UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Emerging growth company
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 1, 2024, the Board of Directors (the “Board”) of DXC Technology Company (the “Company” or “DXC”) appointed Raul J. Fernandez as President and Chief Executive Officer of the Company, effective February 1, 2024. Mr. Fernandez has previously served as the Company’s Interim President and Chief Executive Officer since December 18, 2023. Mr. Fernandez will continue to serve on DXC’s Board.
Mr. Fernandez, age 57, has been a member of the Board since 2020. He serves as Vice Chairman and co-owner of Monumental Sports & Entertainment, a private partnership that owns some of Washington DC’s major sports franchises, including the National Hockey League’s Washington Capitals, the Women’s National Basketball Association’s Washington Mystics, the National Basketball Association’s Washington Wizards and Monumental Sports Network, a first-of-its-kind regional sports network for digital, mobile and over-the-top platforms. He also serves as a director of Broadcom, Inc., an Alternative Governor for the National Basketball Association’s Board of Governors, a Special Advisor to Carrick Capital Partners, a member of the Strategic Advisory Board of Volition Capital, and a director to several private companies.
| Item 7.01 | Regulation FD Disclosure. |
On February 1, 2024, the Company issued a press release regarding the matters discussed in Item 5.02. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
This information provided under this Item 7.01, including Exhibit 99.1, is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, if and to the extent such subsequent filing specifically references the information incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press Release issued on February 1, 2024 | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DXC TECHNOLOGY COMPANY | ||||
| Dated: February 1, 2024 | By: | /s/ Zafar A. Hasan | ||
| Name: | Zafar A. Hasan | |||
| Title: | Senior Vice President, Deputy General Counsel and Board Secretary | |||
Exhibit 99.1
DXC Technology Appoints Raul Fernandez as President and Chief Executive Officer
Fernandez Brings Extensive Technology Industry Experience and Deep Understanding of DXC’s Operations
ASHBURN, Va., February 1, 2024 - DXC Technology (NYSE: DXC), a leading Fortune 500 global technology services company, today announced that the Company’s Board of Directors unanimously appointed Raul Fernandez as its President and Chief Executive Officer, effective immediately. Fernandez, who was appointed Interim President and CEO in December 2023, has served as CEO of several successful companies prior to this role, and as a member of DXC’s Board of Directors since 2020.
“After a thoughtful evaluation of Fernandez’s leadership and operational expertise, as well as his deep knowledge of DXC from his time on the Board of Directors and as Interim CEO, the Board determined that he is the right leader to advance DXC’s strategic plan and position the company for long-term growth,” said David Herzog, Chairman of the Board. “Since Raul assumed the Interim role in December, the Board has seen firsthand his ability to build upon DXC’s successes, including with our trusted client relationships, while driving improved performance to best serve our customers, team members and investors over the long-term. The Board has full confidence in Raul’s ability to strengthen DXC’s position within the industry, support our transition from stability to profitable growth and drive value for our shareholders.”
“I am thrilled to be leading DXC as President and CEO,” said Fernandez. “I have long been impressed by the mission-critical and digital solutions that we provide to our clients, and the talented team of 131,000 DXC colleagues working to serve clients around the world. During my time on the Board and as Interim CEO, I have gained a deeper understanding of DXC’s operations and identified opportunities to enhance our geographic go-to-market execution, further strengthen our financial performance and create an environment to grow and develop talent. I am incredibly excited to continue working with our global DXC team and the Board to execute upon our existing growth strategy as we deliver value for our shareholders and clients.”
As a result of today’s announcement, the Board will suspend its previously announced CEO search process. DXC has also issued its third quarter of fiscal 2024 results and will discuss its financial results during its conference call and webcast at 5:00 p.m. EST.
About Raul Fernandez
Fernandez, who has been a DXC Board member since 2020, currently serves as Vice Chairman and co-owner of Monumental Sports & Entertainment, a private partnership that owns some of Washington DC’s major sports franchise, including the NHL’s Washington Capitals, the WNBA’s Washington Mystics, and the NBA’s Washington Wizards. The partnership also owns Monumental Sports Network, a first-of-its-kind regional sports network for digital, mobile and over-the-top (OTT) platforms.
He also currently serves as a director of Broadcom, Inc., an Alternative Governor for the NBA Board of Governors, a Special Advisor to Carrick Capital Partners, a member of the Strategic Advisory Board of Volition Capital, and a director to several private companies.
He has overseen a number of technology-focused companies during the course of his career, including Proxicom, which he founded and helped grow into a prominent global provider of e-commerce solutions
to Fortune 500 companies, eventually taking it public. He later served as CEO of Dimension Data North America, an information systems integration company, and then was Chairman and CEO of ObjectVideo, a leading developer of intelligent video surveillance software, prior to its sale to Alarm.com in 2017. He also previously served as a director of GameStop, Corp., Kate Spade & Co and Capitol Investment Corp. V and as a member of the President’s Council of Advisors on Science and Technology.
Forward Looking Statements
All statements in this press release that do not directly and exclusively relate to historical facts constitute “forward-looking statements.” These statements represent current expectations and beliefs, and no assurance can be given that the results described in such statements will be achieved. Such statements are subject to numerous assumptions, risks, uncertainties, and other factors that could cause actual results to differ materially from those described in such statements, many of which are outside of our control. For a written description of these factors, see the section titled “Risk Factors” in DXC’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023, DXC’s Quarterly Reports on Form 10-Q for the quarterly periods ended June 30, 2023, September 30, 2023, and December 31, 2023 and any updating information in subsequent SEC filings. No assurance can be given that any goal or plan set forth in any forward-looking statement can or will be achieved, and readers are cautioned not to place undue reliance on such statements which speak only as of the date they are made. We do not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events except as required by law.
About DXC Technology
DXC Technology (NYSE: DXC) helps global companies run their mission-critical systems and operations while modernizing IT, optimizing data architectures, and ensuring security and scalability across public, private, and hybrid clouds. The world’s largest companies and public sector organizations trust DXC to deploy services to drive new levels of performance, competitiveness, and customer experience across their IT estates. Learn more about how we deliver excellence for our customers and colleagues at DXC.com.
Contacts
| Sean B. Pasternak | John Sweeney | |||
| Corporate Media Relations |
Investor Relations |
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| +1-647-975-7326 |
+1-980-315-3665 |
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| sean.pasternak@dxc.com |
john.sweeney@dxc.com |