The below is intended to provide context to our consolidated financial condition and results of continuing operations. It should be read in conjunction with the unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q and the audited consolidated financial statements included in our annual report on Form 10-K for the year ended March 31, 2026 (“2026 Annual Report”). These historical financial statements may not be indicative of our future performance. This Management’s Discussion and Analysis of Financial Condition and Results of Operations may contain forward-looking statements, all of which are based on our current expectations and could be affected by the uncertainties and risks described in Part I, Item 1A, “Risk Factors,” in our 2026 Annual Report, as well as those described in our other filings with the SEC. We have revised our results to reflect the correction of certain misstatements in previously issued financial statements for the three months ended June 30, 2025, which we determined are not material either individually or in aggregate. Please see Note 2, “Revision of Previously Issued Consolidated Financial Statements” in the accompanying Consolidated Financial Statements included in “Part I, Item 1. Financial Statements.” EXECUTIVE OVERVIEW Business Description We are a leading information technology (“IT”) solutions provider in the areas of artificial intelligence (“AI”), cloud, data center, security, networking and collaboration. Leveraging our engineering talent, we assess, plan, deliver, and secure solutions comprised of leading technologies aligned with our customers’ needs. Our expertise and experience enable us to craft optimized solutions for our customers that take advantage of the cost, scale, and efficiency of private, public and hybrid cloud services in an evolving IT market. We deliver integrated solutions that address our customers’ IT business needs, leveraging the appropriate technologies, both on-premises and in the cloud. Our approach is to lead with advisory consulting, to understand our customers’ needs, and then design, deploy, and manage IT solutions aligned to their objectives. We are skilled in orchestration and automation, application modernization, DevSecOps, zero-trust architectures, data management, data visualization, analytics, network modernization including high-end optical networking, edge computing and other advanced and IT emerging technologies. These solutions are comprised of class-leading technologies from our commercial partners. AI continues to be a transformative force and a demand driver, particularly for our core products. Across industries, our customers are using AI to enhance their decision making, automate tasks, and drive both growth and efficiency. Through assessments, bespoke workshops and labs and consulting engagements, we deliver actionable outcomes for our customer organizations by using IT and consulting solutions to enhance their decision making, automate tasks and drive business agility and innovation. As part of our solutions, we provide consulting, professional services, managed services, IT staff augmentation, and complete lifecycle management services in the areas of security, cloud, networking, collaboration, and emerging technologies. Further, we offer professional services to our customers in the spaces of digital signage, electric vehicle (“EV”) charging solutions, loss prevention and security, retail store openings, remodels, and closings. We are a reseller for thousands of vendors, which enables us to provide our customers with new and evolving IT solutions. We possess top-level IT engineering certifications with a broad range of leading IT vendors that enable us to offer IT solutions that are optimized for each of our customers’ specific requirements. We serve primarily middle market to large enterprises across diverse markets including telecom, media and entertainment, technology, state and local government and educational institutions (“SLED”), healthcare, and financial services. We sell to customers in the United States (“US”), which account for most of our sales, and to customers in select international markets including the United Kingdom (“UK”), the European Union (“EU”), India, and Singapore. 22 Table of Contents On June 30, 2025, we completed the sale of 100% of the membership interests of Expo Holdings, LLC, a Delaware limited liability company and our wholly-owned subsidiary (“HoldCo”), to Marlin Leasing Corporation, a Delaware corporation (d/b/a PEAC Solutions) pursuant to the terms of the Membership Interest Purchase Agreement, dated June 20, 2025 (the “Sale Transaction”). By selling HoldCo, together with its US subsidiaries, we sold our domestic financing business that comprised most of our financing business segment, which is a business that finances information technology equipment, software and related services for customers. We continue to own the international entities in the financing business. Our sale of HoldCo positions us to focus on being a technology solutions provider and represents a strategic shift in our operations. As a result of the Sale Transaction, we determined that the domestic financing business that was sold met the definition of discontinued operations. Consequently, for all periods presented in these financial statements, we are presenting the results of our domestic financing business as discontinued operations. In our unaudited consolidated statements of operations for all periods, we present the operating results of our domestic financing business in earnings from discontinued operations. After the Sale Transaction, our remaining three reportable segments are product, professional services, and managed services, which we formerly referred to collectively as our technology business. Please refer to Note 13, “Discontinued Operations” in the accompanying Consolidated Financial Statements included in “Part I, Item 1. Financial Statements” for further information. Business Trends We believe the following key factors may impact our business performance and our ability to achieve business results: ● General economic conditions including changes in law and policy by the US government, inflation, tariffs, export requirements, sanctions, changing interest rates, staffing shortages, remote work trends, geopolitical concerns and changes in US government spending and contracting practices may impact our customers’ willingness to spend on IT and services. ● There is a worldwide shortage of memory chips due to the demand for AI-ready products, which is also causing rapid price increases across many IT products. Like others, we may experience ongoing supply constraints for memory chips that may affect: lead times for delivery of products; our having to carry more inventory for longer periods; the costs of products for us and our customers; vendor return and cancellation policies and our ability to meet customer demands. We continue to work closely with our vendors to mitigate disruptions outside our control. Despite these actions, we believe extended lead times and price increases will likely persist for at least the next few quarters. ● Our customers’ top focus areas include AI, security, and cloud solutions, as well as digital transformation and modernization. We have developed advisory services, assessments, solutions, and professional and managed services to meet these priorities and help our customers attain and maintain their desired outcomes. ● Rapid cloud adoption has led to customer challenges around increasing costs, security concerns, and skillset gaps. These challenges are consistent across all industries and business sizes. We have developed a Cloud Managed Services portfolio to address these needs, allowing our clients to focus on driving business outcomes via optimized and secure cloud platforms. ● The IT industry continues to shift from upfront, product-based purchasing toward subscription and consumption-based (“ratable”) models, driven by increased adoption of cloud computing, software-as-a-service (“SaaS”), and as-a-service infrastructure offerings. This transition is changing customer buying behavior, elongating revenue recognition periods and increasing revenues recognized on a net basis, and increasing the importance of recurring revenue streams, while also placing greater emphasis on lifecycle management, financing capabilities, and vendor-aligned service delivery. 23 Table of Contents Key Business Metrics Our management monitors several financial and non-financial measures and ratios on a regular basis to track the progress of our business. We believe that the most important of these measures and ratios include net sales, gross profit, gross profit margin, operating income, net earnings, and net earnings per common share, in each case based on information prepared in accordance with United States Generally Accepted Accounting Principles (“US GAAP”), as well as the non-GAAP financial measures and ratios, including Adjusted EBITDA, Adjusted EBITDA margin, Non-GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share - diluted. We also use a variety of operating and other information to evaluate the operating performance of our business, develop financial forecasts, make strategic decisions, and prepare and approve our annual budgets. We use gross billings as an operational metric to assess the volume of transactions or market share for our product, professional services, and managed services segments, as well as to understand changes in our accounts receivable and accounts payable balances and our statement of cash flows. We believe our gross billings metric will aid investors in the same manner to evaluate our business. These key indicators include financial information that is prepared in accordance with US GAAP and presented in our consolidated financial statements, as well as non-GAAP and operational performance measurement tools. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance or financial position that either excludes or includes amounts that are correspondingly not normally excluded or included in the most directly comparable measure calculated and presented in accordance with US GAAP. Our use of non-GAAP information as an analytical tool has limitations and should not be considered in isolation or as a substitute for analysis of our financial results reported under GAAP, as these measures used by management may differ from similar measures used by other companies, even when similar terms are used to identify such measures. We use Adjusted EBITDA, Adjusted EBITDA margin, Non-GAAP: net earnings from continuing operations and Non-GAAP: net earnings from continuing operations per common share - diluted as supplemental measures of our performance to gain insight into our operating performance and performance trends. We believe that these measures provide management and investors with a useful measure for period-to-period comparisons of our business and operating results by excluding items that management believes are not reflective of our underlying operating performance. Accordingly, we believe that such non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our operating results. Please see footnotes (1) and (2) of the tables below for more information. 24 Table of Contents The following tables provide our key business metrics for our consolidated entity (in thousands, except per share amounts): Three months ended June 30, 2026 2025 Financial metrics Net sales $ 649,113 $ 642,775 Gross profit $ 151,329 $ 153,676 Gross profit margin 23.3 % 23.9 % Selling, general, and administrative $ 106,621 $ 103,667 Depreciation and amortization 5,876 7,069 Operating expenses $ 112,497 $ 110,736 Operating income $ 38,832 $ 42,940 Operating income margin 6.0 % 6.7 % Net earnings from continuing operations $ 30,279 $ 32,014 Net earnings from continuing operations margin 4.7 % 5.0 % Net earnings from continuing operations per common share - diluted $ 1.16 $ 1.21 Non-GAAP financial metrics Non-GAAP: Net earnings from continuing operations (1) $ 33,325 $ 37,477 Non-GAAP: Net earnings from continuing operations per common share - diluted (1) $ 1.28 $ 1.41 Adjusted EBITDA (2) $ 47,829 $ 52,672 Adjusted EBITDA margin (2) 7.4 % 8.2 % Operational metrics Gross billings: (3) Cloud $ 288,842 $ 312,017 Networking 258,728 268,732 Security 219,767 190,045 Collaboration 25,717 22,777 Other 47,857 51,446 Product gross billings 840,911 845,017 Service gross billings 116,224 107,748 Total gross billings $ 957,135 $ 952,765 (1) Non -GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share – diluted are based on net earnings from continuing operations calculated in accordance with US GAAP, adjusted to exclude other (income) expense, net, share-based compensation, acquisition related amortization expense, and the related tax effects. We believe that the exclusion of other income and acquisition related amortization expense in calculating Non-GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share – diluted provides management and investors a useful measure for period-to-period comparisons of our business and operating results by excluding items that management believes are not reflective of our underlying operating performance, which helps in understanding and evaluating our operating results. We use Non-GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share – diluted as supplemental measures of our performance to gain and provide insight into our operating performance and performance trends. However, our use of non-GAAP information as an analytical tool has limitations and should not be considered in isolation or as a substitute for analysis of our financial results as reported under US GAAP. In addition, other companies, including companies in our industry, might calculate similar Non-GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share – diluted, or similarly titled measures differently, which may reduce their usefulness as comparative measures. 25 Table of Contents The following table provides our calculation of Non-GAAP: Net earnings from continuing operations and Non-GAAP: Net earnings from continuing operations per common share – diluted (in thousands, except per share amounts): Three months ended June 30, 2026 2025 GAAP: Earnings from continuing operations before tax $ 41,962 $ 43,552 Share-based compensation 3,121 2,663 Acquisition related amortization expense 4,565 5,548 Other (income), net (3,130 ) (612 ) Non-GAAP: Earnings from continuing operations before provision for income taxes 46,518 51,151 GAAP: Provision for income taxes 11,683 11,538 Share-based compensation 885 712 Acquisition related amortization expense 1,295 1,473 Other (income), net (888 ) (163 ) Tax benefit on restricted stock 218 114 Non-GAAP: Provision for income taxes 13,193 13,674 Non-GAAP: Net earnings from continuing operations $ 33,325 $ 37,477 Three months ended June 30, 2026 2025 GAAP: Net earnings from continuing operations per common share—diluted $ 1.16 $ 1.21 Share-based compensation 0.09 0.07 Acquisition related amortization expense 0.13 0.15 Other (income), net (0.09 ) (0.02 ) Tax benefit on restricted stock (0.01 ) - Total non-GAAP adjustments—net of tax 0.12 0.20 Non-GAAP: Net earnings from continuing operations per common share—diluted $ 1.28 $ 1.41 (2) We define Adjusted EBITDA as net earnings from continuing operations calculated in accordance with US GAAP, adjusted for the following: depreciation and amortization, share-based compensation, provision for income taxes, and other (income), net. In the table below, we provide a reconciliation of Adjusted EBITDA to net earnings from continuing operations, which is the most directly comparable financial measure to this non-GAAP financial measure. Adjusted EBITDA margin is our calculation of Adjusted EBITDA divided by net sales. We believe that these exclusions in calculating Adjusted EBITDA and Adjusted EBITDA margin provides management and investors with a useful measure for period-to-period comparisons of our business and operating results by excluding items that management believes are not reflective of our underlying operating performance, which helps in the understanding and evaluation of our operating results. We use Adjusted EBITDA as a supplemental measure of our performance to gain and provide insight into our operating performance and performance trends. However, our use of Adjusted EBITDA and Adjusted EBITDA margin as analytical tools has limitations and should not be considered in isolation or as substitutes for analysis of our financial results as reported under US GAAP. In addition, other companies, including companies in our industry, might calculate Adjusted EBITDA and Adjusted EBITDA margin, or similarly titled measures, differently which may reduce their usefulness as comparative measures. The following table provides our calculations of Adjusted EBITDA (in thousands): Three months ended June 30, 2026 2025 GAAP: Net earnings from continuing operations $ 30,279 $ 32,014 Provision for income taxes 11,683 11,538 Share-based compensation 3,121 2,663 Depreciation and amortization 5,876 7,069 Other (income), net (3,130 ) (612 ) Non-GAAP: Adjusted EBITDA $ 47,829 $ 52,672 (3) Gross billings are the total dollar value of customer purchases of goods and services including shipping charges during the period, net of customer returns, credit memos, and sales or other taxes. Gross billings include the transaction values for certain sales transactions that are recognized on a net basis, and, therefore, include amounts that will not be recognized as revenue. 26 Table of Contents Results of Operations The three months ended June 30, 2026, compared to the three months ended June 30, 2025 Net sales: Net sales for the three months ended June 30, 2026, increased $6.3 million compared to the three months ended June 30, 2025, due to increased net sales to customers in the technology, healthcare, retail, and financial services industries, offset by decreased net sales to customers in the telecom, media and entertainment, and SLED industries. Our increase in net sales was primarily driven by large small and mid-market customers. For further information, see the “Segment Results of Operations” below. Gross profit: Gross profit for the three months ended June 30, 2026, decreased $2.3 million compared to the prior three-month period due to decreases in net sales in our professional services segment, offset by increases in our product segment and managed services segment. Overall, gross profit margin decreased 60 basis points year over year to 23.3%, primarily due to lower margins in all three segments and a lower proportion of sales of third-party maintenance and subscriptions that are recognized on a net basis, offset by an increase to vendor consideration. For further information, see the “Segment Results of Operations” below. Selling, general, and administrative: Selling, general, and administrative expenses for the three months ended June 30, 2026, increased $3.0 million, compared to the three months ended June 30, 2025. Salaries and benefits, including variable compensation and share-based compensation for the three months ended June 30, 2026, increased $1.0 million, compared to the same three-month period in the prior year, primarily due to increased headcount of employees whose costs are included in continuing operations, offset by a decrease in variable compensation commensurate with the decrease in our gross profit. As of June 30, 2026, we had 2,171 employees, an increase of 33 from 2,138 employees as of June 30, 2025. General and administrative expenses for the three months ended June 30, 2026, increased $2.3 million as compared to the prior three-month period, mainly driven by higher third-party consultant fees and legal fees. Provision for credit losses for the three months ended June 30, 2026, was $0.3 million, as compared to $0.6 million for the prior three-month period. Our lower provision for credit losses for the three months ended June 30, 2026, was due to favorable changes in our net credit exposure. Depreciation and amortization: Depreciation and amortization for the three months ended June 30, 2026, decreased compared to the three months ended June 30, 2025, primarily due to decreased acquisition related amortization expense. Operating income: As a result of the foregoing, operating income for the three months ended June 30, 2026, decreased $4.1 million compared to the prior three-month period, and operating income margin decreased by 70 basis points to 6.0%. Other income, net: Other income, net for the three months ended June 30, 2026, was $3.1 million, compared to $0.6 million for the three months ended June 30, 2025. Higher other income was driven by increased interest income and decreased foreign exchange losses. We had $3.3 million in interest income for the three months ended June 30, 2026, compared to $2.1 million for the three months ended June 30, 2025. We had foreign exchange losses of $0.2 million for the three months ended June 30, 2026, compared to losses of $1.5 million for the same three-month period in the prior year. Provision for income taxes: Our provision for income tax expense was $11.7 million for the three months ended June 30, 2026, as compared to $11.5 million for the same three-month period in the prior year. Our effective tax rate for the three months ended June 30, 2026, was 27.8%, compared with 26.5%, for the same three- month period in the prior year. Our effective income tax rate for the three months ended June 30, 2026, was higher compared to the same three-month period in the prior year primarily due to higher state and local taxes and higher non-deductible executive compensation in the current three-month period. 27 Table of Contents Net earnings from continuing operations: Net earnings from continuing operations for the three months ended June 30, 2026, were $30.3 million, a decrease of $1.7 million, as compared to $32.0 million for the same three-month period in the prior year. The net earnings decrease was due to the decrease in operating profits, offset by an increase in other income. Net earnings from discontinued operations, net of tax: Net earnings from discontinued operations, net of tax for the three months ended June 30, 2025, were $10.6 million. There were no discontinued operations transactions during the three months ended June 30, 2026. Net earnings: Due to the aforementioned reasons, net earnings for the three months ended June 30, 2026, were $30.3 million, a decrease of $12.3 million, as compared to $42.6 million for the same three-month period in the prior year. Segment Overview Following the divestiture of our domestic financing business in the Sale Transaction, we organize our business into three reportable segments (which we formerly referred to collectively as the technology business): ● Product segment: Our product segment consists of the sale of third-party hardware, third-party perpetual and subscription software, and third-party maintenance, software assurance, and other third-party services. The product segment also includes internet-based business-to-business supply chain management solutions for IT products. We utilize vendor programs to obtain vendor consideration to minimize our cost of sales. ● Professional services segment: Our professional services segment includes our advanced professional services to our customers that are performed under time and materials, fixed fee, or milestone contracts. Professional services include consulting, assessments, architecture, deployment, and configuration, logistic services, training, staff augmentation services, and project management services. Additionally, we offer professional services in the spaces of digital signage, EV charging solutions, loss prevention and security, store openings, remodels, and store closings. ● Managed services segment: Our managed services segment includes our advanced managed services that encompass managing various aspects of our customers’ environments that are billed in regular intervals over a contract term, usually between three to five years. Managed services also include security solutions, storage-as-a-service, cloud hosted services, cloud managed services, and service desk. Our other category consists of the international entities of our financing business that we retained after selling our domestic financing business. 28 Table of Contents Segment Results of Operations The three months ended June 30, 2026, compared to the three months ended June 30, 2025 The results of operations for our segments were as follows (dollars in thousands): Three months ended June 30, 2026 2025 Financial metrics Net sales: Product segment $ 529,603 $ 526,355 Professional services segment 68,081 71,729 Managed services segment 51,302 44,580 Total reportable segments 648,986 642,664 Other 127 111 Total $ 649,113 $ 642,775 Gross profit: Product segment $ 111,067 $ 111,942 Professional services segment 25,144 28,153 Managed services segment 15,065 13,534 Total reportable segments 151,276 153,629 Other 53 47 Total $ 151,329 $ 153,676 Gross profit margin: Product segment 21.0 % 21.3 % Professional services segment 36.9 % 39.2 % Managed services segment 29.4 % 30.4 % Net sales by customer end market: Telecom, media & entertainment $ 138,697 $ 184,979 Technology 117,999 82,747 SLED 79,856 90,562 Healthcare 79,197 74,291 Financial services 73,386 47,500 Retail 34,923 31,971 All others 124,928 130,614 Total reportable segments $ 648,986 $ 642,664 Net sales by type: Networking $ 223,721 $ 218,202 Cloud 180,748 206,996 Security 78,265 61,107 Collaboration 15,492 11,757 Other 31,377 28,293 Total products segment 529,603 526,355 Professional services segment 68,081 71,729 Managed services segment 51,302 44,580 Total reportable segments $ 648,986 $ 642,664 Net sales: Product segment sales for the three months ended June 30, 2026, increased compared to the same three-month period in the prior year, due to increases in revenue from networking, security, and collaboration products, offset by a decrease in cloud products. These increases were driven by the timing of purchases by existing customers, which are determined by their buying cycles and the timing of specific IT-related initiatives. Contributing to the increase, the proportion of our sales that were sales of third-party maintenance and subscriptions that are recognized on a net basis decreased for the three months ended June 30, 2026, compared to the same period in the prior year. Professional services segment sales for the three months ended June 30, 2026, decreased compared to the same three-month period in the prior year, primarily due to decreases in revenues from project services and staff augmentation. Managed services segment sales for the three months ended June 30, 2026, increased compared to the same three- month period in the prior year, due to ongoing expansion of these service offerings, primarily related to ongoing growth in enhanced maintenance support and cloud services. 29 Table of Contents Gross profit margin: Product segment gross profit margin for the three months ended June 30, 2026, decreased by 30 basis points from the same three-month period in the prior year due to a shift in product mix and a lower proportion of our sales that were sales of third-party maintenance and subscriptions which are recorded on a net basis, offset by an increase in vendor consideration. Vendor consideration earned as a percentage of sales for the three months ended June 30, 2026, increased by 90 basis points. Professional services segment gross profit margin for the three months ended June 30, 2026, decreased by 230 basis points, from the same three-month period in the prior year primarily due to the use of a higher proportion of third parties for delivery and lower revenue from professional services. Managed services segment gross profit margin for the three months ended June 30, 2026, decreased by 100 basis points, from the same three-month period in the prior year, mainly driven by a decrease in gross profit margin from our managed services offerings due to increased third-party costs. Liquidity and Capital Resources Overview We finance our operations through funds generated from operations and through borrowings. We use those funds to meet our capital requirements, which primarily consist of working capital for operational needs, capital expenditures, mergers and acquisitions, the issuance of dividends and repurchase of shares of our common stock. We believe that cash on hand and funds generated from operations, together with available credit under our credit facility, will be sufficient to finance our working capital, capital expenditures, and other requirements for at least the next year. Our ability to continue to expand, both organically and through acquisitions, is dependent upon our ability to generate enough cash flow from operations or from borrowing or other sources of financing as may be required. While at this time we do not anticipate requiring any additional sources of financing to fund our current operations, if demand for IT products declines, or if our supply of products is delayed or interrupted, our cash flows from operations may be substantially affected. Cash Flows The following table summarizes our sources and uses of cash for the three months ended June 30, 2026, and 2025 (in thousands): Three months ended June 30, 2026 2025 Net cash provided by (used in) operating activities of continuing operations $ 76,477 $ (106,003 ) Net cash provided by operating activities of discontinued operations - 7,036 Net cash provided by (used in) operating activities 76,477 (98,967 ) Net cash used in investing activities of continuing operations (853 ) (824 ) Net cash provided by investing activities of discontinued operations - 156,681 Net cash provided by (used in) investing activities (853 ) 155,857 Net cash provided by (used in) financing activities of continuing operations (37,844 ) 38,341 Net cash used in financing activities of discontinued operations - (6,417 ) Net cash provided by (used in) financing activities (37,844 ) 31,924 Effect of exchange rate changes on cash 305 1,989 Net increase in cash and cash equivalents $ 38,085 $ 90,803 30 Table of Contents Cash flows from operating activities: During the three months ended June 30, 2026, we provided $76.5 million through operating activities primarily due to a decrease in inventories and an increase in our accounts payable, offset by net earnings and an increase in accounts receivable. During the three months ended June 30, 2025, we used $106.0 million through operating activities of continuing operations primarily due to an increase in our accounts receivable, partially offset by net earnings and a decrease in our inventories. To manage our working capital, we monitor our cash conversion cycle for our business segments, which is defined as days sales outstanding (“DSO”) in accounts receivable plus days of supply in inventory (“DIO”) minus days of purchases outstanding in accounts payable (“DPO”). The following table presents the components of the cash conversion cycle: As of June 30, 2026 2025 (DSO) Days sales outstanding (1) 64 58 (DIO) Days inventory outstanding (2) 22 14 (DPO) Days payable outstanding (3) (45 ) (46 ) Cash conversion cycle 41 26 (1) Represents the rolling three-month average of the balance of trade accounts receivable-trade, net at the end of the period divided by Gross billings for the same three-month period. (2) Represents the rolling three-month average of the balance of inventory, net at the end of the period divided by the direct cost of products billed to our customers for the same three-month period. (3) Represents the rolling three-month average of the combined balance of accounts payable-trade and accounts payable-floor plan at the end of the period divided by the direct cost of products and services billed to our customers for the same three-month period. Our cash conversion cycle increased to 41 days as of June 30, 2026, as compared to 26 days as of June 30, 2025. Our standard payment term for customers is between 30-60 days; however, certain customer orders may be approved for extended payment terms. Our DSO increased 6 days to 64 days as of June 30, 2026, compared to 58 days as of June 30, 2025, reflecting higher sales to customers with terms greater than 60 days. Our DIO increased to 22 days as of June 30, 2026, compared to 14 days as of June 30, 2025, due to longer customer delivery schedules. Our DPO increased by 1 day to 45 days as of June 30, 2026, as compared to 46 days as of June 30, 2025. Invoices processed through our credit facility, or the accounts payable-floor plan balance, are typically paid within 45-60 days from the invoice date, while accounts payable trade invoices are typically paid around 30-45 days from the invoice date. Cash flows related to investing activities: During the three months ended June 30, 2026, we used $0.9 million through investing activities consisting of purchases of property and equipment. During the three months ended June 30, 2025, we used $0.8 million through investing activities of continuing operations consisting primarily of purchases of property and equipment, and provided $156.7 million through investing activities of discontinued operations, consisting of cash proceeds from our sale of HoldCo of $180.1 million less cash transferred with the HoldCo entities of $23.4 million. Cash flows from financing activities: During the three months ended June 30, 2026, we used $37.8 million through financing activities. We had cash outflows of $25.5 million to repurchase outstanding shares of our common stock, $7.1 million paid for dividends, and $7.1 million in net repayments on our floor plan facility. These cash outflows were partially offset by cash inflows of $1.8 million in proceeds from the issuance of common stock to employees under our employee stock purchase plan. 31 Table of Contents During the three months ended June 30, 2025, we provided $38.3 million from financing activities of continuing operations consisting of $1.8 million in proceeds from the issuance of common stock to employees under an employee stock purchase plan, and $39.9 million in net borrowings on the floor plan component of our credit facility, partially offset by $3.3 million in cash used to repurchase outstanding shares of our common stock. Credit Facility We finance the operations of our subsidiaries ePlus Technology, inc. and ePlus Technology Services, inc. (collectively, the “Borrowers”) through the WFCDF Credit Facility. The WFCDF Credit Facility has a floor plan facility and a revolving credit facility. Please refer to Note 7, “Credit Facility” in the accompanying Consolidated Financial Statements included in “Part I, Item 1. Financial Statements” for additional information concerning our WFCDF Credit Facility. The loss of the WFCDF Credit Facility could have a material adverse effect on our future results as we currently rely on this facility and its components for daily working capital and liquidity and as an operational function of our accounts payable process. Floor plan facility: We finance certain purchases of products for sale to our customers through the floor plan facility. Once our customer places a purchase order with us and we have approved their credit, we place an order for the desired products with one of our vendors. Our vendors are generally paid by the floor plan facility and our liability is reflected in “accounts payable—floor plan” in our consolidated balance sheets. Most customer payments to us are remitted to our lockbox accounts. Once payments are cleared, the monies in the lockbox accounts are automatically and daily transferred to our operating account. We pay down the floor plan facility on three specified dates each month, generally 45 to 60 days from the invoice date. Our borrowings and repayments under the floor plan component are included in “net borrowings (repayments) on floor plan facility” within cash flows from the financing activities in our consolidated statements of cash flows. As of June 30, 2026, and March 31, 2026, we had a maximum credit limit of $500.0 million, and an outstanding balance on the floor plan facility of $112.5 million and $119.7 million, respectively. On our balance sheet, our liability under the floor plan facility is presented as part of accounts payable – floor plan. Revolving credit facility: As of June 30, 2026, and March 31, 2026, we did not have any outstanding balance under the revolving credit facility. The maximum credit limit under this facility was $200.0 million as of both June 30, 2026, and March 31, 2026. Dividends A summary of fiscal year-to-date dividend activity for our common stock is as follows: Dividend amount Declaration date Record date Payment date $0.27 May 28, 2026 June 17, 2026 June 30, 2026 On August 4, 2026, we announced that our Board of Directors (“Board”) declared a quarterly dividend. The quarterly cash dividend of $0.27 per common share will be paid on September 16, 2026, to shareholders of record as of the close of business on August 25, 2026. The payment of any future dividends will be at the discretion of our Board and will depend upon our results of operations, financial condition, business prospects, capital requirements, contractual restrictions (including in current or future agreements governing our indebtedness), restrictions imposed by applicable law, tax considerations and other factors that our Board deems relevant. 32 Table of Contents Performance Guarantees In the normal course of business, we may provide certain customers with performance guarantees, which are generally backed by surety bonds. In general, we would only be liable for these guarantees in the event of default in the performance of our obligations. We believe we currently comply with the performance obligations under our service contracts for which there is a performance guarantee, and we believe that any liability incurred in connection with these guarantees would not have a material adverse effect on our consolidated statements of operations. Off-Balance Sheet Arrangements As part of our ongoing business, we do not participate in transactions that generate relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. As of June 30, 2026, we were not involved in any unconsolidated special purpose entity transactions. Adequacy of Capital Resources The continued implementation of our business strategy will require a significant investment in both resources and managerial focus. For example, we may selectively enter into merger and acquisition transactions with other companies that have attractive customer relationships, skilled sales and/or engineering forces, and/or other attributes that may be complementary to our business or are aligned with our long-term strategy. Specifically, we may acquire technology companies to expand and enhance our geographic footprint, or the platform of bundled solutions to provide additional functionality and value-added services. Further, we may also open facilities in new geographic areas, which may require a significant investment of cash. We may require additional capital due to increases in inventory to accommodate our customers’ IT installation schedules and delivery delays from product shortages to complete orders. These actions may result in increased working capital needs as the business expands. As a result, we may require additional financing to fund our strategy, implementation, potential future mergers and acquisitions, and working capital needs, which may include additional debt and equity financing. While the future is uncertain, we do not expect our WFCDF Credit Facility will be terminated by WFCDF or us. Potential Fluctuations in Quarterly Operating Results Our future quarterly operating results and the market price of our common stock may fluctuate. In the event our revenues or earnings for any quarter are less than the level expected by securities analysts or the market in general, such shortfall could have an immediate and significant adverse impact on the market price of our common stock. Any such adverse impact could be greater if any such shortfall occurs near the time of any material decrease in any widely followed stock index or in the market price of the stock of one or more competitors, IT resellers, major customers, or vendors of ours. Our quarterly results of operations are susceptible to fluctuations for several reasons, including, but not limited to currency fluctuations, reduction in IT spending by our customers and potential customers, shortages of products from our vendors, the timing and mix of specific transactions, the reduction of vendor consideration programs, and other factors. See Part I, Item 1A, “Risk Factors,” in our 2026 Annual Report, as supplemented in subsequently filed reports. We believe that comparisons of quarterly results of our operations are not necessarily meaningful and that results for one quarter should not be relied upon as an indication of future performance. Critical Accounting Estimates Our critical accounting estimates have not changed from those reported in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2026 Annual Report. 33 Table of Contents