What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-07-02 compared with 2026-04-02 · 118 added, 116 removed, 291 unchanged (45% of the section changed)

1 unchanged sentence

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and related Notes included elsewhere in this Report.

All financial data included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations section are in thousands, except as otherwise indicated.

Amounts in certain tables may not add or compute due to rounding.

34 unchanged sentences

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

We group our Hyve Solutions business offerings into two service offerings, Manufacturing and Supply Chain Services.

Manufacturing primarily provides Original Design Manufacturing (“ODM”) and Contract Manufacturing (“CM”).

Supply Chain Services primarily provides data center support, supply continuity and integrated supply chain orchestration.

Our business is characterized by low gross profit as a percentage of revenue, or gross margin, and low operating income as a percentage of revenue, or operating margin.

13 unchanged sentences

The following table sets forth, for the indicated periods, data as percentages of total revenue:

Three Months Ended

Three Months Ended Six Months Ended

Consolidated Statements of Operations Data:

February 28, 2026 February 28, 2025

May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025

Revenue 100.00 % 100.00 % 100.00 % 100.00 %

11 unchanged sentences

• Revenue in constant currency, which is revenue adjusted for the translation effect of foreign currencies so that certain financial results can be viewed without the impact of fluctuations in foreign currency exchange rates, thereby facilitating period-to-period comparisons of our business performance.

Revenue in constant currency is calculated by translating the revenue for the three months ended February 28, 2026 in the billing currency using the comparable prior period currency conversion rate.

Revenue in constant currency is calculated by translating the revenue for the three and six months ended May 31, 2026 in the billing currency using the comparable prior period currency conversion rate.

Generally, when the dollar either strengthens or weakens against other currencies, the growth at constant currency rates will be higher or lower than growth reported at actual exchange rates.

3 unchanged sentences

• Non-GAAP operating margin, which is non-GAAP operating income, as defined above, divided by revenue.

• Non-GAAP net income, which is net income, adjusted to exclude acquisition, integration and restructuring costs, amortization of intangible assets, share-based compensation expense, a realized gain upon sale of certain equity securities ("gain on investments") and income taxes related to the aforementioned items.

• Non-GAAP net income, which is net income, adjusted to exclude acquisition, integration and restructuring costs, amortization of intangible assets, share-based compensation expense, realized gains upon sale of certain equity securities ("gain on investments") and income taxes related to the aforementioned items.

• Non-GAAP diluted earnings per common share (“EPS”), which is diluted EPS excluding the per share impact of acquisition, integration and restructuring costs, amortization of intangible assets, share-based compensation expense, gain on investments and income taxes related to the aforementioned items.

12 unchanged sentences

Given the variety and timing of awards and the subjective assumptions that are necessary when calculating share-based compensation expense, we believe this additional information allows investors to make additional comparisons between our operating results from period to period.

Gain on investments includes a benefit recorded in other income (expense), net during the first quarter of fiscal 2026 resulting from a realized gain upon sale of certain equity securities.

Gain on investments includes benefits recorded in other income (expense), net during the first and second quarters of fiscal 2026 resulting from realized gains upon sale of certain equity securities.

We believe that providing this additional information is useful to the reader to better assess and understand our base operating performance, especially when comparing results with previous periods and for planning and forecasting in future periods, primarily because management typically monitors the business adjusted for these items in addition to GAAP results.

2 unchanged sentences

These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures and should be used as a complement to, and in conjunction with data presented in accordance with GAAP.

Three Months Ended February 28, 2026 and 2025:

The following table summarizes our revenue and change in revenue by reportable segment for the three months ended February 28, 2026 and 2025:

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Revenue in constant currency (in thousands)

Three and Six Months Ended May 31, 2026 and 2025:

The following table summarizes our revenue and change in revenue by reportable segment for the three and six months ended May 31, 2026 and 2025:

Three Months Ended Six Months Ended

Revenue in constant currency May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %

17 unchanged sentences

Revenue in constant currency $ 2,965,563 $ 1,989,545 49.1 % $ 5,116,559 $ 3,722,102 37.5 %

Three Months Ended February 28, 2026 versus February 28, 2025

Revenue and revenue in constant currency increased by $2.6 billion and $1.9 billion, respectively.

The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios as well as growth in Hyve Solutions, partially offset by a greater percentage of our sales being presented on a net basis due to the mix of products sold, which negatively impacted our revenue growth compared to the prior period by approximately 6%.

• Three Months and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $4.6 billion and $4.3 billion, respectively, during the three months ended May 31, 2026 and $7.3 billion and $6.3 billion, respectively, during the six months ended May 31, 2026.

The impact of changes in foreign currencies is primarily due to the strengthening of the euro against the U.S.

Americas distribution

Revenue and revenue in constant currency increased by $702.9 million and $658.0 million, respectively.

The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions portfolios in the region, partially offset by a greater percentage of our sales being presented on a net basis due to the mix of products sold, which negatively impacted our revenue growth compared to the prior period by approximately 1%.

• Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $2.1 billion and $2.0 billion, respectively, during the three months ended May 31, 2026 and $2.8 billion and $2.7 billion, respectively during the six months ended May 31, 2026.

The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions portfolios in the region, along with a greater percentage of our sales being presented on a gross basis due to the mix of products sold, which positively impacted our revenue growth compared to the prior period by approximately 6% and 3%, respectively.

The impact of changes in foreign currencies is primarily due to the strengthening of the Canadian dollar against the U.S.

Europe distribution

Revenue and revenue in constant currency increased by $1.3 billion and $607.4 million, respectively.

• Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $1.4 billion and $1.1 billion, respectively, during the three months ended May 31, 2026 and $2.6 billion and $1.7 billion, respectively during the six months ended May 31, 2026.

The impact of changes in foreign currencies is primarily due to the strengthening of the euro against the U.S.

APJ distribution

Revenue and revenue in constant currency increased by $229.2 million and $237.1 million, respectively.

The increases are driven by growth in both our Endpoint Solutions and Advanced Solutions portfolios in the region, partially offset by a greater percentage of our sales being presented on a net basis due to the mix of products sold, which negatively impacted our revenue growth compared to the prior period by approximately 1%.

The impact of changes in foreign currencies is primarily due to the weakening of the Indian rupee against the U.S.

• Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $226.5 million and $261.6 million, respectively, during the three months ended May 31, 2026 and $455.7 million and $498.7 million, respectively, during the six months ended May 31, 2026.

The impact of changes in foreign currencies is primarily due to the weakening of the Indian rupee and the Japanese yen against the U.S.

Hyve Solutions

Revenue and revenue in constant currency both increased by $418.4 million.

The increases are driven by growth in manufacturing and assembly sales as well as supply chain services, partially offset by a greater percentage of our sales being presented on a net basis due to a higher mix of sales under arrangements which operate under a customer-owned procurement model, which negatively impacted our revenue growth compared to the prior period by approximately 71%.

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Gross profit & gross margin - Consolidated (in thousands)

• Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency both increased by $976.0 million during the three months ended May 31, 2026 and $1.4 billion during the six months ended May 31, 2026, respectively.

The increases are driven by growth in Manufacturing sales as well as Supply Chain Services, partially offset by a greater percentage of our sales being presented on a net basis due to a higher mix of sales under arrangements which operate under a customer-owned procurement model, which negatively impacted our revenue growth compared to the prior period by approximately 68% and 70%, respectively.

Three Months Ended Six Months Ended

Gross profit & gross margin - Consolidated May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %

2 unchanged sentences

Our gross margin is affected by a variety of factors, including competition, selling prices, mix of products, the percentage of revenue that is presented on a net basis, product costs along with rebate and discount programs from our suppliers, reserves or settlement adjustments, freight costs, inventory losses and fluctuations in revenue.

Three Months Ended February 28, 2026 versus February 28, 2025

• Gross profit increased primarily due to the increase in revenue due to growth in our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions, along with the increase in gross margin.

Three Months Ended May 31, 2026 versus May 31, 2025

• Gross profit increased primarily due to the increase in revenue due to growth in our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions where both Manufacturing and Supply Chain Services experienced growth.

The impact of changes in foreign currencies had a favorable impact on gross profit of approximately $19 million.

• Gross margin increased primarily due to the presentation of additional revenues on a net basis due to the mix of products sold, which positively impacted our gross margin by approximately 37 basis points, as well as margin expansion in our Advanced Solutions and Endpoint Solutions distribution portfolios.

• Gross margin decreased primarily due to product mix in Hyve Solutions, partially offset by the impact of the presentation of additional revenue on a net basis primarily in our Hyve Solutions portfolio which positively impacted our gross margin by approximately 12 basis points.

Six Months Ended May 31, 2026 versus May 31, 2025

The impact of changes in foreign currencies had a favorable impact on gross profit of approximately $66 million.

• Gross margin increased primarily due to the presentation of additional revenues on a net basis primarily in our Hyve Solutions portfolio, which positively impacted our gross margin by approximately 24 basis points, partially offset by a decline in Hyve Solutions margins due to product mix.

Selling, General and Administrative ("SG&A") Expenses

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

(in thousands)

Three Months Ended Six Months Ended

May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Gross profit $ 1,339,461 $ 1,046,373 28.0 % $ 2,591,607 $ 2,044,379 26.8 %

8 unchanged sentences

Our SG&A expenses consist primarily of personnel costs such as salaries, commissions, bonuses, share-based compensation and temporary personnel costs.

SG&Aexpenses also include amortization of our intangible assets, cost of warehouses, delivery centers and other non-integration facilities, depreciation on certain of our capital equipment, IT expenses, credit costs including bad debt expense, legal and professional fees, travel and entertainment, and non-income taxes.

Three Months Ended February 28, 2026 versus February 28, 2025

• SG&A expenses and adjusted SG&A expenses increased primarily due to higher personnel costs, along with the impact of changes in foreign currencies, which had an unfavorable impact of approximately $35 million.

• SG&A expenses as a percentage of gross profit and adjusted SG&A expenses as a percentage of gross profit decreased due to our increase in gross profit from growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios as well as in Hyve Solutions, along with gross margin expansion in our Advanced Solutions and Endpoint Solutions distribution portfolios, partially offset by higher personnel costs.

SG&A expenses also include amortization of our intangible assets, cost of warehouses, delivery centers and other non-integration facilities, depreciation on certain of our capital equipment, IT expenses, credit costs including bad debt expense, legal and professional fees, travel and entertainment, and non-income taxes.

Three and Six Months Ended May 31, 2026 versus May 31, 2025

• SG&A expenses and adjusted SG&A expenses increased primarily due to higher personnel costs, higher credit costs, and the impact of changes in foreign currencies, which had an unfavorable impact of approximately $15 million and $48 million for the three and six months ended May 31, 2026, respectively.

• SG&A expenses as a percentage of gross profit and adjusted SG&A expenses as a percentage of gross profit decreased due to our increase in gross profit from growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions, partially offset by higher personnel and credit costs.

Operating Income

The following tables provide an analysis of operating income and non-GAAP operating income on a consolidated and reportable segment basis as well as a reconciliation of operating income to non-GAAP operating income on a consolidated and reportable segment basis for the three months ended February 28, 2026 and 2025:

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Operating income & operating margin - Consolidated (in thousands)

Three Months Ended Six Months Ended

Operating income & operating margin - Consolidated May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %

7 unchanged sentences

Non-GAAP operating margin 3.14 % 2.77 % 3.28 % 2.76 %

Consolidated - Three Months Ended February 28, 2026 versus February 28, 2025

• Operating income and non-GAAP operating income increased primarily due to an increase in revenue, along with

gross margin expansion in our Advanced Solutions and Endpoint Solutions distribution portfolios, partially offset by higher personnel costs.

• Operating margin and non-GAAP operating margin increased primarily due to the increase in gross margin, including impacts from the presentation of additional revenues on a net basis due to the mix of products sold, which positively impacted our operating margin and non-GAAP operating margin by approximately 14 and 18 basis points, respectively, along with increased operating leverage resulting from the increase in revenue.

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Operating income & operating margin - Americas distribution (in thousands)

Consolidated - Three and Six Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased primarily due to an increase in revenue, partially offset by higher personnel costs and higher credit costs.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, along with impacts from the presentation of additional revenues on a net basis due to the mix of products sold.

The presentation of additional revenues on a net basis positively impacted our operating margin and non-GAAP operating margin by approximately 5 and 6 basis points, respectively, during the three months ended May 31, 2026, and 10 and 11 basis points, respectively, during the six months ended May 31, 2026.

Three Months Ended Six Months Ended

Operating income & operating margin - Americas distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 9,545,327 $ 7,486,566 27.5 % $ 17,318,769 $ 14,557,098 19.0 %

7 unchanged sentences

Non-GAAP operating margin 3.11 % 3.08 % 3.16 % 2.85 %

Americas distribution - Three Months Ended February 28, 2026 versus February 28, 2025

• Operating income and non-GAAP operating income increased, primarily due to revenue growth and gross margin expansion in both our Advanced Solutions and Endpoint Solutions portfolios, partially offset by higher personnel costs.

• Operating margin and non-GAAP operating margin increased primarily due to the increase in gross margin, along with increased operating leverage resulting from the increase in revenue.

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Operating income & operating margin - Europe distribution (in thousands)

Americas distribution - Three and Six Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased, primarily due to revenue growth, partially offset by higher personnel costs and higher credit costs.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, partially offset by impacts from the presentation of additional revenues on a gross basis due to the mix of products sold.

The presentation of additional revenues on a gross basis negatively impacted our operating margin and non-GAAP operating margin by approximately 12 and 15 basis points, respectively, during the three months ended May 31, 2026, and 6 and 7 basis points, respectively, during the six months ended May 31, 2026.

Three Months Ended Six Months Ended

Operating income & operating margin - Europe distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 6,043,771 $ 4,676,539 29.2 % $ 12,280,943 $ 9,634,795 27.5 %

7 unchanged sentences

Non-GAAP operating margin 1.82 % 1.46 % 2.10 % 1.81 %

Europe distribution - Three Months Ended February 28, 2026 versus February 28, 2025

• Operating income and non-GAAP operating income increased primarily due to an increase in revenue in both our Advanced Solutions and Endpoint Solutions portfolios, along with the favorable impact of changes in foreign currencies, partially offset by higher personnel costs.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue.

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Operating income & operating margin - APJ distribution (in thousands)

Europe distribution - Three and Six Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased primarily due to an increase in revenue, along with an increase in gross margin in our Endpoint Solutions portfolio in the region, partially offset by higher personnel costs and by a decrease in gross margin in our Advanced Solutions portfolio in the region.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, partially offset by the effects of a greater percentage of our revenue being presented on a gross basis due to the mix of products sold, which negatively impacted our operating margin and non-GAAP operating margin by approximately 7 and 10 basis points during the three months ended May 31, 2026, and by 4 and 6 basis points during the six months ended May 31, 2026, respectively.

Three Months Ended Six Months Ended

Operating income & operating margin - APJ distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 1,020,152 $ 793,665 28.5 % $ 2,019,740 $ 1,564,027 29.1 %

7 unchanged sentences

Non-GAAP operating margin 2.67 % 2.45 % 2.95 % 2.06 %

APJ distribution - Three Months Ended February 28, 2026 versus February 28, 2025

• Operating income and non-GAAP operating income increased primarily due to revenue growth and gross margin expansion in both our Advanced Solutions and Endpoint Solutions portfolios.

• Operating margin and non-GAAP operating margin increased primarily due to the increase in gross margin, along with increased operating leverage resulting from the increase in revenue.

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

Operating income & operating margin - Hyve Solutions (in thousands)

APJ distribution - Three Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased primarily due to revenue growth, partially offset by higher personnel costs.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue.

APJ distribution - Six Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased primarily due to revenue growth, partially offset by higher personnel costs.

• Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, along with an increase in gross margin.

Three Months Ended Six Months Ended

Operating income & operating margin - Hyve Solutions May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Revenue $ 2,965,563 $ 1,989,545 49.1 % $ 5,116,559 $ 3,722,102 37.5 %

5 unchanged sentences

Non-GAAP operating margin 6.10 % 4.82 % 6.64 % 5.15 %

Hyve Solutions - Three Months Ended February 28, 2026 versus February 28, 2025

• Operating income and non-GAAP operating income increased primarily due to strong growth in manufacturing and assembly sales, as well as supply chain services.

• Operating margin and non-GAAP operating margin increased primarily due to a greater percentage of our sales being presented on a net basis due to a higher mix of sales under arrangements which operate under a customer-owned procurement model, which positively impacted our operating margin and non-GAAP operating margin by approximately 262 and 268 basis points, respectively.

Hyve Solutions - Three and Six Months Ended May 31, 2026 versus May 31, 2025

• Operating income and non-GAAP operating income increased primarily due to strong growth in Manufacturing as well as Supply Chain Services.

This positively impacted our operating margin and non-GAAP operating margin by approximately 189 and 190 basis points, respectively, for the three months ended May 31, 2026, and 220 and 223 basis points, respectively, for the six months ended May 31, 2026.

Interest Expense and Finance Charges, Net

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

(in thousands)

Three Months Ended Six Months Ended

May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Interest expense and finance charges, net $ 97,841 $ 89,982 8.7 % $ 184,375 $ 177,862 3.7 %

1 unchanged sentence

Amounts recorded in interest expense and finance charges, net, consist primarily of interest expense on our Senior Notes, our lines of credit, our accounts receivable securitization facility and our term loans, and fees associated with the sale of accounts receivable, partially offset by income earned on our cash investments.

Three Months Ended February 28, 2026 versus February 28, 2025

Interest expense and finance charges, net slightly decreased, primarily driven by lower average interest rates, partially offset by increased costs associated with the sale of accounts receivable due to higher volumes of sold receivables.

Accounts receivable discount fees for these programs totaled $20.8 million and $12.0 million in the three months ended February 28, 2026 and 2025, respectively.

Three and Six Months Ended May 31, 2026 versus May 31, 2025

Interest expense and finance charges, net increased, primarily driven by increased costs associated with the sale of accounts receivable due to higher volumes of sold receivables.

Accounts receivable discount fees for these programs totaled $23.4 million and $13.5 million in the three months ended May 31, 2026 and 2025, respectively, and $44.2 million and $25.5 million in the six months ended May 31, 2026 and 2025, respectively.

This impact was partially offset by lower average interest rates.

Other Income (Expense), Net

Three Months Ended

February 28, 2026 February 28, 2025 Change in Dollars

(in thousands)

Three Months Ended Six Months Ended

May 31, 2026 May 31, 2025 Change in Dollars May 31, 2026 May 31, 2025 Change in Dollars

Other income (expense), net $ 8,412 $ (79) $ 8,491 $ 27,994 $ (1,775) $ 29,769

1 unchanged sentence

Amounts recorded as other income (expense), net include foreign currency transaction gains and losses on certain financing transactions and the related derivative instruments used to hedge such financing transactions, the cost of hedging, investment gains and losses, and other non-operating gains and losses, such as settlements received from class action lawsuits.

Three Months Ended February 28, 2026 versus February 28, 2025

Other income (expense), net improved primarily due to a $22.4 million gain recognized on sale of an investment in equity securities during the three months ended February 28, 2026.

Three and Six Months Ended May 31, 2026 versus May 31, 2025

Other income (expense), net improved primarily due to gains recognized on sales of investments in equity securities of $10.8 million and $33.1 million during the three and six months ended May 31, 2026, respectively.

Provision for Income Taxes

Three Months Ended

February 28, 2026 February 28, 2025 Percent Change

(in thousands)

Three Months Ended Six Months Ended

May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change

Provision for income taxes $ 95,845 $ 53,157 80.3 % $ 191,338 $ 100,503 90.4 %

2 unchanged sentences

Income taxes for the interim periods presented have been included in the accompanying Consolidated Financial Statements on the basis of an estimated annual effective tax rate.

Three Months Ended February 28, 2026 versus February 28, 2025

Three Months Ended May 31, 2026 versus May 31, 2025

Income tax expense increased primarily due to higher income during the period.

The effective tax rate was relatively flat due to an increase related to the relative mix of earnings within the taxing jurisdictions in which we operate, offset by a valuation allowance release resulting from the sale of investments in equity securities.

Six Months Ended May 31, 2026 versus May 31, 2025

Income tax expense increased primarily due to higher income during the period and a slightly higher effective tax rate.

2 unchanged sentences

The following tables present net income and diluted EPS as well as a reconciliation of our most comparable GAAP measures to the related non-GAAP measures presented:

Three Months Ended

February 28, 2026 February 28, 2025

Three Months Ended Six Months Ended

Net income - Consolidated

(in thousands)

May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025

$ 334,088 $ 184,921 $ 661,003 $ 352,458

5 unchanged sentences

Non-GAAP net income $ 390,424 $ 250,517 $ 772,991 $ 487,888

Three Months Ended

February 28, 2026 February 28, 2025

Three Months Ended Six Months Ended

May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025

Diluted EPS (1)

9 unchanged sentences

(1) Diluted EPS is calculated using the two-class method.

Unvested restricted stock awards granted to employees are considered participating securities.

For purposes of calculating diluted EPS, net income allocated to participating securities was approximately 0.9 % of net income for both periods presented.

Unvested restricted stock awards granted to employees, as well as vested but unexercised common stock warrants, are considered participating securities.

For purposes of calculating diluted EPS, net income allocated to participating securities was approximately 0.9 % of net income for all periods presented.

Liquidity and Capital Resources

1 unchanged sentence

Three Months Ended

February 28, 2026 November 30, 2025 February 28, 2025

(currency in thousands)

May 31, 2026 November 30, 2025 May 31, 2025

Days sales outstanding ("DSO")

18 unchanged sentences

We calculate CCC as days of the last fiscal quarter’s revenue outstanding in accounts receivable plus days of supply on hand in inventory, less days of the last fiscal quarter’s cost of revenue outstanding in accounts payable.

• CCC was 23 days as of February 28, 2026, and 16 and 27 days as of November 30, 2025 and February 28, 2025, respectively.

• CCC increased as compared to November 30, 2025 primarily due to an increase in our DIO as inventory balances increased primarily to support growth in our business, partially offset by an increase in our DPO due to a corresponding increase in our accounts payable.

• CCC decreased compared to February 28, 2025, primarily due to an increase in our DPO due to a large increase in accounts payable related to increased inventory purchases to support growth in our business, partially offset by the corresponding increase in our DIO due to an increase in inventory balances, along with an increase in our DSO due to timing of cash receipts related to the growth in revenue.

• CCC was 24 days as of May 31, 2026, and 16 and 23 days as of November 30, 2025 and May 31, 2025, respectively.

• CCC increased as compared to both November 30, 2025 and May 31, 2025 primarily due to an increase in our DIO as inventory balances increased primarily to support growth in our business, partially offset by an increase in our DPO due to a corresponding increase in our accounts payable.

To increase our market share and better serve our customers, we may further expand our operations through investments or acquisitions.

1 unchanged sentence

These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, additional borrowings, or the issuance of securities.

Operating Activities - Three Months Ended February 28, 2026 versus February 28, 2025

Net cash used in operating activities was $895.9 million and $748.0 million, respectively.

Operating Activities - Six Months Ended May 31, 2026 versus May 31, 2025

Net cash used in operating activities was $1.2 billion and $174.8 million, respectively.

The increase in net cash used in operating activities was primarily due to a larger increase in inventory to support growth in our business, along with a year-over-year increase in accounts receivable due to the current year sales growth.

These impacts were partially offset by a year-over-year increase in accounts payable correlated with the increase in inventory, along with the increase in net income.

Investing Activities - Three Months Ended February 28, 2026 versus February 28, 2025

Investing Activities - Six Months Ended May 31, 2026 versus May 31, 2025

Net cash used in investing activities was $65.5 million and $71.1 million, respectively.

The decrease in net cash used in investing activities is primarily due to cash received on the sale of an investment in equity securities of $29.9 million, along with a decrease in capital expenditures of $8.4 million.

Financing Activities - Three Months Ended February 28, 2026 versus February 28, 2025

Net cash provided by financing activities was $7.6 million and $288.6 million, respectively.

The decrease in net cash provided by financing activities is primarily due to a decrease in net short-term borrowings to fund working capital requirements of $308.0 million, partially offset by a net decrease in payments for share repurchases of $20.8 million.

The decrease in net cash used in investing activities is primarily due to cash received on the sale of investments in equity securities of $42.7 million, partially offset by an increase in capital expenditures of $28.2 million.

Financing Activities - Six Months Ended May 31, 2026 versus May 31, 2025

Net cash used in financing activities was $131.9 million and $126.6 million, respectively.

The increase in net cash used in financing activities is primarily due to a decrease in net short-term borrowings to fund working capital requirements of $70.2 million, partially offset by a net decrease in payments for share repurchases of $57.2 million.

We believe our current cash balances, cash flows from operations and credit availability are sufficient to support our operating activities for at least the next twelve months.

Capital Resources

Our cash and cash equivalents totaled $1.6 billion and $2.4 billion as of February 28, 2026 and November 30, 2025, respectively.

Our cash and cash equivalents held by international subsidiaries are no longer subject to U.S.

Our cash and cash equivalents totaled $1.1 billion and $2.4 billion as of May 31, 2026 and November 30, 2025, respectively.

Our cash and cash equivalents held by international subsidiaries are generally no longer subject to U.S.

federal tax on repatriation into the U.S.

15 unchanged sentences

There were no amounts outstanding under the U.S.

AR Arrangement or the TD SYNNEX Revolving Credit Facility at February 28, 2026 or November 30, 2025.

AR Arrangement or the TD SYNNEX Revolving Credit Facility at May 31, 2026 or November 30, 2025.

As amended, the TD SYNNEX Revolving Credit Facility will mature on April 16, 2029, subject, in the lender's discretion, to two one-year extensions upon our prior notice to the lenders.

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The 2024 Term Loan will mature on September 1, 2027.

We have various other committed and uncommitted lines of credit with financial institutions, short-term loans, term loans, credit facilities and book overdraft facilities, totaling approximately $831.3 million in borrowing capacity as of February 28, 2026.

We have various other committed and uncommitted lines of credit with financial institutions, short-term loans, term loans, credit facilities and book overdraft facilities, totaling approximately $856.5 million in borrowing capacity as of May 31, 2026.

Our borrowings on these facilities vary within the period primarily based on changes in our working capital.

There was $429.2 million outstanding on these facilities at February 28, 2026, at a weighted average interest rate of 5.98%, and there was $319.3 million outstanding on these facilities at November 30, 2025, at a weighted average interest rate of 5.72%.

There was $426.0 million outstanding on these facilities at May 31, 2026, at a weighted average interest rate of 6.92%, and there was $319.3 million outstanding on these facilities at November 30, 2025, at a weighted average interest rate of 5.72%.

Historically, we have renewed our accounts receivable securitization program and our parent company credit facilities on, or prior to, their respective expiration dates.

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We have had similar borrowing arrangements with various financial institutions throughout our years as a public company.

We had total outstanding borrowings of approximately $4.7 billion and $4.6 billion as of February 28, 2026 and November 30, 2025, respectively.

Our outstanding borrowings include Senior Notes of $3.6 billion as of both February 28, 2026 and November 30, 2025, and the 2024 Term Loan of $0.8 billion as of both February 28, 2026 and November 30, 2025.

We had total outstanding borrowings of approximately $4.7 billion and $4.6 billion as of May 31, 2026 and November 30, 2025, respectively.

Our outstanding borrowings include Senior Notes of $3.6 billion as of both May 31, 2026 and November 30, 2025, and the 2024 Term Loan of $750.0 million as of both May 31, 2026 and November 30, 2025.

For additional information on our borrowings, see Note 9 – Borrowings to the Consolidated Financial Statements included in Part I, Item 1 of this Report.

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In addition, certain of these programs also require that we continue to service, administer and collect the sold accounts receivable.

At February 28, 2026 and November 30, 2025, we had a total of $2.0 billion and $1.8 billion, respectively, of trade accounts receivable sold to and held by financial institutions under these programs.

Discount fees for these programs totaled $20.8 million and $12.0 million in the three months ended February 28, 2026 and 2025, respectively.

At May 31, 2026 and November 30, 2025, we had a total of $2.3 billion and $1.8 billion, respectively, of trade accounts receivable sold to and held by financial institutions under these programs.

Discount fees for these programs totaled $23.4 million and $44.2 million in the three and six months ended May 31, 2026, respectively, and $13.5 million and $25.5 million in the three and six months ended May 31, 2025, respectively.

Supplier Finance Programs

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However, we agree to make all payments to the third-party financial institutions, and our right to offset balances due from vendors against payment obligations is restricted by the agreements for those payment obligations that have been sold by the respective vendors.

As of February 28, 2026 and November 30, 2025, we had $3.4 billion and $3.7 billion, respectively, in obligations outstanding under these programs included in "Accounts payable" in our Consolidated Balance Sheets.

As of May 31, 2026 and November 30, 2025, we had $3.8 billion and $3.7 billion, respectively, in obligations outstanding under these programs included in "Accounts payable" in our Consolidated Balance Sheets.

Share Repurchase Program

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This share repurchase authorization does not have an expiration date.

We repurchased 512 thousand shares of common stock for $79.7 million in the three months ended February 28, 2026, and 707 thousand shares for $100.5 million during the three months ended February 28, 2025, respectively.

As of February 28, 2026, we had $1.1 billion available for future repurchases of our common stock.

We repurchased 583 thousand shares of common stock for $112.4 million and 1.1 million shares for $192.1 million in the three and six months ended May 31, 2026, respectively, and 1.4 million shares for $148.8 million and 2.1 million shares for $249.3 million during the three and six months ended May 31, 2025, respectively.

As of May 31, 2026, we had $1.0 billion available for future repurchases of our common stock.

For additional information on our share repurchase program, see Note 4 – Stockholders' Equity to the Consolidated Financial Statements included in Part I, Item 1 of this Report.

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Our credit facilities have a number of covenants and restrictions that require us to maintain specified financial ratios.

They also limit our (or our subsidiaries', as applicable) ability to incur additional debt or liens, enter into agreements with affiliates, modify the nature of our business, and merge or conso lidate.

As of February 28, 2026, we were in compliance with all material financial covenants for the above arrangements.

As of May 31, 2026, we were in compliance with all material financial covenants for the above arrangements.

Critical Accounting Policies and Estimates

During the three months ended February 28, 2026, there were no material changes to our critical accounting policies and estimates previously disclosed in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025.

During the six months ended May 31, 2026, there were no material changes to our critical accounting policies and estimates previously disclosed in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025.

Recently Issued Accounting Pronouncements

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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-Q

Item 2. Management’s Discussion and Analysis