CDW : 2024 Annual Report Annual Report

Make amazing happen.

2024 Annual Report

FINANCIAL PERFORMANCE

At CDW, everything

$2.5B

$2.5B

$8.8B

$3.2B

$2.5B $1.5B

Gross Profit ($B)

Gross Profit Compound Annual

Growth Rate (CAGR)

CDW's Balanced Portfolio

2024 Net Sales - $21.0B

All six customer sales channels delivered approximately $1.5 Billion or greater in Net sales

Corporate	Education
(>250 employees)	(K-12, Higher Ed)
Small Business	Healthcare
(<250 employees)	Other
Government	(Canada, UK)
(Federal, State and Local)

Non-GAAP operating income (NGOI)* ($MM)

GAAP operating income ($MM)

NGOI Margin* (%)

NGOI Compound Annual Growth Rate

we do revolves around meeting the needs of our customers.

9%
CAGR
-Year
5
$4.69	$4.65	$4.60

	7%
	CAGR
-Year
5		$2,051
		$1,735

$2,039

$2,051

$1,947

CDW's integrated technology solutions and services helped approximately 250,000

$3.57

$3.21

$3.04

			$1,645
$	1,368	$1,405	$1,419
$	1,134	$1,179

$1,681 $1,651

business, government, education and healthcare customers in 150 countries navigate an increasingly complex IT landscape and

2019

2020

2021

2022

2023

2024

			8.6%	9.5%	9.3%
7.6%	7.6%	7.9%
2019	2020	2021	2022	2023	2024

optimize the return on their technology investment.

Non-GAAP net income* ($MM)

GAAP net income ($MM)

Non-GAAP net income per diluted share* ($)

Non-GAAP net income per diluted share Compound Annual Growth Rate

Return on Working Capital**

65.5%		66.1%
	63.7%
58.0%	59.1%	58.7%

	9%
	CAGR
	-Year
	5	$1,342
	$1,119	$1,115
$954	$989

$902

$789

$737

$1,346

$1,287

$1,104 $1,078

			$9.79	$9.88	$9.52
		$7.97
$6.10	$6.59
2019	2020	2021	2022	2023	2024

2019

2020

2021

2022

2023

2024

• Non-GAAPoperating income, Non-GAAP operating income margin, Non-GAAP net income and Non-GAAP net income per diluted share are non-GAAP financial measures. Please refer to "Use of Non-GAAP Financial Measures" on the inside back cover for further information.
• Return on Working Capital ("ROWC") is defined as the percentage of Non-GAAP Operating Income After-tax divided by Working Capital.
  Please refer to "Use of Non-GAAP Financial Measures" on the inside back cover for further information.

CEO STAKEHOLDER LETTER

Technology is undergoing unprecedented, accelerated change, delivering breakthroughs that are reshaping

our world at an incredible pace. Generative artificial intelligence (AI), autonomous digital agents and robotics are transforming sectors from healthcare to manufacturing to retail. New technologies are improving design and architecture, delivering immersive experiences in education and entertainment, and enhancing customer experiences. Interconnectivity between devices, networks, and systems is more vital than ever, with data the most valuable asset, and security the critical foundation for success. At the same time, the world continues to redefine how we work, evolving from onsite to remote to hybrid and now every possible configuration with unhindered access to information. We are living in an exciting, yet complex technology environment.

In 2024, technology complexity existed against the backdrop of economic volatility. Despite pockets of strength, the economy faced recession fears, lingering high interest rates and inflation, all further complicated by the uncertainties associated with geopolitical tensions and a federal election.

Extraordinary Commitment to Customers

For CDW, everything we do starts with our customers. What do they need and how can we meet that need? In 2024, our customers faced uncertainty and complexity with limited resources.

They needed an expert partner who could help them maximize every dollar of IT investment today and help them prepare for tomorrow.

Once again, our team demonstrated their extraordinary commitment to customers. To address current needs, they leveraged our extensive portfolio to provide solutions that deliver short- term return on investment and cost flexibility. While this drove excellent performance in Cloud, Security and Services, it also compressed hardware demand, significantly impacting overall IT spending. To address future needs, our team utilized our deep expertise and strong partner relationships to help customers understand not only how to navigate and prepare for technological shifts, but how they can use new technologies to shape their future.

Our ability to address customers' current needs and help them shape their future underscores the strength

"Our ability to address customers' current needs and help them shape their future underscores the strength

of our strategy and the power of our comprehensive, full-lifecycle solutions."

of our strategy and the power of our comprehensive, full-lifecycle solutions. It is a cornerstone of the enduring, differentiated value we provide to both customers and our vendor partners.

Financial Results

Within 2024's challenging demand environment our net sales declined

2 percent, and gross profit declined roughly 1 percent. Non-GAAP operating income and non-GAAP net income per share declined by roughly 5 percent and 4 percent, respectively.

While our financial performance was not where we wanted it to be, the team's ability to meet customer needs delivered strong profitability and cash flow. Driven by the success of our strategy, our non-GAAP operating income margin was 2 percentage points higher than its 2019 level. You see the impact our strategy has had on profitability

Broad Portfolio of Solutions and Services

The breadth of our product and solutions portfolio ensures we are well-positioned to meet our customers' needs and pivot quickly to trends in customer demand.

ON PREMISEON JOURNEYON MULTI-CLOUD

				Solution		Transformation		Platform
				Designs		Designs		Designs
DESIGN
				Solution		Upgrades		Cloud Services
				Builds		& Migrations		Builds
ORCHESTRATE
				Operations		Managed		Cloud Services
				& Support		Migrations		& Resources
MANAGE

in our gross profit and non-GAAP net income per share, with both increasing at a five-year compound annual growth rate of 9 percent.

Value to Stockholders

The more than $1.0 billion in adjusted free cash flow we generated provided excellent flexibility to execute against our capital priorities, and we returned $832 million to shareholders via dividends and share repurchases in 2024. Our commitment to returning excess free cash flow to shareholders was reinforced by the December

2024 action by our Board of Directors to increase our share repurchase

CDW CORPORATION 1

authorization by $750 million. Since our IPO in June 2013, our dividend has increased nearly fifteen-fold, and we have returned $7.2 billion to stockholders through dividends and share repurchases.

Building on Our Strengths

During 2024, we maintained our strategic focus and moved forward with initiatives that further strengthened our scale and sustainable competitive advantages. We built on our productivity and efficiency, with a focus on streamlined sales processes and repeatable solutions. We continued to productize our approach to the fastest-growing, high-relevance technology vectors, particularly in wrap-around cloud services to make it easier for customers to adopt cloud solutions. Our digital capabilities were further aligned to serve customers the way they want to plan, buy, consume, and manage IT, including the launch of an intelligent recommendation model, part of our Trusted Digital Advisor, RUBI.

We also built upon our strong relevance to our customers, coworkers, and

value our unbiased, highly informed point of view. A point of view that enables our ability to architect and implement full-stack, multi-brand solutions that cut through the 'noise' and deliver outcomes that address each customer's unique needs. When CDW industry experts

sit side-by-side with the C-suite at the table, they add significant value to the decision-making process and move us up the technology stack with larger, more integrated, and more complex solutions.

CDW Healthcare showcases the power of industry expertise. More than two dozen former CIOs, CTOs, and clinical practitioners have been crucial in the development and launch of proprietary healthcare solutions, including innovative Healthcare Transformation Centers. Healthcare Transformation Centers provide collaborative spaces equipped with the latest technology and staffed by experts where healthcare organizations explore new concepts, develop strategies and test customized solutions. Our team of healthcare experts was also critical to the

development of our Patient Room Next solution, which integrates new technologies like smart sensors and AI with electronic medical records so healthcare professionals can focus on patients. Patient Room Next delivers measurable outcomes, like reduced readmission rates, enhanced on-site safety, and increased patient satisfaction. Truly amazing outcomes.

Healthcare is just one example of how our solutions are helping make amazing outcomes happen across all facets of the economy, including education, government, and businesses of all sizes in the US, UK, and Canada. Outcomes made possible by combining deep industry- specific expertise with our extensive portfolio and deep capabilities.

Over the past six years, we have invested over $3.5 billion to enhance our cloud and software capabilities and have onboarded over 2,000 service delivery coworkers. We added to these capabilities in 2024 with the acquisition of Mission Cloud Services, a leader in

partners. To enhance our agility and accelerate pipeline growth, we continued to deepen our technical and industry expertise across all end-markets. We know more than anything that customers

"When CDW industry experts sit side-by-side with the C-suite at the table, they add significant value to the decision-making process and move us up the technology stack with larger, more integrated, and more complex solutions."

Proven Track Record of Execution to Accelerate Capabilities

COMPLEXITY/ PRODUCTIVITY AND GROWTH BENEFITS

1984
CDW founded			2003
by Michael
Krasny				Micro Warehouse	2006
.				Canada becomes
. . .				CDW Canada	Acquires Berbee
. .				. .		Information
. .		1995		. .		Networks
.CDW launches		..		.
.	CDW.com				.
.		.		.
				.
. . .		. .		2005 .
. . . . ...				. . . . ...		.
	. . . ...	1998	Opens Western .	2007
	Launches CDW .	Nonprofit
					Distribution Center .	Launches
						.
						.
						.

. .	CDW•G .	Healthcare ..
. .	.	..
. .	founded ....
. .	....
. . .....
. . .....
. . .....
. . ....
. . . . .
. . . .
. . . .

2008

Launches

Financial

Services

. . . . . . . . . . . . . . . . . . . . .

		2021	2024
		Acquires	Acquires Mission
		Amplified IT,	Cloud Services
		Focal Point and
		Sirius Computer
		Solutions
	2019	. . . .
	Acquires	.
	Scalar Decisions	. .
	.
	and Aptris	. .
2015	.
. . .	.
Acquires	2023
UK-based	.	Acquires
Kelway	. . . . . .	Locus Recruiting
. .	. . . .	and Enquizit
.	.
.	2020
. . . . . .	Acquires IGNW,
. .	Aeritae and Southern
2017	Dakota Solutions

Launches CDW

Small Business

PRODUCTS

INTEGRATED TECHNOLOGY SERVICES AND SOLUTIONS

2 CDW CORPORATION

Unique Value Proposition

CDW sits between customers and vendor partners, creating value for both.

Customer

Value

Intimate Knowledge	Vendor
of IT Environment	Partner
and Landscape	Value

"Our value proposition is stronger than ever. This is why I am so confident about our future...regardless of market conditions and wherever priorities lie."

wherever priorities lie, we will be there for our customers with the discipline and rigor that is CDW's hallmark, delivering the solutions

VALUE TO CUSTOMERS

• Broad selection of products and multi-branded IT solutions
• Value-addedservices with integration capabilities
• Highly skilled specialists and engineers
• Solutions across full IT lifecycle
• Industry vertical expertise

VALUE TO VENDOR PARTNERS

• Access to ~250,000 customers
• Large and established customer channels
• Strong distribution and implementation capabilities
• Customer relationships driving insight into technology roadmaps
• Industry vertical expertise

they need for today and the future.

In Appreciation

I would like to extend my gratitude to the more than 250,000 customers around the world who place their trust and confidence in us every day. You are why we exist. I also want to thank our more than 1,000 world-class technology partners for their collaboration and

driving cloud adoption and migration. Mission Cloud Services complements other recent cloud investments, including cloud migration, cybersecurity, full-stack cloud-native software development, DevOps engineering, robust consulting, and cloud-based workflow automation expertise. Investments like Mission Cloud Services are a vital component of our unique value proposition and ensure we are there to help our customers address their priorities today and shape their future.

Looking to the Future

In 2025, customers continue to face the challenge of operating within an uncertain, complex environment and new innovations continue to rapidly redefine the power of technology. At the same time, customers face accelerated workload and data growth, increased security threats, and a myriad of choices to enhance and address an aged installed base of client devices. Our customers need us now more than ever.

And we are ready. As we navigated the last two challenging IT market years, we never lost sight of the value we bring to our customers and vendor partners.

We deepened our expertise and our portfolio and increased our presence in security, cloud and services - three areas in the highest growth vectors that are critical to the adoption of new technologies. Today, each area represents a multi-billion dollar business for us and is vital to our ability to help customers navigate today's unprecedented complexity. A great example of this in action is how we are helping customers on their Artificial Intelligence journey. While early, we are gaining traction and have exciting offerings in the market today, including our Mastering the Art of AI Transformation Workshop (MOAT). Our MOAT workshops facilitate collaboration across customer organizations and create a holistic plan for AI adoption from return on investment analysis, data governance and security requirements through implementation. AI solutions are just one way our customer-centric approach to everything we do is delivering exceptional value.

Our value proposition is stronger than ever. This is why I am so confident about our future. While there may be bumps along the way, I know that regardless of market conditions and

support. Lastly, I want to express my deepest appreciation to our more than 15,000 coworkers around the world for their incredible commitment and dedication to our customers. You truly make amazing happen.

Christine A. Leahy

Chair, President and

Chief Executive Officer

April 9, 2025

Christine A. Leahy

CDW CORPORATION 3

GOVERNANCE AND LEADERSHIP

Board of Directors

Virginia C. Addicott

Former President and

Chief Executive Officer,

FedEx Custom Critical

James A. Bell

Lead Independent Director, CDW

Corporation, Former Executive

Vice President, Corporate President

and Chief Financial Officer,

The Boeing Company

Lynda M. Clarizio

Co-Founder and General Partner of

The 98; Former Executive Vice

President, Strategic Initiatives,

The Nielsen Company (US), LLC

Anthony R. Foxx

Emma Bloomberg Professor of Practice of Public Leadership and Director of the Center for Public Leadership, Harvard Kennedy School of Government; Former United States Secretary of Transportation

Kelly J. Grier

Former U.S. Chair and Managing Partner (CEO), Ernst & Young LLP

Marc E. Jones

Chairman and Co-Chief Executive

Officer, Aeris Communications

Christine A. Leahy

Chair, President and Chief Executive

Officer, CDW Corporation

Sanjay Mehrotra

President and Chief Executive Officer,

Micron Technology, Inc.

David W. Nelms

Former Chairman and

Chief Executive Officer,

Discover Financial Services, Inc.

Joseph R. Swedish

Former Chairman, President and

Chief Executive Officer,

Anthem, Inc.

Donna F. Zarcone

Former President and

Chief Executive Officer,

The Economic Club of Chicago

Executive Officers

Christine A. Leahy	Elizabeth H. Connelly	Albert J. Miralles
Chair, President and Chief	Chief Commercial Officer and Executive	Chief Financial Officer and
Executive Officer	Vice President	Executive Vice President, Enterprise
Sona Chawla	Frederick J. Kulevich	Business Operations
Chief Growth and Innovation Officer	Chief Legal Officer, Executive Vice	Katherine E. Sanderson
and Executive Vice President	President, Risk and Compliance,	Chief Human Resources Officer
	and Corporate Secretary	and Executive Vice President,
		Coworker Success

4 CDW CORPORATION

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

• ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  For the fiscal year ended December 31, 2024

or

• TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

to

Commission File Number 001-35985

CDW CORPORATION
(Exact name of registrant as specified in its charter)
Delaware		26-0273989
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)
200 N. Milwaukee Avenue
Vernon Hills , Illinois		60061
(Address of principal executive offices)		(Zip Code)
		[phone]
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class		Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share		CDW	Nasdaq Global Select Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.	ý Yes	¨ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.	¨ Yes	ý No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ý Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ý Yes ¨ No

Table of Contents

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act:

Large accelerated filer	ý	Accelerated filer
Non-accelerated filer	☐	Smaller reporting company
		Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

☐

☐

☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that

prepared or issued its audit report.☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in

the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation

received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).	☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).	☐ Yes ☒ No

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 28, 2024, the last business day of the registrant's most recently completed second fiscal quarter, was $29,833 million, based on the per share closing sale price of $223.84 on that date.

As of February 18, 2025, there were 132,492,273 shares of common stock, $0.01 par value, outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Certain parts of the registrant's definitive proxy statement for its 2025 annual meeting of stockholders to be held on May 20, 2025, which will be filed with the Securities and Exchange Commission on or before April 30, 2025, are incorporated by reference into Part III of this Annual Report on Form 10-K.

CDW CORPORATION AND SUBSIDIARIES

ANNUAL REPORT ON FORM 10-K

Year Ended December 31, 2024

TABLE OF CONTENTS

Item		Page
PART I
Item 1.	Business	4
Item 1A.	Risk Factors	10
Item 1B.	Unresolved Staff Comments	21
Item 1C.	Cybersecurity	21
Item 2.	Properties	22
Item 3.	Legal Proceedings	22
Item 4.	Mine Safety Disclosures	22
PART II

Item 5.

Item 6.

Item 7.

Item 7A.

Item 8.

Item 9.

Item 9A.

Item 9B.

Item 9C.

PART III

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity	23
Securities
[RESERVED]	24
Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Quantitative and Qualitative Disclosures About Market Risk	37
Financial Statements and Supplementary Data	38
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	74
Controls and Procedures	74
Other Information	76
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	76

Item 10. Directors, Executive Officers and Corporate Governance	77
Item 11.	Executive Compensation	77
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	77
Item 13. Certain Relationships and Related Transactions, and Director Independence	77
Item 14.	Principal Accountant Fees and Services	77
PART IV
Item 15.	Exhibits and Financial Statement Schedules	78
Item 16.	Form 10-K Summary	84
SIGNATURES	85

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Table of Contents

FORWARD-LOOKING STATEMENTS

This report contains "forward-looking statements" within the meaning of the federal securities laws. All statements other than statements of historical fact are forward-looking statements. These statements relate to analyses and other information, which are based on forecasts of future results or events and estimates of amounts not yet determinable. These statements also relate to our future prospects, growth, developments and business strategies. We claim the protection of The Private Securities Litigation Reform Act of 1995 for all forward-looking statements in this report.

These forward-looking statements are identified by the use of terms and phrases such as "anticipate," "assume," "believe," "estimate," "expect," "goal," "intend," "plan," "potential," "predict," "project," "target" and similar terms and phrases or future or conditional verbs such as "could," "may," "should," "will," and "would." However, these words are not the exclusive means of identifying such statements. Although we believe that our plans, intentions and other expectations reflected in or suggested by such forward-looking statements are reasonable, we cannot assure you that we will achieve those plans, intentions or expectations. All forward-looking statements are subject to risks and uncertainties that may cause actual results or events to differ materially from those that we expected.

Important factors that could cause actual results or events to differ materially from our expectations, or cautionary statements, are disclosed under the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" included elsewhere in this report and from time to time in our subsequent Quarterly Reports on Form 10-Q and our other US Securities and Exchange Commission ("SEC") filings and public communications. All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by those cautionary statements as well as other cautionary statements that are made from time to time in our other SEC filings and public communications. You should evaluate all forward-looking statements made in this report in the context of these risks and uncertainties.

We caution you that the important factors referenced above may not reflect all of the factors that could cause actual results or events to differ from our expectations. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. The forward-looking statements included in this report are made only as of the date hereof or, with respect to any documents incorporated by reference, available at the time such document was prepared or filed with the SEC. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

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