← Back to SNX filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
TD Synnex Corporation · 10-Q · Q2 FY2026 · Period ended May 31, 2026
View complete filing on SEC EDGAR ↗This is the extracted source text from the SEC filing. Formatting may differ from the original document.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Consolidated Financial Statements and related Notes included elsewhere in this Report. All financial data included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations section are in thousands, except as otherwise indicated. Amounts in certain tables may not add or compute due to rounding.
When used in this Quarterly Report on Form 10-Q, or this “Report”, the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “allows,” “can,” “may,” “could,” “designed,” “will,” and similar expressions are intended to identify forward-looking statements. These are statements that relate to future periods and include statements about our business model and our services, our business and market strategy, future growth, demand, our infrastructure, our investment in our information technology ("IT") systems, our employee hiring and retention, our revenue, sources of revenue, our gross margins, our operating costs and results, timing of payment, the value of our inventory, our competition, our future needs and sources for additional financing, contract terms, relationships with our suppliers, adequacy of our facilities, our legal proceedings, our operations, foreign currency exchange rates and hedging activities, our strategic acquisitions, seasonality of sales, adequacy of our cash resources, our debt and financing arrangements and repayment expectations related thereto, including our supplier finance programs, the impact of any change to our credit rating, interest rate risk and impact thereof, cash held by our international subsidiaries and repatriation, changes in fair value of derivative instruments, our tax liabilities, adequacy of our disclosure controls and procedures, cybersecurity and cyberattacks, impact of our pricing policies, impact of economic and industry trends, changes to the markets in which we compete, impact of new reporting rules and accounting policies, our estimates and assumptions, impact of inventory repurchase obligations and commitments and contingencies, our effective tax rates, impact of any impairment of our goodwill and intangible assets, and our share repurchase and dividend program. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, those risks discussed herein and others, including risks related to the buying patterns of our customers, concentration of sales to large customers, the loss or consolidation of one or more of our significant original equipment manufacturer ("OEM") suppliers or customers, market acceptance of the products we assemble and distribute, competitive conditions in our industry and their impact on our margins, pricing and other terms with our OEM suppliers, our ability to retain key personnel, our ability to gain market share, variations in supplier-sponsored programs, changes in our costs and operating expenses, increased inflation, uncertainty over global trade policies and the impacts of related tariffs, geopolitical instability and armed conflicts in the Middle East and other regions, dependence upon and trends in capital spending budgets in the IT industry, fluctuations in general economic conditions, changes in tax laws, risks associated with our international operations, any incidents of theft, uncertainties and variability in demand by our reseller and integration customers, credit exposure to our reseller customers and negative trends in their businesses, supply shortages or delays, any termination or reduction in our supplier finance programs; changes in value of foreign currencies and interest rates and other risk factors contained in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended November 30, 2025. These forward-looking statements speak only as of the date hereof. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based, unless otherwise required by law.
In the Management’s Discussion and Analysis of Financial Condition and Results of Operations, all references to “TD SYNNEX,” “we,” “us,” “our” or the “Company” mean TD SYNNEX Corporation and its subsidiaries, except where it is made clear that the term means only the parent company or one of its segments.
TD SYNNEX, the TD SYNNEX logo and all other TD SYNNEX company, product and services names and slogans are trademarks or registered trademarks of TD SYNNEX Corporation. Other names and marks are the property of their respective owners.
Overview
We are a Fortune 100 corporation and a leading global distributor, solutions aggregator, and original design and contract manufacturer that plays a central role in connecting the technology ecosystem, helping partners maximize the value of technology investments and achieve measurable business outcomes.
30
Table of contents
Digital transformation and the migration to cloud computing has reshaped our industry, enabling businesses and consumers to evaluate, procure, acquire, and consume technology products and services in a variety of ways. Hybrid models of IT consumption, supporting both physical and virtual delivery methods are emerging, as hardware and software-based solutions become increasingly combined. As a result, customers are seeking greater integration of products, services and solutions that tie technologies together. Therefore, we believe it is important to provide a broad, end-to-end portfolio, with deep capabilities across the computing continuum to help customers manage the increasingly complex IT ecosystem and deliver the solutions and business outcomes the market desires. Our vision for the future is to be the vital solutions aggregator and orchestrator that connects the IT ecosystem.
We are focusing on the following strategic imperatives in pursuit of our vision:
•Unify our reach by expanding our portfolio in both mature and developing markets through our targeted go-to-market strategy.
•Target new customers by leveraging our specialist go-to-market and trusted advisor approach to deliver tailored value propositions and personalized solutions that align closely with the unique business needs and priorities of each customer.
•Expand our addressable market through our unique vendor value proposition, capitalizing on end-to-end capabilities to support business currently operated by vendors.
•Diversify our offerings within our end-to-end portfolio of products, services and solutions, including providing design, manufacturing and supply chain services to hyperscale computing customers.
•Expand and attach our service capabilities to meet our customers' evolving needs, also enabling us to engage earlier in the customer lifecycle, support more complex deployments, drive renewals and deepen our relationships with our customers.
We offer a comprehensive catalog of technology products from OEMs, such as personal computing devices, mobile phones and accessories, cloud, security, data analytics, artificial intelligence ("AI") and hyperscale computing infrastructure. This enables us to offer comprehensive solutions to our customers, including value-added resellers ("VARs"), independent software vendors, corporate resellers, government resellers, system integrators, direct marketers, retailers and managed service providers ("MSPs"). We combine our core strengths in distribution with demand generation, supply chain management and design and integration solutions to help our customers achieve greater efficiencies in time to market, cost minimization, real-time linkages in the supply chain and aftermarket product support. We also provide comprehensive IT solutions including hardware, software and services which provides a highly efficient route to market for both vendors and customers.
During the first quarter of fiscal year 2026, the Company revised its reportable segments to align with how the Company’s Chief Operating Decision Maker (the "CODM") manages the business, assesses performance and allocates resources. As a result, we now operate in four reportable segments comprised of three reportable segments related to our global distribution business organized within three geographic regions known as the Americas, Europe and Asia-Pacific and Japan ("APJ"). Our fourth reportable segment is Hyve Solutions, which operates globally. Across each geographic region, our distribution businesses bring together a broad portfolio of IT hardware, software and systems, providing access to products across the global IT ecosystem. Our Hyve Solutions business partners with technology companies to design, manufacture, and deliver traditional and accelerated compute, cloud, and connected infrastructure worldwide. Prior period segment results have been recast to reflect our new reportable segments.
We group our distribution businesses' offerings into two solutions portfolios, Endpoint Solutions and Advanced Solutions. Our Endpoint Solutions portfolio primarily includes personal computing devices and peripherals, mobile phones and accessories, printers and supplies. Our Advanced Solutions portfolio primarily includes data center technologies such as hybrid cloud, security, storage, networking, servers, software, and converged and hyper-converged infrastructure.
We group our Hyve Solutions business offerings into two service offerings, Manufacturing and Supply Chain Services. Manufacturing primarily provides Original Design Manufacturing (“ODM”) and Contract Manufacturing (“CM”). Supply Chain Services primarily provides data center support, supply continuity and integrated supply chain orchestration.
31
Table of contents
Our business is characterized by low gross profit as a percentage of revenue, or gross margin, and low operating income as a percentage of revenue, or operating margin. Relatedly, tariffs, value added taxes and other similar charges on our products are generally passed through to our customers as part of our sales price. The market for IT products has generally been characterized by declining unit prices and short product life cycles, although unit prices for certain products have increased during certain periods due to factors such as supply chain constraints and inflation. We set our sales price based on the market supply and demand characteristics for each particular product or bundle of products we distribute and services we provide.
Economic and Industry Trends
We are highly dependent on the end-market demand for IT products, and on our partners’ strategic initiatives and business models. This end-market demand is influenced by many factors including the introduction of new IT products and software by OEM suppliers, replacement cycles for existing IT products, trends toward cloud computing and AI, overall economic growth and general business activity. A difficult and challenging economic environment, due to the continued persistence of inflation, elevated interest rates, market volatility and adverse effects on product demand connected to geopolitical developments including tariff uncertainty, or other factors may also lead to decline in the IT industry or increased price-based competition. Our Hyve Solutions business is highly dependent on the demand for cloud infrastructure, and the number of key customers and suppliers in the market. Our business includes operations in the Americas, Europe and APJ so we are affected by demand for our products in those regions, as well as the impact of fluctuations in foreign currency exchange rates compared to the United States ("U.S.") dollar.
Acquisitions
We continually seek to augment organic growth in our business with strategic acquisitions of businesses and assets that complement and expand our existing capabilities. We also divest businesses that we deem no longer strategic to our ongoing operations. We seek to acquire new OEM relationships, enhance our supply chain and integration capabilities, increase the services we provide to our customers and OEM suppliers, and expand our geographic footprint.
Results of Operations
The following table sets forth, for the indicated periods, data as percentages of total revenue:
Three Months Ended Six Months Ended
Consolidated Statements of Operations Data: May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025
Revenue 100.00 % 100.00 % 100.00 % 100.00 %
Cost of revenue (93.16) % (93.00) % (92.95) % (93.06) %
Gross profit 6.84 % 7.00 % 7.05 % 6.94 %
Selling, general and administrative expenses (4.19) % (4.80) % (4.30) % (4.79) %
Operating income 2.65 % 2.20 % 2.75 % 2.15 %
Interest expense and finance charges, net (0.50) % (0.61) % (0.51) % (0.60) %
Other income (expense), net 0.05 % — % 0.08 % (0.01) %
Income before income taxes 2.20 % 1.59 % 2.32 % 1.54 %
Provision for income taxes (0.49) % (0.35) % (0.52) % (0.34) %
Net income 1.71 % 1.24 % 1.80 % 1.20 %
32
Table of contents
Certain Non-GAAP Financial Information
In addition to disclosing financial results that are determined in accordance with GAAP, we also disclose certain non-GAAP financial information, including:
•Revenue in constant currency, which is revenue adjusted for the translation effect of foreign currencies so that certain financial results can be viewed without the impact of fluctuations in foreign currency exchange rates, thereby facilitating period-to-period comparisons of our business performance. Revenue in constant currency is calculated by translating the revenue for the three and six months ended May 31, 2026 in the billing currency using the comparable prior period currency conversion rate. Generally, when the dollar either strengthens or weakens against other currencies, the growth at constant currency rates will be higher or lower than growth reported at actual exchange rates.
•Adjusted selling, general and administrative expenses, which excludes acquisition, integration and restructuring costs, the amortization of intangible assets and share-based compensation expense. TD SYNNEX also uses adjusted selling, general and administrative expenses as a percentage of gross profit, which is a useful metric in considering the portion of gross profit retained after selling, general and administrative expenses.
•Non-GAAP operating income, which is operating income, adjusted to exclude acquisition, integration and restructuring costs, amortization of intangible assets and share-based compensation expense.
•Non-GAAP operating margin, which is non-GAAP operating income, as defined above, divided by revenue.
•Non-GAAP net income, which is net income, adjusted to exclude acquisition, integration and restructuring costs, amortization of intangible assets, share-based compensation expense, realized gains upon sale of certain equity securities ("gain on investments") and income taxes related to the aforementioned items.
•Non-GAAP diluted earnings per common share (“EPS”), which is diluted EPS excluding the per share impact of acquisition, integration and restructuring costs, amortization of intangible assets, share-based compensation expense, gain on investments and income taxes related to the aforementioned items.
Acquisition, integration and restructuring costs, which are expensed as incurred, primarily represent professional services costs for legal, banking, consulting and advisory services, severance and other personnel related costs, share-based compensation expense and debt extinguishment fees that are incurred in connection with acquisition, integration, restructuring and divestiture activities. From time to time, this category may also include transaction-related gains/losses on divestitures/spin-off of businesses, costs related to long-lived assets including impairment charges and accelerated depreciation and amortization expense due to changes in asset useful lives, as well as various other costs associated with the acquisition or divestiture.
Our acquisition activities have resulted in the recognition of finite-lived intangible assets which consist primarily of customer relationships and vendor lists. Finite-lived intangible assets are amortized over their estimated useful lives and are tested for impairment when events indicate that the carrying value may not be recoverable. The amortization of intangible assets is reflected in our Consolidated Statements of Operations. Although intangible assets contribute to our revenue generation, the amortization of intangible assets does not directly relate to the sale of our products. Additionally, intangible asset amortization expense typically fluctuates based on the size and timing of our acquisition activity. Accordingly, we believe excluding the amortization of intangible assets, along with the other non-GAAP adjustments which neither relate to the ordinary course of our business nor reflect our underlying business performance, enhances our and our investors’ ability to compare our past financial performance with our current performance and to analyze underlying business performance and trends. Intangible asset amortization excluded from the related non-GAAP financial measure represents the entire amount recorded within our GAAP financial statements, and the revenue generated by the associated intangible assets has not been excluded from the related non-GAAP financial measure. Intangible asset amortization is excluded from the related non-GAAP financial measure because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised.
33
Table of contents
Share-based compensation expense is a non-cash expense arising from the grant of equity awards to employees and non-employee members of our Board of Directors based on the estimated fair value of those awards. Although share-based compensation is an important aspect of the compensation of our employees, the fair value of the share-based awards may bear little resemblance to the actual value realized upon the vesting or future exercise of the related share-based awards and the expense can vary significantly between periods as a result of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Given the variety and timing of awards and the subjective assumptions that are necessary when calculating share-based compensation expense, we believe this additional information allows investors to make additional comparisons between our operating results from period to period.
Gain on investments includes benefits recorded in other income (expense), net during the first and second quarters of fiscal 2026 resulting from realized gains upon sale of certain equity securities.
We believe that providing this additional information is useful to the reader to better assess and understand our base operating performance, especially when comparing results with previous periods and for planning and forecasting in future periods, primarily because management typically monitors the business adjusted for these items in addition to GAAP results. Management also uses these non-GAAP measures to establish operational goals and, in some cases, for measuring performance for compensation purposes. As these non-GAAP financial measures are not calculated in accordance with GAAP, they may not necessarily be comparable to similarly titled measures employed by other companies. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures and should be used as a complement to, and in conjunction with data presented in accordance with GAAP.
34
Table of contents
Three and Six Months Ended May 31, 2026 and 2025:
Revenue
The following table summarizes our revenue and change in revenue by reportable segment for the three and six months ended May 31, 2026 and 2025:
Three Months Ended Six Months Ended
Revenue in constant currency May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Consolidated
Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %
Impact of changes in foreign currencies (280,184) — (988,748) —
Revenue in constant currency $ 19,294,629 $ 14,946,315 29.1 % $ 35,747,263 $ 29,478,022 21.3 %
Americas distribution
Revenue $ 9,545,327 $ 7,486,566 27.5 % $ 17,318,769 $ 14,557,098 19.0 %
Impact of changes in foreign currencies (38,238) — (83,155) —
Revenue in constant currency $ 9,507,089 $ 7,486,566 27.0 % $ 17,235,614 $ 14,557,098 18.4 %
Europe distribution
Revenue $ 6,043,771 $ 4,676,539 29.2 % $ 12,280,943 $ 9,634,795 27.5 %
Impact of changes in foreign currencies (277,071) — (948,579) —
Revenue in constant currency $ 5,766,700 $ 4,676,539 23.3 % $ 11,332,364 $ 9,634,795 17.6 %
APJ distribution
Revenue $ 1,020,152 $ 793,665 28.5 % $ 2,019,740 $ 1,564,027 29.1 %
Impact of changes in foreign currencies 35,125 — 42,986 —
Revenue in constant currency $ 1,055,277 $ 793,665 33.0 % $ 2,062,726 $ 1,564,027 31.9 %
Hyve Solutions
Revenue $ 2,965,563 $ 1,989,545 49.1 % $ 5,116,559 $ 3,722,102 37.5 %
Impact of changes in foreign currencies — — — —
Revenue in constant currency $ 2,965,563 $ 1,989,545 49.1 % $ 5,116,559 $ 3,722,102 37.5 %
Consolidated
•Three Months and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $4.6 billion and $4.3 billion, respectively, during the three months ended May 31, 2026 and $7.3 billion and $6.3 billion, respectively, during the six months ended May 31, 2026. The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios as well as growth in Hyve Solutions, partially offset by a greater percentage of our sales being presented on a net basis due to the mix of products sold, which negatively impacted our revenue growth compared to the prior period by approximately 2% and 4%, respectively. The impact of changes in foreign currencies is primarily due to the strengthening of the euro against the U.S. dollar.
35
Table of contents
Americas distribution
•Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $2.1 billion and $2.0 billion, respectively, during the three months ended May 31, 2026 and $2.8 billion and $2.7 billion, respectively during the six months ended May 31, 2026. The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions portfolios in the region, along with a greater percentage of our sales being presented on a gross basis due to the mix of products sold, which positively impacted our revenue growth compared to the prior period by approximately 6% and 3%, respectively. The impact of changes in foreign currencies is primarily due to the strengthening of the Canadian dollar against the U.S. dollar.
Europe distribution
•Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $1.4 billion and $1.1 billion, respectively, during the three months ended May 31, 2026 and $2.6 billion and $1.7 billion, respectively during the six months ended May 31, 2026. The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions portfolios in the region, along with a greater percentage of our sales being presented on a gross basis due to the mix of products sold, which positively impacted our revenue growth compared to the prior period by approximately 7% and 4%, respectively. The impact of changes in foreign currencies is primarily due to the strengthening of the euro against the U.S. dollar.
APJ distribution
•Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency increased by $226.5 million and $261.6 million, respectively, during the three months ended May 31, 2026 and $455.7 million and $498.7 million, respectively, during the six months ended May 31, 2026. The increases are driven by growth in both our Advanced Solutions and Endpoint Solutions portfolios in the region, partially offset by a greater percentage of our sales being presented on a net basis due to the mix of products sold, which negatively impacted our revenue growth compared to the prior period by approximately 2% and 1%, respectively. The impact of changes in foreign currencies is primarily due to the weakening of the Indian rupee and the Japanese yen against the U.S. dollar.
Hyve Solutions
•Three and Six Months Ended May 31, 2026 versus May 31, 2025 - Revenue and revenue in constant currency both increased by $976.0 million during the three months ended May 31, 2026 and $1.4 billion during the six months ended May 31, 2026, respectively. The increases are driven by growth in Manufacturing sales as well as Supply Chain Services, partially offset by a greater percentage of our sales being presented on a net basis due to a higher mix of sales under arrangements which operate under a customer-owned procurement model, which negatively impacted our revenue growth compared to the prior period by approximately 68% and 70%, respectively.
Gross Profit
Three Months Ended Six Months Ended
Gross profit & gross margin - Consolidated May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %
Gross profit $ 1,339,461 $ 1,046,373 28.0 % $ 2,591,607 $ 2,044,379 26.8 %
Gross margin 6.84 % 7.00 % 7.05 % 6.94 %
Our gross margin is affected by a variety of factors, including competition, selling prices, mix of products, the percentage of revenue that is presented on a net basis, product costs along with rebate and discount programs from our suppliers, reserves or settlement adjustments, freight costs, inventory losses and fluctuations in revenue.
Three Months Ended May 31, 2026 versus May 31, 2025
•Gross profit increased primarily due to the increase in revenue due to growth in our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions where both Manufacturing and Supply Chain Services experienced growth. The impact of changes in foreign currencies had a favorable impact on gross profit of approximately $19 million.
36
Table of contents
•Gross margin decreased primarily due to product mix in Hyve Solutions, partially offset by the impact of the presentation of additional revenue on a net basis primarily in our Hyve Solutions portfolio which positively impacted our gross margin by approximately 12 basis points.
Six Months Ended May 31, 2026 versus May 31, 2025
•Gross profit increased primarily due to the increase in revenue due to growth in our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions where both Manufacturing and Supply Chain Services experienced growth. The impact of changes in foreign currencies had a favorable impact on gross profit of approximately $66 million.
•Gross margin increased primarily due to the presentation of additional revenues on a net basis primarily in our Hyve Solutions portfolio, which positively impacted our gross margin by approximately 24 basis points, partially offset by a decline in Hyve Solutions margins due to product mix.
Selling, General and Administrative ("SG&A") Expenses
Three Months Ended Six Months Ended
May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Gross profit $ 1,339,461 $ 1,046,373 28.0 % $ 2,591,607 $ 2,044,379 26.8 %
Selling, general and administrative expenses $ 820,099 $ 718,234 14.2 % $ 1,582,885 $ 1,411,781 12.1 %
Acquisition, integration and restructuring costs (2,116) (664) $ (3,000) $ (1,726)
Amortization of intangibles (75,663) (73,282) (151,366) (144,689)
Share-based compensation (17,875) (11,950) (41,520) (33,811)
Adjusted selling, general and administrative expenses $ 724,445 $ 632,338 14.6 % $ 1,386,999 $ 1,231,555 12.6 %
Selling, general and administrative expenses as a percent of gross profit 61.2 % 68.6 % 61.1 % 69.1 %
Adjusted selling, general and administrative expenses as a percent of gross profit 54.1 % 60.4 % 53.5 % 60.2 %
Our SG&A expenses consist primarily of personnel costs such as salaries, commissions, bonuses, share-based compensation and temporary personnel costs. SG&A expenses also include amortization of our intangible assets, cost of warehouses, delivery centers and other non-integration facilities, depreciation on certain of our capital equipment, IT expenses, credit costs including bad debt expense, legal and professional fees, travel and entertainment, and non-income taxes.
Three and Six Months Ended May 31, 2026 versus May 31, 2025
•SG&A expenses and adjusted SG&A expenses increased primarily due to higher personnel costs, higher credit costs, and the impact of changes in foreign currencies, which had an unfavorable impact of approximately $15 million and $48 million for the three and six months ended May 31, 2026, respectively.
•SG&A expenses as a percentage of gross profit and adjusted SG&A expenses as a percentage of gross profit decreased due to our increase in gross profit from growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios and in Hyve Solutions, partially offset by higher personnel and credit costs.
Operating Income
The following tables provide an analysis of operating income and non-GAAP operating income on a consolidated and reportable segment basis as well as a reconciliation of operating income to non-GAAP operating income on a consolidated and reportable segment basis for the three and six months ended May 31, 2026 and 2025:
37
Table of contents
Three Months Ended Six Months Ended
Operating income & operating margin - Consolidated May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 19,574,813 $ 14,946,315 31.0 % $ 36,736,011 $ 29,478,022 24.6 %
Operating income $ 519,362 $ 328,139 58.3 % $ 1,008,722 $ 632,598 59.5 %
Acquisition, integration and restructuring costs 2,116 664 3,000 1,726
Amortization of intangibles 75,663 73,282 151,366 144,689
Share-based compensation 17,875 11,950 41,520 33,811
Non-GAAP operating income $ 615,016 $ 414,035 48.5 % $ 1,204,608 $ 812,824 48.2 %
Operating margin 2.65 % 2.20 % 2.75 % 2.15 %
Non-GAAP operating margin 3.14 % 2.77 % 3.28 % 2.76 %
Consolidated - Three and Six Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased primarily due to an increase in revenue, partially offset by higher personnel costs and higher credit costs.
•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, along with impacts from the presentation of additional revenues on a net basis due to the mix of products sold. The presentation of additional revenues on a net basis positively impacted our operating margin and non-GAAP operating margin by approximately 5 and 6 basis points, respectively, during the three months ended May 31, 2026, and 10 and 11 basis points, respectively, during the six months ended May 31, 2026.
Three Months Ended Six Months Ended
Operating income & operating margin - Americas distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 9,545,327 $ 7,486,566 27.5 % $ 17,318,769 $ 14,557,098 19.0 %
Operating income $ 243,249 $ 182,931 33.0 % $ 439,390 $ 315,042 39.5 %
Acquisition, integration and restructuring costs 2,130 58 4,201 382
Amortization of intangibles 41,213 40,488 82,405 80,905
Share-based compensation 9,969 6,843 21,685 18,663
Non-GAAP operating income $ 296,561 $ 230,320 28.8 % $ 547,681 $ 414,992 32.0 %
Operating margin 2.55 % 2.44 % 2.54 % 2.16 %
Non-GAAP operating margin 3.11 % 3.08 % 3.16 % 2.85 %
Americas distribution - Three and Six Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased, primarily due to revenue growth, partially offset by higher personnel costs and higher credit costs.
•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, partially offset by impacts from the presentation of additional revenues on a gross basis due to the mix of products sold. The presentation of additional revenues on a gross basis negatively impacted our operating margin and non-GAAP operating margin by approximately 12 and 15 basis points, respectively, during the three months ended May 31, 2026, and 6 and 7 basis points, respectively, during the six months ended May 31, 2026.
38
Table of contents
Three Months Ended Six Months Ended
Operating income & operating margin - Europe distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 6,043,771 $ 4,676,539 29.2 % $ 12,280,943 $ 9,634,795 27.5 %
Operating income $ 72,110 $ 32,889 119.3 % $ 180,015 $ 100,809 78.6 %
Acquisition, integration and restructuring costs (37) 499 (1,335) 1,125
Amortization of intangibles 33,472 31,988 67,007 62,177
Share-based compensation 4,613 2,988 11,729 9,800
Non-GAAP operating income $ 110,158 $ 68,364 61.1 % $ 257,416 $ 173,911 48.0 %
Operating margin 1.19 % 0.70 % 1.47 % 1.05 %
Non-GAAP operating margin 1.82 % 1.46 % 2.10 % 1.81 %
Europe distribution - Three and Six Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased primarily due to an increase in revenue, along with an increase in gross margin in our Endpoint Solutions portfolio in the region, partially offset by higher personnel costs and by a decrease in gross margin in our Advanced Solutions portfolio in the region.
•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, partially offset by the effects of a greater percentage of our revenue being presented on a gross basis due to the mix of products sold, which negatively impacted our operating margin and non-GAAP operating margin by approximately 7 and 10 basis points during the three months ended May 31, 2026, and by 4 and 6 basis points during the six months ended May 31, 2026, respectively.
Three Months Ended Six Months Ended
Operating income & operating margin - APJ distribution May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 1,020,152 $ 793,665 28.5 % $ 2,019,740 $ 1,564,027 29.1 %
Operating income $ 25,192 $ 17,724 42.1 % $ 55,032 $ 28,295 94.5 %
Acquisition, integration and restructuring costs 23 107 134 219
Amortization of intangibles 978 806 1,954 1,607
Share-based compensation 1,096 795 2,457 2,125
Non-GAAP operating income $ 27,289 $ 19,432 40.4 % $ 59,577 $ 32,246 84.8 %
Operating margin 2.47 % 2.23 % 2.72 % 1.81 %
Non-GAAP operating margin 2.67 % 2.45 % 2.95 % 2.06 %
APJ distribution - Three Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased primarily due to revenue growth, partially offset by higher personnel costs.
•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue.
39
Table of contents
APJ distribution - Six Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased primarily due to revenue growth, partially offset by higher personnel costs.
•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, along with an increase in gross margin.
Three Months Ended Six Months Ended
Operating income & operating margin - Hyve Solutions May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Revenue $ 2,965,563 $ 1,989,545 49.1 % $ 5,116,559 $ 3,722,102 37.5 %
Operating income $ 178,811 $ 94,595 89.0 % $ 334,285 $ 188,452 77.4 %
Share-based compensation 2,197 1,324 5,649 3,223
Non-GAAP operating income $ 181,008 $ 95,919 88.7 % $ 339,934 $ 191,675 77.3 %
Operating margin 6.03 % 4.75 % 6.53 % 5.06 %
Non-GAAP operating margin 6.10 % 4.82 % 6.64 % 5.15 %
Hyve Solutions - Three and Six Months Ended May 31, 2026 versus May 31, 2025
•Operating income and non-GAAP operating income increased primarily due to strong growth in Manufacturing as well as Supply Chain Services.
•Operating margin and non-GAAP operating margin increased primarily due to a greater percentage of our sales being presented on a net basis due to a higher mix of sales under arrangements which operate under a customer-owned procurement model. This positively impacted our operating margin and non-GAAP operating margin by approximately 189 and 190 basis points, respectively, for the three months ended May 31, 2026, and 220 and 223 basis points, respectively, for the six months ended May 31, 2026.
Interest Expense and Finance Charges, Net
Three Months Ended Six Months Ended
May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Interest expense and finance charges, net $ 97,841 $ 89,982 8.7 % $ 184,375 $ 177,862 3.7 %
Percentage of revenue 0.50 % 0.61 % 0.51 % 0.60 %
Amounts recorded in interest expense and finance charges, net, consist primarily of interest expense on our Senior Notes, our lines of credit, our accounts receivable securitization facility and our term loans, and fees associated with the sale of accounts receivable, partially offset by income earned on our cash investments.
Three and Six Months Ended May 31, 2026 versus May 31, 2025
Interest expense and finance charges, net increased, primarily driven by increased costs associated with the sale of accounts receivable due to higher volumes of sold receivables. Accounts receivable discount fees for these programs totaled $23.4 million and $13.5 million in the three months ended May 31, 2026 and 2025, respectively, and $44.2 million and $25.5 million in the six months ended May 31, 2026 and 2025, respectively. This impact was partially offset by lower average interest rates.
40
Table of contents
Other Income (Expense), Net
Three Months Ended Six Months Ended
May 31, 2026 May 31, 2025 Change in Dollars May 31, 2026 May 31, 2025 Change in Dollars
Other income (expense), net $ 8,412 $ (79) $ 8,491 $ 27,994 $ (1,775) $ 29,769
Percentage of revenue 0.05 % — % 0.08 % (0.01) %
Amounts recorded as other income (expense), net include foreign currency transaction gains and losses on certain financing transactions and the related derivative instruments used to hedge such financing transactions, the cost of hedging, investment gains and losses, and other non-operating gains and losses, such as settlements received from class action lawsuits.
Three and Six Months Ended May 31, 2026 versus May 31, 2025
Other income (expense), net improved primarily due to gains recognized on sales of investments in equity securities of $10.8 million and $33.1 million during the three and six months ended May 31, 2026, respectively.
Provision for Income Taxes
Three Months Ended Six Months Ended
May 31, 2026 May 31, 2025 Percent Change May 31, 2026 May 31, 2025 Percent Change
Provision for income taxes $ 95,845 $ 53,157 80.3 % $ 191,338 $ 100,503 90.4 %
Percentage of income before income taxes 22.29 % 22.33 % 22.45 % 22.19 %
Income taxes consist of our current and deferred tax expense resulting from our income earned in domestic and foreign jurisdictions. Income taxes for the interim periods presented have been included in the accompanying Consolidated Financial Statements on the basis of an estimated annual effective tax rate.
Three Months Ended May 31, 2026 versus May 31, 2025
Income tax expense increased primarily due to higher income during the period. The effective tax rate was relatively flat due to an increase related to the relative mix of earnings within the taxing jurisdictions in which we operate, offset by a valuation allowance release resulting from the sale of investments in equity securities.
Six Months Ended May 31, 2026 versus May 31, 2025
Income tax expense increased primarily due to higher income during the period and a slightly higher effective tax rate. The effective tax rate was higher primarily due to the relative mix of earnings within the taxing jurisdictions in which we operate.
41
Table of contents
Net Income and Diluted EPS
The following tables present net income and diluted EPS as well as a reconciliation of our most comparable GAAP measures to the related non-GAAP measures presented:
Three Months Ended Six Months Ended
Net income - Consolidated May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025
Net Income $ 334,088 $ 184,921 $ 661,003 $ 352,458
Acquisition, integration and restructuring costs 2,116 664 3,000 1,726
Amortization of intangibles 75,663 73,282 151,366 144,689
Share-based compensation 17,875 11,950 41,520 33,811
Gain on investments (10,753) — (33,107) —
Income taxes related to the above (28,565) (20,300) (50,791) (44,796)
Non-GAAP net income $ 390,424 $ 250,517 $ 772,991 $ 487,888
Three Months Ended Six Months Ended
Diluted EPS May 31, 2026 May 31, 2025 May 31, 2026 May 31, 2025
Diluted EPS(1) $ 4.15 $ 2.21 $ 8.19 $ 4.19
Acquisition, integration and restructuring costs 0.03 0.01 0.04 0.02
Amortization of intangibles 0.94 0.87 1.88 1.71
Share-based compensation 0.22 0.14 0.51 0.40
Gain on investments (0.13) — (0.41) —
Income taxes related to the above (0.36) (0.24) (0.63) (0.53)
Non-GAAP diluted EPS(1) $ 4.85 $ 2.99 $ 9.58 $ 5.79
_________________________
(1) Diluted EPS is calculated using the two-class method. Unvested restricted stock awards granted to employees, as well as vested but unexercised common stock warrants, are considered participating securities. For purposes of calculating diluted EPS, net income allocated to participating securities was approximately 0.9% of net income for all periods presented.
42
Table of contents
Liquidity and Capital Resources
Cash Conversion Cycle
Three Months Ended
May 31, 2026 November 30, 2025 May 31, 2025
Days sales outstanding ("DSO")
Revenue (a) $ 19,574,813 $ 17,379,140 $ 14,946,315
Accounts receivable, net (b) 12,995,129 11,707,581 10,127,960
Days sales outstanding (c) = ((b)/(a))*the number of days during the period 61 61 62
Days inventory outstanding ("DIO")
Cost of revenue (d) $ 18,235,352 $ 16,184,390 $ 13,899,942
Inventories (e) 13,894,044 9,504,340 8,655,741
Days inventory outstanding (f) = ((e)/(d))*the number of days during the period 70 53 57
Days payable outstanding ("DPO")
Cost of revenue (g) $ 18,235,352 $ 16,184,390 $ 13,899,942
Accounts payable (h) 21,179,061 17,624,254 14,542,575
Days payable outstanding (i) = ((h)/(g))*the number of days during the period 107 98 96
Cash conversion cycle ("CCC") (j) = (c)+(f)-(i) 24 16 23
Cash Flows
Our business is working capital intensive. Our working capital needs are primarily to finance accounts receivable and inventory. We rely heavily on term loans, sales of accounts receivable, our securitization program, our revolver programs and net trade credit from vendors for our working capital needs. We have financed our growth and cash needs to date primarily through cash generated from operations and financing activities. As a general rule, when sales volumes are increasing, our net investment in working capital dollars typically increases, which generally results in decreased cash flow generated from operating activities. Conversely, when sales volumes decrease, our net investment in working capital dollars typically decreases, which generally results in increases in cash flows generated from operating activities.
We calculate CCC as days of the last fiscal quarter’s revenue outstanding in accounts receivable plus days of supply on hand in inventory, less days of the last fiscal quarter’s cost of revenue outstanding in accounts payable.
•CCC was 24 days as of May 31, 2026, and 16 and 23 days as of November 30, 2025 and May 31, 2025, respectively.
•CCC increased as compared to both November 30, 2025 and May 31, 2025 primarily due to an increase in our DIO as inventory balances increased primarily to support growth in our business, partially offset by an increase in our DPO due to a corresponding increase in our accounts payable.
To increase our market share and better serve our customers, we may further expand our operations through investments or acquisitions. We expect that any such expansions would require an initial investment in working capital, personnel, facilities and operations. These investments or acquisitions would likely be funded primarily by our existing cash and cash equivalents, additional borrowings, or the issuance of securities.
43
Table of contents
Operating Activities - Six Months Ended May 31, 2026 versus May 31, 2025
Net cash used in operating activities was $1.2 billion and $174.8 million, respectively. The increase in net cash used in operating activities was primarily due to a larger increase in inventory to support growth in our business, along with a year-over-year increase in accounts receivable due to the current year sales growth. These impacts were partially offset by a year-over-year increase in accounts payable correlated with the increase in inventory, along with the increase in net income.
Investing Activities - Six Months Ended May 31, 2026 versus May 31, 2025
Net cash used in investing activities was $65.5 million and $71.1 million, respectively. The decrease in net cash used in investing activities is primarily due to cash received on the sale of investments in equity securities of $42.7 million, partially offset by an increase in capital expenditures of $28.2 million.
Financing Activities - Six Months Ended May 31, 2026 versus May 31, 2025
Net cash used in financing activities was $131.9 million and $126.6 million, respectively. The increase in net cash used in financing activities is primarily due to a decrease in net short-term borrowings to fund working capital requirements of $70.2 million, partially offset by a net decrease in payments for share repurchases of $57.2 million.
We believe our current cash balances, cash flows from operations and credit availability are sufficient to support our operating activities for at least the next twelve months.
Capital Resources
Our cash and cash equivalents totaled $1.1 billion and $2.4 billion as of May 31, 2026 and November 30, 2025, respectively. Our cash and cash equivalents held by international subsidiaries are generally no longer subject to U.S. federal tax on repatriation into the U.S. Repatriation of some foreign balances is restricted by local laws. If in the future we repatriate foreign cash back to the U.S., we will report in our Consolidated Financial Statements the impact of state and withholding taxes depending upon the planned timing and manner of such repatriation. Presently, we believe we have sufficient resources, cash flow and liquidity within the U.S. to fund current and expected future working capital, investment and other general corporate funding requirements.
We believe that our available cash and cash equivalents balances, cash flows from operations and our existing sources of liquidity, including available capacity under our borrowing facilities, will be sufficient to enable the repayment of our current borrowings, including $700.0 million of Senior Notes due in August 2026, and satisfy our current and planned working capital and investment needs for the next twelve months in all geographies. We also believe that our longer-term working capital, planned capital expenditures, anticipated stock repurchases, dividend payments and other general corporate funding requirements will be satisfied through cash flows from operations and, to the extent necessary, from our borrowing facilities and future financial market activities.
Credit Facilities and Borrowings
In the U.S., we have an accounts receivable securitization program to provide additional capital for our operations (the "U.S. AR Arrangement"). Under the terms of the U.S. AR Arrangement, we and our subsidiaries that are party to the U.S. AR Arrangement can borrow up to a maximum of $1.5 billion based upon eligible trade accounts receivable. The U.S. AR Arrangement, as amended, has a maturity date of January 20, 2028. We also have an amended and restated credit agreement, dated as of April 16, 2024 (as amended, the "TD SYNNEX Credit Agreement"), pursuant to which we received commitments for the extension of a senior unsecured revolving credit facility not to exceed an aggregate principal amount of $3.5 billion, which revolving credit facility (the "TD SYNNEX Revolving Credit Facility") may, at our request but subject to the lenders' discretion, potentially be increased by up to an aggregate amount of $500.0 million. Our borrowings on these facilities vary within the period primarily based on changes in our working capital. There were no amounts outstanding under the U.S. AR Arrangement or the TD SYNNEX Revolving Credit Facility at May 31, 2026 or November 30, 2025. As amended, the TD SYNNEX Revolving Credit Facility will mature on April 16, 2029, subject, in the lender's discretion, to two one-year extensions upon our prior notice to the lenders.
On April 19, 2024, we entered into a Term Loan Credit Agreement (the "2024 Term Loan Credit Agreement") which provides for a senior unsecured term loan in the amount of $750.0 million (the "2024 Term Loan"). The 2024 Term Loan will mature on September 1, 2027.
44
Table of contents
We have various other committed and uncommitted lines of credit with financial institutions, short-term loans, term loans, credit facilities and book overdraft facilities, totaling approximately $856.5 million in borrowing capacity as of May 31, 2026. Our borrowings on these facilities vary within the period primarily based on changes in our working capital. There was $426.0 million outstanding on these facilities at May 31, 2026, at a weighted average interest rate of 6.92%, and there was $319.3 million outstanding on these facilities at November 30, 2025, at a weighted average interest rate of 5.72%.
Historically, we have renewed our accounts receivable securitization program and our parent company credit facilities on, or prior to, their respective expiration dates. We have no reason to believe that these and other arrangements will not be renewed or replaced as we continue to be in good credit standing with the participating financial institutions. We have had similar borrowing arrangements with various financial institutions throughout our years as a public company.
We had total outstanding borrowings of approximately $4.7 billion and $4.6 billion as of May 31, 2026 and November 30, 2025, respectively. Our outstanding borrowings include Senior Notes of $3.6 billion as of both May 31, 2026 and November 30, 2025, and the 2024 Term Loan of $750.0 million as of both May 31, 2026 and November 30, 2025. For additional information on our borrowings, see Note 9 – Borrowings to the Consolidated Financial Statements included in Part I, Item 1 of this Report.
Accounts Receivable Purchase Agreements
We have uncommitted accounts receivable purchase agreements under which trade accounts receivable owed by certain customers may be acquired, without recourse, by certain financial institutions. Available capacity under these programs is dependent upon the level of our trade accounts receivable eligible to be sold into these programs and the financial institutions’ willingness to purchase such receivables. In addition, certain of these programs also require that we continue to service, administer and collect the sold accounts receivable. At May 31, 2026 and November 30, 2025, we had a total of $2.3 billion and $1.8 billion, respectively, of trade accounts receivable sold to and held by financial institutions under these programs. Discount fees for these programs totaled $23.4 million and $44.2 million in the three and six months ended May 31, 2026, respectively, and $13.5 million and $25.5 million in the three and six months ended May 31, 2025, respectively.
Supplier Finance Programs
We have certain arrangements with third-party financial institutions ("Supplier Finance Programs"), which facilitate the participating vendors’ ability to sell their accounts receivable from us to the third-party financial institutions, at the sole discretion of these vendors. We are not party to the agreements between the vendor and the third-party financial institution. As part of these arrangements, we generally receive more favorable payment terms from our vendors. Our rights and obligations to our vendors, including amounts due, are generally not impacted by Supplier Finance Programs. However, we agree to make all payments to the third-party financial institutions, and our right to offset balances due from vendors against payment obligations is restricted by the agreements for those payment obligations that have been sold by the respective vendors. As of May 31, 2026 and November 30, 2025, we had $3.8 billion and $3.7 billion, respectively, in obligations outstanding under these programs included in "Accounts payable" in our Consolidated Balance Sheets.
Share Repurchase Program
In March 2024, our Board of Directors authorized a $2.0 billion share repurchase program pursuant to which we may repurchase our outstanding common stock from time to time in the open market or through privately negotiated transactions, including pursuant to one or more Rule 10b5-1 trading plans adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. This share repurchase authorization does not have an expiration date. We repurchased 583 thousand shares of common stock for $112.4 million and 1.1 million shares for $192.1 million in the three and six months ended May 31, 2026, respectively, and 1.4 million shares for $148.8 million and 2.1 million shares for $249.3 million during the three and six months ended May 31, 2025, respectively. As of May 31, 2026, we had $1.0 billion available for future repurchases of our common stock. For additional information on our share repurchase program, see Note 4 – Stockholders' Equity to the Consolidated Financial Statements included in Part I, Item 1 of this Report.
45
Table of contents
Covenant Compliance
Our credit facilities have a number of covenants and restrictions that require us to maintain specified financial ratios. They also limit our (or our subsidiaries', as applicable) ability to incur additional debt or liens, enter into agreements with affiliates, modify the nature of our business, and merge or consolidate. As of May 31, 2026, we were in compliance with all material financial covenants for the above arrangements.
Critical Accounting Policies and Estimates
During the six months ended May 31, 2026, there were no material changes to our critical accounting policies and estimates previously disclosed in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025.
Recently Issued Accounting Pronouncements
For a summary of recent accounting pronouncements and the anticipated effects on our consolidated financial statements, see Note 2 – Summary of Significant Accounting Policies to the Consolidated Financial Statements, which can be found under Part I, Item 1 of this Report.