What changed in this filing

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Item 1. Business

2025-01-24 compared with 2024-01-26 · 54 added, 74 removed, 255 unchanged (33% of the section changed)

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We also design and deliver purpose-built server, storage and networking solutions for the hyperscale infrastructure market.

On March 22, 2021, we entered into an agreement and plan of merger (the “Merger Agreement”) which provided that legacy SYNNEX Corporation would acquire legacy Tech Data Corporation, a Florida corporation (“Tech Data”) through a series of mergers, which would result in Tech Data becoming an indirect subsidiary of TD SYNNEX Corporation (collectively, the "Merger").

On September 1, 2021, pursuant to the terms of the Merger Agreement, we acquired all the outstanding shares of common stock of Tiger Parent (AP) Corporation, the parent corporation of Tech Data, for consideration of $1.6 billion in cash ($1.1 billion in cash after giving effect to a $500.0 million equity contribution by Tiger Parent Holdings, L.P., Tiger Parent (AP) Corporation’s sole stockholder and an affiliate of Apollo Global Management, Inc., to Tiger Parent (AP) Corporation prior to the effective time of the Merger) and 44 million shares of common stock of SYNNEX valued at approximately $5.6 billion.

Our chief executive officer, who is also our chief operating decision maker, has a leadership structure aligned with the geographic regions of the Americas, Europe and Asia-Pacific and Japan (“APJ”) and reviews and allocates resources based on these geographic regions.

As a result, we operate in three reportable segments based on our geographic regions:

the Americas, Europe and APJ.

For financial information by segment, refer to Note 1 2 – Segment Information, to the Consolidated Financial Statements in Item 8.

We operate in three reportable segments based on our geographic regions:

the Americas, Europe and Asia-Pacific and Japan ("APJ").

We have been in business since 1980 and have headquarters in both Clearwater, Florida and Fremont, California.

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We later reincorporated in the State of Delaware under the name of SYNNEX Corporation in October 2003.

The Merger was completed on September 1, 2021.

On October 22, 2021, as a result of the Merger we 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 our corporate name from SYNNEX Corporation to TD SYNNEX Corporation, effective November 3, 2021.

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Our global strategy is to deliver higher value by focusing on the following strategic priorities:

• Invest in high-growth technologies such as hybrid cloud, security, data analytics, artificial intelligence ("AI"), hyperscale infrastructure, and services.

• Invest in strategic technologies such as hybrid cloud, security, data analytics, artificial intelligence ("AI"), hyperscale infrastructure and services.

• Strengthen our end-to-end portfolio of products, services and solutions, including technology-as-a-service and recurring revenue models.

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Our Products and Suppliers

We offer a comprehensive catalog of more than 200,000 technology products (as measured by active SKU's) from more than 2,500 original equipment manufacturers (“OEM”), suppliers of traditional technologies such as personal computing devices, mobile phones and accessories, and high-growth technologies such as cloud, security, data/analytics, AI and hyperscale infrastructure.

We offer a comprehensive catalog of more than 200,000 technology products (as measured by active SKU's) from approximately 2,500 original equipment manufacturers (“OEM”), suppliers of traditional technologies such as personal computing devices, mobile phones and accessories, and strategic technologies such as cloud, security, data analytics, AI and hyperscale infrastructure.

This enables us to offer comprehensive solutions to our reseller and retail customers.

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Endpoint Solutions Portfolio:

• Our Endpoint Solutions portfolio primarily includes personal computing devices and peripherals, mobile phones and accessories, printers, supplies, and endpoint technology software.

• Our Endpoint Solutions portfolio primarily includes personal computing devices and peripherals, mobile phones and accessories, printers and supplies.

Advanced Solutions Portfolio:

• Our Advanced Solutions portfolio primarily includes data center technologies such as hybrid cloud, security, storage, networking, servers, advanced technology software and hyperscale infrastructure.

Our high-growth technologies solutions, along with our services offerings, span our Endpoint and Advanced Solutions portfolios.

• Our Advanced Solutions portfolio primarily includes data center technologies such as hybrid cloud, security, storage, networking, servers, software, converged and hyper-converged infrastructure and hyperscale infrastructure, via our Hyve business.

Our suppliers include leading IT systems, system components and peripherals, software, communications and security equipment, and networking equipment manufacturers.

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November 30, 2024 November 30, 2023 November 30, 2022

11 % 11 % N/A (1)

12 % 11 % 11 %

__________________

(1) Revenue generated from products purchased from this vendor was less than 10% of consolidated revenue during the period presented.

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The agreements are also generally short-term, subject to periodic renewal, and often contain provisions permitting termination by either our supplier or us without cause upon relatively short notice.

Conversely, our vendor agreements generally do not restrict us from selling similar products manufactured by competitors, nor do they require us to sell a specified quantity of product.

Our vendor agreements generally do not restrict us from selling similar products manufactured by competitors, nor do they require us to sell a specified quantity of product.

As a result, we have the flexibility to terminate or curtail sales of one product line in favor of another due to technological change, pricing considerations, product availability, and customer demand or vendor distribution policies.

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We combine our core strengths in distribution with demand generation, supply chain management and design and integration solutions to help our customers achieve greater efficiencies in time to market, cost minimization, real-time linkages in the supply chain and aftermarket product support.

We also provide comprehensive IT solutions in key vertical markets such as government and healthcare and we provide specialized service offerings that increase efficiencies in the areas of global computing components, logistics services and supply chain management.

We also provide comprehensive IT solutions in key vertical markets such as government and healthcare, and specialized service offerings that increase efficiencies in the areas of global computing components, logistics services and supply chain management.

One customer accounted for 12%, 11% and 10% of our total revenue in fiscal years 2024, 2023 and 2022, respectively.

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We are highly dependent on the end-market demand for IT products, and on our partners’ strategic initiatives and business models.

This end-market demand is influenced by many factors including the introduction of new IT products and software by OEM suppliers, replacement cycles for existing IT products, trends toward cloud computing, overall economic growth and general business activity.

This end-market demand is influenced by many factors including the introduction of new IT products and software by OEM suppliers, replacement cycles for existing IT products, trends toward cloud computing and software-as-a-service arrangements, overall economic growth and general business activity.

A difficult and challenging economic environment may also lead to consolidation or decline in the IT industries and increased price-based competition.

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Our full turn-key service offering is modular in nature and is designed to cover all aspects of the logistics life cycle including, transportation management, inventory optimization, complementary product matching, reverse logistics, asset refurbishment and disposal and strategic procurement.

Depot Repair Services.

We provide scalable depot repair services delivered by certified engineers and technicians that enable OEMs to maintain productivity, participate in the circular economy, and reduce costs.

Our depot repair services cover the full spectrum of products so OEMs can provide their customers comprehensive repair services without needing to dedicate their own resources to the task.

Customer Management Services.

Our customer management services are designed to support sales ecosystems, including operations and customer success, financing, engineering, business intelligence, and IT training.

Using dedicated resources and an in-house data analytics team, we design customer-centric, distributor-neutral solutions that keep customers engaged so OEMs can expand their reach and capture additional revenue opportunities.

Cloud Services.

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Our end market strategy is to continue expanding internationally on a selective basis in order to provide our distribution capabilities to OEM suppliers in locations that meet their regional requirements.

Sales and cost concentrations in foreign jurisdictions subject us to various risks, including the impact of changes in the value of these foreign currencies relative to the United States Dollar, which in turn can impact reported sales.

See Note 12 – Segment Information to the Consolidated Financial Statements included in Item 8 of this Report for additional financial information related to international and domestic operations.

Sales and cost concentrations in foreign jurisdictions subject us to various risks, including the impact of changes in the value of these foreign currencies relative to the U.S.

dollar, which in turn can impact reported sales.

See Note 12 – Segment Information to the Consolidated Financial Statements included in Item 8 of this Report for financial information by segment.

Our operating results are affected by the seasonality of the IT products industry.

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Our purchasing group works closely with many areas of our organization, especially our product managers who work closely with our OEM suppliers and our sales force, to understand the volume and mix of IT products that should be purchased.

In addition, in certain locations the purchasing group utilizes an internally developed, proprietary information systems application that further aids in forecasting future product demand based on several factors, including historical sales levels, expected product life cycle and current and projected economic conditions.

In addition, depending on the business unit, the purchasing group utilizes either internally developed, proprietary information systems or commercial off-the-shelf applications that further aid in forecasting future product demand based on several factors, including historical sales levels, expected product life cycle and current and projected economic conditions.

We may also rely on our receipt of good-faith, non-binding customer forecasts.

We maintain EDI connections with our OEM suppliers to send purchase orders, receive purchase order status and receive notification once the product has shipped from our supplier.

We maintain electronic connections with our OEM suppliers to send purchase orders, receive purchase order status and receive notification once the product has shipped from our supplier.

Our information system also tracks warehouse and channel inventory levels and open purchase orders on a real-time basis enabling us to stock inventory at a regional level closer to the customer as well as to actively manage our working capital resources.

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The competitive environment in APJ is fragmented with market share spread among international distributors such as Ingram Micro, Inc.

and Westcon-Comstor as well as several regional distributors such as VSTECS Holdings Ltd., Synnex Technology International Corp.

(a separate entity from the Company) and Redington Group.

and Westcon-Comstor as well as several regional distributors such as VSTECS Holdings Ltd.

and Synnex Technology International Corp.

(a separate entity from the Company).

We also face competition from our OEM suppliers that sell directly to resellers, retailers and end-users.

The distribution industry has historically undergone, and continues to undergo, consolidation.

Over the years, a number of providers within the IT distribution industry exited or merged with other providers.

For example, during fiscal year 2017, we acquired the Westcon-Comstor Americas distribution business and Tech Data acquired the Technology Solutions operating group of Avnet Inc.

We have participated in this consolidation and expect to continue to assess opportunities.

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Human Capital Resources

As of November 30, 2023, we had approximately 23,000 full-time co-workers.

As of November 30, 2024, we had over 23,000 full-time co-workers.

Given the variability in our business and the quick response time required by customers, it is critical that we are able to rapidly ramp-up and ramp-down our operational capabilities to maximize efficiency.

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Our commitment to diversity and inclusion starts at the top with a highly skilled and diverse Board of Directors.

Women represent 31% of our Board of Directors including our chair of the board, 28% of our leadership at the director and above level, and 43% of our total co-worker base.

Women represent 40% of our Board of Directors including our chair of the board, 28% of our leadership at the employee director level and above, and 43% of our total co-worker base.

Additionally, 60% of our Board of Directors is ethnically diverse or gender diverse.

We are committed to increasing diversity in our workforce.

We aim to increase representation of people who identify as women to 50% of our co-worker base and 40% of our leadership roles by 2030, in addition to increasing representation of underrepresented groups by 2025.

Pay Equity or Total Rewards

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Our compensation programs, practices, and policies reflect our commitment to reward short- and long-term performance that aligns with, and drives, stockholder value.

Total direct compensation is generally positioned within a competitive range of the market median, with differentiation based on tenure, skills, proficiency, and performance to attract and retain key talent.

Total direct compensation is generally positioned within a competitive range of the market median, with differentiation based on performance, experience, tenure and skills to attract and retain key talent.

Co-worker Engagement

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In support of that commitment, in fiscal year 2023, we submitted near-term and long-term emissions-reduction targets to SBTi for validation.

SBTi approved these targets during fiscal year 2024.

We are committed to embedding a culture of sustainability across our organization, increasing our sustainability initiatives and supporting our customers and vendors.

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We have a Corporate Citizenship Steering Committee in place to help drive our strategy around these efforts in addition to multiple working groups that focus on areas such as the Circular Economy and Sustainable Transportation & Logistics.

We currently have over 40 Green Teams in place to support sustainability efforts at our locations globally.

Additional human capital and environmental information was included in our Corporate Citizenship Report which is available on our website.

Additional human capital and environmental information was included in our fiscal year 2023 Corporate Citizenship Report which is available on our website.

Information contained in our Corporate Citizenship Report and website is not deemed part of this Annual Report on Form 10-K.

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Name Age Position

Richard Hume 64 Chief Executive Officer

Dennis Polk 57 Hyve Solutions Executive

Michael Urban 59 President, Americas

Patrick Zammit 58 Chief Executive Officer

Marshall Witt 59 Chief Financial Officer

Patrick Zammit 57 Chief Operating Officer

Dennis Polk 58 Hyve Solutions Executive

David Vetter 65 Chief Legal Officer

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John Henry 50 Chief Accounting Officer

Richard Hume is our Chief Executive Officer .

Hume joined Tech Data in March 2016 as Executive Vice President, Chief Operating Officer.

In June 2018, Mr.

Hume was appointed as Chief Executive Officer of Tech Data and in September 2021 in conjunction with the Merger he was appointed as Chief Executive Officer of TD SYNNEX.

Prior to joining Tech Data, Mr.

Hume was employed for more than thirty years at International Business Machines Corporation ("IBM"), (NYSE:

IBM), a multinational computer hardware, middleware and software company.

Most recently, from January 2015 to February 2016, Mr.

Hume served as General Manager and Chief Operating Officer of Infrastructure and Outsourcing at IBM.

Prior to that position, from January 2012 to January 2015, Mr.

Hume served as General Manager, Europe where he led IBM’s multi-brand European organization.

From 2008 to 2011, Mr.

Hume served as General Manager, Global Business Partners, directing the growth and channel development initiatives for IBM’s Business Partner Channel.

Hume holds a Bachelor of Science degree in Accounting from Pennsylvania State University.

Dennis Polk has served as a member of our Board of Directors since February 2012 and as our Hyve Solutions Executive since September 2021.

Polk joined TD SYNNEX in 2002 and served as President and Chief Executive Officer of TD SYNNEX from March 2018 to September 2021.

Prior to that position, he served as Chief Operating Officer, Chief Financial Officer and Senior Vice President of Corporate Finance of TD SYNNEX.

In conjunction with the Merger in September 2021, Mr.

Polk was appointed as Executive Chair of the Board of Directors, and he served as Executive Chair until September 1, 2023.

Michael Urban is our President, Americas.

Urban joined TD SYNNEX in February 2019 and served as President, Worldwide Technology Solutions Distribution until the Merger.

Prior to joining TD SYNNEX, Mr.

Urban was employed by Tech Data from September 2012 until January 2019, most recently serving as Corporate Vice President of Strategy, Transformation, and Global Vendor Management.

Prior to Tech Data, Mr.

Urban served in progressive leadership roles including Chairman and Chief Executive Officer at Actebis Holding GmbH, an IT services company.

Urban received a Bachelor of Science degree in Engineering from Paderborn University in Germany.

Urban will be resigning as President, Americas effective as of March 1, 2024.

Marshall Witt is our Chief Financial Officer and has served in this capacity since April 2013.

Prior to joining TD SYNNEX, Mr.

Witt was Senior Vice President of Finance and Controller with FedEx Freight, Inc., a freight services company.

During his fifteen year tenure with FedEx Corporation (NYSE:

FDX), a multinational transportation, e-commerce and business services company, Mr.

Witt held progressive financial and operational roles.

Prior to FedEx Corporation, he held accounting and finance leadership positions including five years with KPMG LLP, a professional services firm, as an audit manager for banking and transportation clients.

Witt holds a Bachelor of Business Administration in Finance from Pacific Lutheran University and a Masters in Accounting from Seattle University and is a Certified Public Accountant.

Patrick Zammit is our Chief Operating Officer.

Zammit joined Tech Data in February 2017 as President, Europe through Tech Data’s acquisition of Avnet’s Technology Solutions business and served in this capacity until the Merger in September 2021 when he also assumed the role of President, APJ.

Zammit then served as President, Europe and APJ until his appointment as Chief Operating Officer, effective January 1, 2024.

Prior to this role, Mr.

Patrick Zammit is our Chief Executive Officer .

Zammit served as Chief Operating Officer until his appointment as Chief Executive Officer and as a member of our Board of Directors, effective September 1, 2024.

Prior to joining our company, Mr.

Zammit was employed for more than twenty years at Avnet, Inc (Nasdaq:

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Zammit holds a Masters in Business Administration equivalent from Paris Business School ESLSCA.

Marshall Witt is our Chief Financial Officer and has served in this capacity since April 2013.

Prior to joining TD SYNNEX, Mr.

Witt was Senior Vice President of Finance and Controller with FedEx Freight, Inc., a freight services company.

During his fifteen year tenure with FedEx Corporation (NYSE:

FDX), a multinational transportation, e-commerce and business services company, Mr.

Witt held progressive financial and operational roles.

Witt holds a Bachelor of Business Administration in Finance from Pacific Lutheran University and a Masters in Accounting from Seattle University and is a Certified Public Accountant.

Dennis Polk has served as a member of our Board of Directors since February 2012 and as our Hyve Solutions Executive since September 2021.

Polk joined TD SYNNEX in 2002 and served as President and Chief Executive Officer of TD SYNNEX from March 2018 to September 2021.

Prior to that position, he served as Chief Operating Officer, Chief Financial Officer and Senior Vice President of Corporate Finance of TD SYNNEX.

In conjunction with the Merger in September 2021, Mr.

Polk was appointed as Executive Chair of the Board of Directors, and he served as Executive Chair until September 1, 2023.

David Vetter is our Chief Legal Officer.

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John Henry is our Chief Accounting Officer.

Henry joined Tech Data in 2015 as the Vice President of Corporate Accounting and has served as Senior Vice President, Chief Accounting Officer since November 2020.

Henry joined Tech Data in 2015 as the Vice President of Corporate Accounting.

In November 2020, he was promoted to Senior Vice President, Chief Accounting Officer and, in conjunction with the Merger in September 2021, he assumed this role for TD SYNNEX.

Prior to joining Tech Data, Mr.

Henry served as a public accountant with both Arthur Andersen LLP and PricewaterhouseCoopers LLP, and as an accountant for DirecTV and AECOM (NYSE:

Henry is a graduate of California State University in Fresno with a degree in Accounting.

Henry is a Certified Public Accountant in the State of California and a graduate of California State University in Fresno with a degree in Accounting.

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