Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On January 4, 2023, the board of directors (the "Board") of CDW Corporation (the "Company") increased the size of the Board from ten directors to eleven directors and elected Marc E. Jones to fill the newly-created directorship. Mr. Jones initially will serve on the Board's Nominating and Corporate Governance Committee. The Board has not yet determined on which other Board committees Mr. Jones will serve. The Board has determined that Mr. Jones is independent for purposes of the listing standards of the Nasdaq Global Select Market.

Mr. Jones will receive the director fees and stock-based compensation for directors previously disclosed in the Company's proxy statement for its 2022 Annual Meeting of Stockholders. In connection with his appointment, Mr. Jones and the Company will enter into the Company's standard indemnification agreement, the form of which was filed with the Securities and Exchange Commission as Exhibit 10.32 with the Company's Amendment No. 2 to Form S-1 filed on June 14, 2013. Mr. Jones will stand for re-election at the Company's 2023 Annual Meeting of Stockholders.

Mr. Jones, age 64, serves as Chairman, President and Chief Executive Officer of Aeris Communications, Inc. ("Aeris"), a provider of machine to machine and Internet of Things communications services. Mr. Jones has served as Chairman of Aeris since 2005 and President and Chief Executive Officer of Aeris since 2008. He also serves on the board of directors of Ingersoll Rand Inc.

There are no arrangements or understandings between Mr. Jones and any other persons pursuant to which he was selected as a director. Mr. Jones does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits

Exhibit No.       Description

99.1                Press Release dated January 5, 2023.

104               Cover Page Interactive Data File (embedded within the Inline XBRL
                  document).

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