of our Company in 2017, and we are committed in our efforts to align with the UNGC's Ten Principles for responsible business practices.

We are proud to be part of the global movement to reduce the impact of climate change on the world, and we are dedicated to driving sustainable growth by setting ambitious emissions reduction targets, which have been validated by the Science Based Targets initiative (the "SBTi") under the SBTi corporate near-term criteria.

We strive to reduce our impact on the environment and improve resource efficiency in the areas of energy consumption, data center management and travel and transportation.

Our conservation efforts are supported in part by our shift to a virtual-first operating model, which enables our workforce to be largely remote and helps us reduce our overall energy consumption, which in turn helps to reduce our greenhouse gas emissions.

Our conservation efforts are supported in part by our shift to a virtual-first operating model, which enables our workforce to be largely remote and helps us reduce our overall direct energy consumption, which in turn helps to reduce our greenhouse gas emissions.

While the virtual-first model mainly helps reduce the size of our office footprint, we are also pursuing efficiency programs for data centers and data center rationalization programs to reduce energy consumption.

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In response to shifting customer demand, we offer a number of products and services that can have a significant impact on our customers’ sustainability objectives, delivering climate-related benefits far greater than what we could achieve alone through our internal carbon-reduction efforts.

Offerings such as DXC Modern Workplace, cloud migration services and data-driven sustainability services can directly reduce carbon emissions for our customers, based on reports from our customers.

Based on reports from our customers, offerings such as DXC Modern Workplace, cloud migration services and data-driven sustainability services can directly reduce carbon emissions for our customers.

Additional information about our ESG initiatives is available on our website at http://dxc.com/us/en/about-us/corporate-responsibility .

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Our operations are subject to regulation under various federal, state, local, and foreign laws concerning the environment and sustainability, including laws addressing the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes, and the clean-up of contaminated sites.

Certain laws may also impose liability without regard to fault or the legality of the original conduct.

Environmental costs and accruals are presently not material to our operations, cash flows or financial position;

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However, we could incur substantial costs including clean-up costs, fines and civil or criminal sanctions and third-party damage or personal injury claims if we were to violate or become liable under existing and future environmental laws or legislation.

To limit future risks, DXC has committed to set near-term company-wide emission reductions in line with the Science Based Targets initiative (SBTi).

Human Capital Management

As a leading global information technology services company, we attract highly skilled and educated people.

As of March 31, 2023, we employed more than 130,000 people worldwide.

As a leading global information technology services company, we attract highly skilled and educated people from around the world.

At DXC, we value our people and the opportunity to engage with them - we are at our best when our people feel valued and respected.

Value of Employee Engagement

We value our people and take various actions for employee engagement.

Based on feedback received through periodic engagement surveys, management has implemented several initiatives to improve the employee experience through rewards and recognition, open communications and process improvement.

Various platforms like Global Talent Management, Coaching & Mentoring, Career Development programs, and global recognition are also used to improve employee experiences and engagement.

Training and Education

We view professional development as a corporate responsibility - a strategic investment in our employees’ and the company’s future.

Through our global learning management ecosystem, we offer hundreds of learning programs as well as a career development system to help employees reach their potential.

Providing ways to learn, grow, and explore new and challenging opportunities contributes to our ability to retain a motivated, knowledgeable workforce.

Assessing employee abilities and contributions is a cornerstone of development at DXC.

Our self-directed learning culture encourages employees to learn at their own pace and in a learning environment of their preference.

Key to our people development is the role managers play - we remain focused on equipping and enabling our people leaders so that our people have leaders that guide and support them in their development and success.

We prioritize our employees and actively take steps to enhance their engagement.

Drawing from feedback collected through regular engagement surveys, our management has introduced several initiatives to enhance the employee experience.

These include measures such as rewards and recognition, transparent communication, process enhancements, and utilization of various platforms like Global Talent Management, Coaching & Mentoring, and Career Development programs.

Additionally, global recognition efforts contribute to fostering positive employee experiences and engagement.

Training and Development

At DXC, we consider professional development a corporate responsibility and a strategic investment in both our employees’ growth and the Company’s future.

Through our global learning management ecosystem, we provide a wide range of learning programs and a robust career development system to empower employees to reach their full potential.

Encouraging continuous learning, personal growth, and exploration of new opportunities contributes to our ability to retain a motivated and knowledgeable workforce.

At DXC, assessing employee abilities and recognizing their contributions is fundamental to our development approach.

Our self-directed learning culture allows employees to learn at their own pace and in an environment that suits their preferences.

Additionally, we emphasize the critical role of managers in supporting and guiding our people toward success.

Inclusion & Diversity

We are committed to an inclusive and diverse workforce.

The DXC Global Diversity and Non-Discrimination Policy guides our engagement in management and hiring practices that promote diversity and inclusion.

We are committed to an inclusive and diverse workforce and seek to promote inclusion and diversity in legally compliant manners, including maintenance of policies regarding non-discrimination, anti-harassment, and equal employment opportunity.

We are committed to the protection and advancement of human rights and to enabling our operations in communities around the world to function with integrity.

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Our main human rights–related focus areas are adopting policies and practices aimed at preventing human rights abuses through our large and diverse global supply chain and supporting a diverse and inclusive corporate culture.

DXC’s Responsible Supply Chain Principles outline the human rights and environmental stewardship we expect from our suppliers.

Available Information

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Name Age Year First Elected as Officer Term as an Officer Position Held with the Registrant as of the filing date Family Relationship

Salvino 57 2019 Indefinite Chairman, President and Chief Executive Officer None

Sharp 52 2020 Indefinite Executive Vice President and Chief Financial Officer None

Finch 54 2019 Indefinite Executive Vice President, Chief Human Resources Officer and Global Lead, Marketing None

Deckelman, Jr.

65 2017 Indefinite Executive Vice President and General Counsel None

Raul Fernandez

Indefinite President and Chief Executive Officer

Indefinite Executive Vice President and Chief Financial Officer None

Howard Boville

General Manager, Applications Services and Artificial Intelligence None

Brady 57 2023 Indefinite Executive Vice President and Chief Operating Officer None

Christopher R.

Drumgoole 48 2021 Indefinite Global Lead, Cloud Infrastructure and ITO None

Drumgoole 49 2021 Indefinite General Manager, Cloud Infrastructure & ITO

Fawcett 56 2024 Indefinite Executive Vice President and General Counsel None

Finch 55 2019 Indefinite Executive Vice President, Chief Human Resources Officer and Global Lead, Marketing & Communication

Christopher A.

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Principal Accounting Officer None

Andrew Wilson 58 2023 Indefinite General Manager, Modern Workplace None

Business Experience of Executive Officers

Salvino serves as Chairman, President and Chief Executive Officer of DXC.

He was appointed President and Chief Executive Officer of DXC in September 2019, has been a member of the Board since May 2019 and was appointed Chairman of the Board in July 2022.

Prior to joining DXC, Mr.

Salvino served as managing director of Carrick Capital Partners from 2016 to 2019, where he was directly involved with Carrick's portfolio companies and in sourcing new investments, growing and managing large scale tech-enabled services businesses, specifically business process outsourcing, security and machine learning.

Prior to his tenure at Carrick, from 2009 to 2016, Mr.

Salvino served as group chief executive of Accenture Operations, where he led a team of more than 100,000 consulting and outsourcing professionals focused on providing business process outsourcing, infrastructure, security and cloud services to deliver business value and drive productivity and digital improvements for clients.

P rior to that, he held leadership roles in the HR outsourcing business at Hewitt Associates Inc.

and as president of the Americas Region at Exult Inc.

Salvino is a board member of the Atrium Health Foundation, the largest healthcare system in the Carolinas, where he serves on the Investment Oversight Committee for both the hospital and the foundation.

Salvino graduated from Marietta College with a Bachelor of Science degree in industrial engineering.

He is a member of the Board of Visitors of the Duke University Pratt School of Engineering.

Sharp became the Executive Vice President and Chief Financial Officer of DXC in November 2020.

Prior to joining DXC, Mr.

Sharp served as Vice President and Chief Financial Officer, Defense Systems Sector for Northrop Grumman (“NOC”) from June 2018 to November 2020.

From January 2016 to June 2018, Mr.

Sharp served as Senior Vice President, Finance of Orbital ATK (subsequently purchased by NOC).

Prior to that, he served as Senior Vice President, Chief Accounting Officer and Corporate Controller of Leidos, Inc.

(formerly SAIC, Inc.).

Before joining Leidos, Mr.

Sharp spent a decade at CSC, the predecessor company to DXC and eight years at Ernst & Young.

Sharp also served in the United States Marine Corps.

Finch serves as Executive Vice President, Chief Human Resources Officer and Global Lead, Marketing of DXC since April 2023.

She previously served as Executive Vice President and Chief Human Resources Officer of DXC from October 2019 to April 2023.

Before joining DXC, Ms.

Finch served as Executive Vice President and Chief Human Resources Officer of AECOM from September 2015 to October 2019.

Prior to that, she served at Accenture as Senior Managing Director from September 2013 to August 2015 and as Managing Director Human Resources from January 2001 to September 2013, where she held various roles across the company including COO of Human Resources where she drove global delivery of HR services, overseeing operations supporting approximately 320,000 employees across 56 countries and multiple Accenture businesses.

Finch also served as VP Human Resources of Abilizer Solutions Inc.

from 2000 to 2001.

Deckelman, Jr.

serves as Executive Vice President and General Counsel of DXC since September 2020.

He previously served as Executive Vice President, General Counsel and Secretary of DXC since the completion of the HPES Merger.

Prior to that, Mr.

Deckelman served as Executive Vice President, General Counsel and Secretary of CSC.

Deckelman joined CSC in January 2008 and served as Vice President, General Counsel and Secretary from 2008 to 2012, as Executive Vice President and General Counsel from 2012 to 2014, and as Executive Vice President, General Counsel and Secretary from August 2014 until the completion of the HPES Merger.

Prior to joining CSC, Mr.

Deckelman served as Executive Vice President and General Counsel of Affiliated Computer Services Inc.

from 2000 to 2008, served as a director from 2000 to 2003, and previously held various executive positions there from 1989 to 1995.

Raul Fernandez serves as President and Chief Executive Officer of DXC since February 1, 2024.

He previously served as Interim President and Chief Executive Officer of DXC from December 18, 2023, to January 31, 2024.

Fernandez has served as a member of our Board of Directors since August 13, 2020.

He is Vice Chairman and co-owner of Monumental Sports & Entertainment, a private partnership which owns some of Washington, D.C.’s major sports franchises.

Fernandez brings more than three decades of executive experience scaling innovative and rapidly growing technology companies.

Fernandez was the founder of Proxicom, which under his leadership evolved into a prominent early global provider of e-commerce solutions for Fortune 500 companies, Mr.

Fernandez guided the growth of Proxicom from its launch in 1991 to public listing in 1999.

Proxicom was acquired by Dimension Data.

From 2000 to 2002, he served as Chief Executive Officer for Dimension Data North America, an information systems integration company, and as a director of its parent company, Dimension Data Holdings Plc, in 2001.

He also served as Chairman and CEO for ObjectVideo, a leading developer of intelligent video surveillance software, which was sold to Alarm.com in 2017.

He was also a member of President George W.

Bush’s Council of Advisors on Science and Technology.

Fernandez has also served on the board of directors of several public companies, including Broadcom, Inc.

from January 2020 to April 2024, GameStop Corp.

from April 2019 to June 2021, and Kate Spade & Co.

from 2000 until its acquisition by Coach, Inc.

in July 2017.

Fernandez currently serves on the board of directors of NeuroSync, a neuro health technology company that utilizes artificial intelligence to develop eye-tracking software and analytic technologies to diagnose and treat neurological impairments and brain health conditions, RemoteRetail, a technology and services company that offers enterprise customers a cloudbased marketplace for their hybrid workforces, and URBANEER, an urban innovation company designing and engineering next generation living spaces.

He is also on the Strategic Advisory Board of Volition Capital, a Boston-based growth equity firm, and is a Special Advisor to Carrick Capital Partners, a growth-oriented investment firm.

Rob Del Bene serves as the Executive Vice President and Chief Financial Officer of DXC since June 2023.

Before joining DXC, Mr.

Del Bene spent 42 years at IBM where he served in various senior finance roles, including most recently as General Manager, IBM Technology Lifecycle Services, IBM’s $6 billion technology support business.

He also served as IBM’s Vice President and Controller;

General Manager, IBM Global Financing;

and Vice President and Treasurer, along with other senior roles.

Howard Boville serves as General Manager for Applications Services and Artificial Intelligence since September 2023.

Before joining DXC, he served as Senior Vice President and Head of IBM Cloud Platform & Technology Lifecycle Services from April 2020 to September 2023.

Prior to his role at IBM, Mr.

Boville served as Chief Technology Officer at Bank of America from August 2021 to April 2020.

He joined Bank of America in August 2012 from British Telecom, where he served in its Global Services Division.

Boville currently serves on the board of Entrust, a global leader in trusted identities, payments and data protection.

Brady serves as Executive Vice President and Chief Operating Officer of DXC since April 2023.

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Christopher R.

Drumgoole was appointed Global Lead, Cloud Infrastructure and ITO in April 2023.

Drumgoole serves as General Manager, Cloud Infrastructure and ITO since April 2023.

He previously served as Executive Vice President and Chief Operating Officer of DXC from August 2021 to April 2023 and as Executive Vice President and Chief Information Officer of DXC from April 2020 to August 2021.

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Drumgoole joined GE from Verizon, where he was Chief Operating Officer of Verizon’s Terremark subsidiary, a cloud, hosting, and data center provider, from January 2012 to April 2014.

Drumgoole serves on the Board of Directors of PetSmart;

Drumgoole serves on the Board of Directors of Kodiak Gas Services;

on the Advisory Board of Florida International University’s College of Engineering & Computing;

and on the Board of Directors of ONUG, a forum for IT business leaders interested in open technologies.

Drumgoole previously served on the Board of Directors of PetSmart.

Fawcett serves as Executive Vice President and General Counsel of DXC since April 2024.

Before joining DXC, he served at NetApp as Executive Vice President and Chief Strategy Officer from December 2021 to February 2023, as Chief Strategy and Legal Officer from June 2021 to December 2021, and as General Counsel from September 2010 to June 2021.

Prior to NetApp, Mr.

Fawcett was Senior Vice President and General Counsel for JDS Uniphase from 1999 until August 2010.

Finch serves as Executive Vice President, Chief Human Resources Officer and Global Lead, Marketing of DXC since April 2023.

She previously served as Executive Vice President and Chief Human Resources Officer of DXC from October 2019 to April 2023.

Before joining DXC, Ms.

Finch served as Executive Vice President and Chief Human Resources Officer of AECOM from September 2015 to October 2019.

Finch also served as VP Human Resources of Abilizer Solutions Inc.

from 2000 to 2001.

Christopher A.

Voci was appointed Senior Vice President, Corporate Controller and Principal Accounting Officer in June 2021.

Voci serves as Senior Vice President, Corporate Controller and Principal Accounting Officer since June 2021.

Before joining DXC, Mr.

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From 2016 to June 2018, Mr.

Voci served first as Vice President, Finance and then as Controller and Chief Accounting Officer of Orbital ATK (subsequently purchased by Northrop Grumman).

Voci served first as Vice President, Finance and then as Vice President, Controller and principal accounting officer of Orbital ATK (subsequently purchased by Northrop Grumman).

Prior to that, he spent eleven years at Air Products and Chemicals, Inc.

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Voci served as Senior Manager, Audit and Risk Advisory Services at KPMG LLP from 2002 to 2004 and in various roles at Arthur Andersen LLP from 1994 to 2002.

Andrew Wilson serves as General Manager for Modern Workplace since October 2023.

Before joining DXC, he served as Chief Digital Officer and Corporate Vice President of Microsoft from January 2020 to December 2022.

Prior to that, he served in a variety of leadership positions at Accenture during his 27-year tenure with the company, including as Chief Information Officer from September 2013 to December 2019.

Wilson also served as Chief Executive Officer of GE Capital IT Solutions.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business