5 unchanged sentences
Management has concluded that the Company maintained effective internal control over financial reporting as of December 31, 2020, based on the criteria established in COSO’s Internal Control – Integrated Framework (2013).
−Removed: We completed the acquisition of PCM on August 30, 2019.
−Removed: As permitted under SEC guidance, management’s assessment as of December 31, 2019 did not include an assessment of the effectiveness of internal control over financial reporting of PCM, which constituted approximately 17.8% of total assets as of December 31, 2019 and 9.5% of net sales for the year ended December 31, 2019.
KPMG LLP, the independent registered public accounting firm that audited the Consolidated Financial Statements in Part II, Item 8 of this report, has issued an attestation report on the Company’s internal control over financial reporting as of December 31, 2020.
(b) Changes in Internal Control Over Financial Reporting
−Removed: Except as described below, there was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
−Removed: As noted above, on August 30, 2019 we completed the acquisition of PCM.
−Removed: We are currently integrating PCM into our control environment.
−Removed: In executing this integration, we are analyzing, evaluating, and where necessary, making changes in controls and procedures related to the PCM business, which is expected to be completed in the year ended December 31, 2020.
+Added: There was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
(c) Disclosure Controls and Procedures
1 unchanged sentence
Our Chief Executive Officer and Chief Financial Officer, as of the end of the period covered by this report, evaluated the effectiveness of our disclosure controls and procedures and determined that as of December 31, 2020 our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
−Removed: We completed the acquisition of PCM on August 30, 2019.
−Removed: As permitted under SEC guidance, management’s assessment as of December 31, 2019 did not include an assessment of the effectiveness of disclosure controls and procedures of PCM, which constituted approximately 17.8% of total assets as of December 31, 2019 and 9.5% of net sales for the year ended December 31, 2019.
(d) Inherent Limitations of Disclosure Controls and Internal Control Over Financial Reporting
5 unchanged sentences
Directors, Executive Officers and Corporate Governance
−Removed: The information required by this item can be found in our definitive Proxy Statement relating to our 2020 Annual Meeting of Stockholders (our “Proxy Statement”) and is incorporated herein by reference.
+Added: The names of the executive officers of Insight and their ages, titles and biographies as of the date hereof are incorporated by reference from Part I, Item 1 of this report under the caption “Information about our Executive Officers.”
+Added: Other information required by this item can be found in our definitive Proxy Statement relating to our 2021 Annual Meeting of Stockholders (our “Proxy Statement”) and is incorporated herein by reference.
Executive Compensation
4 unchanged sentences
The information required by this item can be found in our Proxy Statement and is incorporated herein by reference.
−Removed: Principal Accounting Fees and Services
+Added: Principal Accountant Fees and Services
The information required by this item can be found in our Proxy Statement and is incorporated herein by reference.
INSIGHT ENTERPRISES, INC.
−Removed: Exhibits, Financial Statement Schedules
+Added: Exhibits and Financial Statement Schedules
(a) Financial Statements and Schedules
25 unchanged sentences
Description of Company’s securities
+Added: February 21, 2020
Form of Indemnification Agreement
8 unchanged sentences
April 5, 2016
+Added: Insight Enterprises, Inc.
+Added: 2020 Omnibus Plan
Executive Management Separation Plan effective as of January 1, 2008
2 unchanged sentences
Executive Management Separation Plan effective as of February 1, 2020
+Added: February 21, 2020
Amended and Restated Employment Agreement between Insight Enterprises, Inc.
6 unchanged sentences
February 25, 2010
−Removed: Employment Agreement between Insight Enterprises, Inc.
−Removed: and Steven W.
−Removed: Dodenhoff, dated as of January 30, 2012
−Removed: February 24, 2012
INSIGHT ENTERPRISES, INC.
11 unchanged sentences
October 30, 2013
+Added: Amendment to the Service Agreement dated October 25, 2013 between Insight Technology Solutions GmbH and Wolfgang Ebermann
+Added: January 6, 2021
Executive Employment Agreement between Insight Enterprises, Inc.
4 unchanged sentences
and Jeffery Shumway, dated May 6, 2019
+Added: February 21, 2020
+Added: Executive Employment Agreement between Insight Enterprises, Inc.
+Added: and Joyce Mullen dated as of September 15, 2020
+Added: November 3, 2020
Form of Bond Hedge Confirmation.
5 unchanged sentences
August 30, 2019
+Added: First Amendment to Credit Agreement, dated as of July 31, 2020, by and among Insight Enterprises, Inc., the subsidiaries of Insight Enterprises, Inc.
+Added: party thereto as borrowers and grantors, JPMorgan, N.A., as administrative agent, and the lenders party thereto.
+Added: August 6, 2020
Subsidiaries of Insight Enterprises, Inc.
8 unchanged sentences
Breard dated February 6, 2021
−Removed: Power of Attorney for Catherine Courage dated February 11, 2020
−Removed: Power of Attorney for Anthony A.
−Removed: Ibarguen dated February 11, 2020
−Removed: Power of Attorney for Kathleen S.
−Removed: Pushor dated February 11, 2020
−Removed: Power of Attorney for Girish Rishi dated February 4, 2020
−Removed: Certification of Chief Executive Officer Pursuant to Securities and Exchange Act Rule 13a-14
−Removed: Certification of Chief Financial Officer Pursuant to Securities and Exchange Act Rule 13a-14
INSIGHT ENTERPRISES, INC.
5 unchanged sentences
Filed/Furnished
+Added: Power of Attorney for Catherine Courage dated February 5, 2021
+Added: Power of Attorney for Anthony A.
+Added: Ibargüen dated February 5, 2021
+Added: Power of Attorney for Kathleen S.
+Added: Pushor dated February 5, 2021
+Added: Power of Attorney for Girish Rishi dated February 12, 2021
+Added: Certification of Chief Executive Officer Pursuant to Securities and Exchange Act Rule 13a-14
+Added: Certification of Chief Financial Officer Pursuant to Securities and Exchange Act Rule 13a-14
Certification of Chief Executive Office and Chief Financial Officer Pursuant to 18 U.S.C.
6 unchanged sentences
Inline XBRL Taxonomy Extension Presentation Linkbase Document
+Added: INSIGHT ENTERPRISES, INC.
+Added: EXHIBITS TO FORM 10-K (continued)
+Added: YEAR ENDED DECEMBER 31, 2019
+Added: Commission File No.
+Added: Incorporated by Reference
+Added: Exhibit Description
+Added: Filed/Furnished
Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101)
4 unchanged sentences
Armstrong, Rachael A.
−Removed: Bertrandt, Linda Breard, Glynis A.
+Added: Bertrandt Crump, Linda Breard, Glynis A.
Bryan, Catherine Courage, Samuel C.
Cowley, Timothy A.
−Removed: Crown, Steven W.
−Removed: Dodenhoff, Wolfgang Ebermann, Anthony A.
+Added: Crown, Wolfgang Ebermann, Anthony A.
Ibargüen, Helen K.
Johnson, Kenneth T.
−Removed: Lamneck, Kathleen S.
+Added: Lamneck, Joyce Mullen, Kathleen S.
Pushor, Girish Rishi and Jeffery Shumway.
20 unchanged sentences
/s/ Rachael A.
+Added: Bertrandt Crump
Global Corporate Controller
February 16, 2021
+Added: Bertrandt Crump
(principal accounting officer)
18 unchanged sentences
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.