UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 14, 2015
Tech Data Corporation
(Exact name of registrant as specified in its charter)
| Florida | 0-14625 | 59-1578329 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 5350 Tech Data Drive Clearwater, Florida |
33760 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: 727-539-7429
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 14, 2015, Tech Data Corporation (the "Company") issued a press release announcing that Jeffery P. Howells, Executive Vice President and Chief Financial Officer ("CFO"), has notified the Company of his intent to retire from the Company effective June 5, 2015. Mr. Howells will also retire from the Company's board of directors at the expiration of his current term following the annual shareholders meeting in June 2015. In exchange for Mr. Howells' agreement to continue employment through June 5, 2015, to support and assist in the transition of his duties, to sign a release of claims and be bound by a non-compete and non-solicitation of employees for one year following his retirement, and in recognition of Mr. Howells' extraordinary services and loyalty to the Company as CFO and a Board member for many years, the Board of Directors has agreed that following the June 5th retirement date, Mr. Howells will be paid one year's base salary over the typical bi-weekly pay periods, his fiscal year 2016 target bonus, at the time bonus payments are made to continuing employees, typically in April 2016, and the Company will allow him to continue to vest in the restricted stock units granted to him in April 2014 on the originally-scheduled vesting dates stated in 2016 and 2017. Mr. Howells will forfeit all other unvested equity awards held by him as of his retirement.
In its press release of April 14, 2015, the Company also announced that Charles V. Dannewitz, currently senior vice president and chief financial officer, the Americas, will succeed Mr. Howells as CFO of the Company. Mr. Dannewitz, age 60, joined the Company in February 1995 as Vice President of Taxes. He was promoted to Senior Vice President of Taxes in March 2000, and assumed responsibility for worldwide treasury operations in July 2003. In February 2014, he was appointed Senior Vice President and Chief Financial Officer, the Americas. Prior to joining the Company, Mr. Dannewitz was employed by Price Waterhouse from 1981 to 1995, most recently as a tax partner. Mr. Dannewitz is a Certified Public Accountant and holds a Bachelor of Science Degree in Accounting from Illinois Wesleyan University.
A copy of the Company's press release is filed herewith as Exhibit (99.1).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is filed herewith pursuant to Item 5.02 hereof:
Exhibit No.
Description
99.1
Press Release dated April 14, 2015
SIGNATURE
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.
| Tech Data Corporation
(Registrant) |
||
| April 14, 2015
(Date) |
/s/ DAVID R. VETTER
David R. Vetter Senior Vice President, General Counsel and Secretary |
EXHIBIT 99.1
CLEARWATER, Fla., April 14, 2015 (GLOBE NEWSWIRE) -- Tech Data Corporation (Nasdaq:TECD) today announced that Executive Vice President and Chief Financial Officer (CFO) Jeffery P. ("Jeff") Howells has notified the company of his intent to retire as CFO effective June 5, 2015. He will also retire from the company's Board of Directors at the expiration of his current term following the annual meeting of shareholders in June 2015. Howells has served as the company's CFO since 1992 and as a member of its Board since 1998. Charles V. ("Chuck") Dannewitz, currently the company's senior vice president and chief financial officer, the Americas, has been selected by Tech Data's Board of Directors to succeed Howells as CFO. The two will work together over the coming months to ensure a smooth transition.
Bob Dutkowsky, CEO of Tech Data Corporation, stated, "On behalf of our Board of Directors and employees, I thank Jeff for his exemplary service to Tech Data throughout his tenure. As a financial leader and trusted advisor first to Steve Raymund, the company's current chairman and former CEO, and more recently to me, Jeff has been instrumental in the company's success during a period of significant growth and change. His expert guidance and sound fiscal management have helped us navigate the ever-changing IT landscape, create the company's efficient operating model and drive its financial performance.He leaves a strong Tech Data—one that is well-positioned to deliver long-term value to our shareholders. He will be missed and we wish him all the best in his retirement. I would also like to congratulate Chuck, whose tenure with the company, together with his deep industry knowledge and extensive financial experience, make him ideally suited to assume the role of CFO and help lead our business forward."
"It has been an honor and a privilege to serve as CFO of Tech Data for over 23 years and to have worked with such talented and dedicated individuals, especially Steve and Bob," said Howells. "I am extremely proud of what Tech Data has accomplished and the strong team I leave behind. I have known Chuck for over 30 years, and have worked closely with him at Tech Data for more than 20 years. He has played a significant role in the company's evolution and I am confident that with his leadership, Tech Data is well-positioned for continued success."
Dannewitz joined Tech Data in February 1995 as vice president of Taxes. He was promoted to senior vice president of Taxes in March 2000, and assumed responsibility for worldwide Treasury operations in July 2003. In February 2014, he was appointed senior vice president and chief financial officer, the Americas. Prior to joining the company, Dannewitz was employed by Price Waterhouse for 13 years, most recently as a tax partner. He is a Certified Public Accountant and holds a B.S. in Accounting from Illinois Wesleyan University.
About Tech Data
Tech Data Corporation is one of the world's largest wholesale distributors of technology products, services and solutions. Its advanced logistics capabilities and value added services enable 115,000 resellers to efficiently and cost effectively support the diverse technology needs of end users in more than 100 countries. Tech Data generated $27.7 billion in net sales for the fiscal year ended January 31, 2015. It is ranked No. 111 on the Fortune 500® and one of Fortune's "World's Most Admired Companies." To learn more, visit www.techdata.com, or follow us on Facebook and Twitter.
CONTACT: Investor Contacts:
Jeffery P. Howells
Executive Vice President and Chief Financial Officer
727-538-7825 (jeff.howells@techdata.com)
Arleen Quinones
Vice President, Investor Relations and
Corporate Communications
727-532-8866 (arleen.quinones@techdata.com)
Media Contact:
Brian Kosoy
Director, Corporate Communications
727-299-8865 (brian.kosoy@techdata.com)