Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 18, 2022, the stockholders of PC Connection, Inc. (the "Company") approved an amendment to the Company's 2020 Stock Incentive Plan (the "2020 Plan"), which increased the number of shares of common stock that may be issued under the 2020 Plan from 902,500 to 1,002,500 shares, representing an increase of 100,000 shares. The amendment to the 2020 Plan had previously been adopted by the Company's Board of Directors (the "Board"), subject to stockholder approval.

The 2020 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards and cash awards. All of the Company's employees, officers, and directors, as well as consultants and advisors, are eligible to receive awards under the 2020 Plan.

In addition, on May 18, 2022, the Company's stockholders also approved an amendment to the Company's Amended and Restated 1997 Employee Stock Purchase Plan, as amended (the "1997 Plan" and, together with the 2020 Plan, the "Plans"), which increased the number of shares of common stock that may be issued under the 1997 Plan from 1,202,500 to 1,302,500 shares, representing an increase of 100,000 shares. The amendment to the 1997 Plan had previously been adopted by the Board, subject to stockholder approval. The 1997 Plan permits full and part-time employees of the Company and its subsidiaries to purchase shares of the Company's common stock at a discounted price.

The foregoing brief descriptions of the Plans are qualified in their entirety by the text of the Plans. A description of the terms and conditions of the Plans was provided in the definitive proxy statement filed by the Company with the Securities and Exchange Commission on April 22, 2022 under the headings "Proposal Three - Approval of Amendment to 2020 Stock Incentive Plan" and "Proposal Four - Approval of Amendment to the Amended and Restated 1997 Employee Stock Purchase Plan, as amended" and are incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 18, 2022, the Company held its 2022 Annual Meeting of Stockholders (the "Annual Meeting"), at which a quorum was present. The following is a brief description and vote count of all items voted on at the Annual Meeting:

(1) The election of six directors to serve until the 2023 Annual Meeting of

Stockholders;

(2) The approval, on an advisory basis, of the compensation the Company's named

executive officers;

The approval of an amendment to the 2020 Plan to increase the number of

(3) shares of common stock authorized for issuance under such plan from 902,500

to 1,002,500 shares;

The approval of an amendment to the 1997 Plan to increase the number of

(4) shares of common stock authorized for issuance under such plan from 1,202,500

to 1,302,500 shares; and

The ratification of the selection by the Audit Committee of Deloitte & Touche

(5) LLP as the Company's independent registered public accounting firm for the

year ending December 31, 2022.

The proposals were approved by the following votes:

Proposal #1: To elect six directors to serve until the 2023 Annual Meeting of Stockholders



                                      For        Withheld     Broker Non-Vote
Election of Patricia Gallup        20,763,110    3,976,775                  -
Election of David Beffa-Negrini    23,412,458    1,327,427                  -
Election of Jay Bothwick           24,685,557       54,328                  -
Election of Barbara Duckett        24,372,266      367,619                  -
Election of Jack Ferguson          24,494,641      245,244                  -
Election of Gary Kinyon            24,547,738      192,147                  -


Proposal #2:                                     For        Against    Abstain    Broker Non-Vote
To approve, on an advisory basis, the         24,062,399    646,402     31,084                  -
compensation of the Company's named
executive officers


Proposal #3:                                    For        Against    Abstain    Broker Non-Vote
To approve an amendment to the Company's     24,580,878    142,530     16,477                  -
2020 Plan to increase the number of
shares of common stock authorized for
issuance under such plan from 902,500 to
1,002,500 shares.


Proposal #4:                                      For        Against    Abstain    Broker Non-Vote
To approve an amendment to the Company's       24,713,641     24,433      1,811                  -
1997 Plan to increase the number of shares
of common stock authorized for issuance
under such plan from 1,202,500 to 1,302,500
shares.


Proposal #5:                                    For        Against    Against    Broker Non-Vote
To ratify the selection by the Audit         24,513,541    211,559     14,785                  -
Committee of Deloitte & Touche LLP as the
Company's independent registered public
accounting firm for the year ending
December 31, 2022


Item 9.01. Financial Statements and Exhibits



(d) Exhibits

    99.1 (1)    Amended 2020 Stock Incentive Plan   ((incorporated herein by
              reference to Appendix A to the Registrant's proxy statement pursuant to
              Section 14(a), filed on April 22, 2022).

    99.2 (2)    Amended and Restated 1997 Employee Stock Purchase Plan, as amended
              (incorporated herein by reference to Appendix B to the Registrant's
              proxy statement pursuant to Section 14(a), filed on April 22, 2022).

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

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