SCANSOURCE INC
For the period ended Jun 30, 2024. Filed Aug 27, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Aug 27, 2024
SCSC$45.43+3.1%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| SCANSOURCE, INC. | |||
| Date: | August 27, 2024 | By: | /s/ MICHAEL L. BAUR |
|---|---|---|---|
| Michael L. Baur | |||
| Chairman and Chief Executive Officer(Principal Executive Officer) | |||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Title | Date |
|---|---|---|
| /s/ MICHAEL L. BAUR | Chairman and Chief Executive Officer | August 27, 2024 |
| Michael L. Baur | (Principal Executive Officer) | |
| /s/ STEVE JONES | Senior Executive Vice President and Chief Financial Officer | August 27, 2024 |
| Steve Jones | (Principal Financial Officer) | |
| /s/ BRANDY FORD | Senior Vice President and Chief Accounting Officer | August 27, 2024 |
| Brandy Ford | (Principal Accounting Officer) | |
| /s/ PETER C. BROWNING | Lead Independent Director | August 27, 2024 |
| Peter C. Browning | ||
| /s/ FRANK E. EMORY, JR. | Director | August 27, 2024 |
| Frank E. Emory, Jr. | ||
| /s/ CHARLES A. MATHIS | Director | August 27, 2024 |
| Charles A. Mathis | ||
| /s/ VERNON NAGEL | Director | August 27, 2024 |
| Vernon Nagel | ||
| /s/ DOROTHY F. RAMONEDA | Director | August 27, 2024 |
| Dorothy F. Ramoneda | ||
| /s/ JEFFREY R. RODEK | Director | August 27, 2024 |
| Jeffrey R. Rodek | ||
| /s/ ELIZABETH O. TEMPLE | Director | August 27, 2024 |
| Elizabeth O. Temple | ||
Exhibit Index
| ExhibitNumber | Description | Filedherewith | Form | Exhibit | FilingDate |
|---|---|---|---|---|---|
| 2.1 | Share Purchase and Sale Agreement for Global Data Network LLP dated January 8, 2015 | 10-Q | 2.1 | 2/3/2015 | |
| 3.1 | Second Amended and Restated Articles of Incorporation and Articles of Amendment | 8-K | 3.1 | 1/27/2022 | |
| 3.2 | Amended and Restated Bylaws | 10-Q | 3.1 | 5/7/2024 | |
| 4.1 | Form of Common Stock Certificate | SB-2 | 4.1 | 2/7/1994 | |
| 4.2 | Description of Securities | X | |||
| Executive Compensation Plans and Arrangements | |||||
| 10.1 | ScanSource, Inc. 2024 Board of Directors Compensation Program | X | |||
| 10.2 | ScanSource, Inc. Nonqualified Deferred Compensation Plan, as Amended and Restated Effective January 1, 2021 | 10-Q | 10.3 | 5/10/2021 | |
| 10.3 | Executive Severance Plan | 8-K | 10.3 | 6/21/2017 | |
| 10.4 | ScanSource, Inc. Management Incentive Plan | 10-K | 10.7 | 8/22/2023 | |
| 10.5 | Amended and Restated Employment Agreement, effective as of July 1, 2017, of Michael L. Baur | 8-K | 10.1 | 6/21/2017 | |
| 10.6 | Employment Letter, dated September 27, 2019 of John Eldh | 10-K | 10.26 | 8/24/2021 | |
| 10.7 | Separation Agreement and General Release, dated September 22, 2023, by and between Registrant and John Eldh | 8-K | 10.1 | 9/26/2023 | |
| 10.8 | Employment Letter, dated November 16, 2020, of Stephen Jones | 10-Q | 10.1 | 2/2/2021 | |
| 10.9 | Employment Letter, dated May 6, 2021 of Rachel Hayden | 10-K | 10.29 | 8/24/2021 | |
| 10.10 | Employment Letter, dated February 9, 2023 of Shana Smith | 10-K/A | 10.23 | 10/24/2023 | |
| 10.11 | Employment Letter, dated June 29, 2023 of Alexandre Conde | X | |||
| 10.12 | Severance Plan, dated December 13, 2023 for Alexandre Conde | X | |||
| 10.13 | 2013 Long-Term Incentive Plan | S-8 | 99 | 12/5/2013 | |
| 10.14 | Form of Incentive Stock Option Award Certificate under ScanSource, Inc. 2013 Long-Term Incentive Plan for grants on or after December 5, 2013 | 10-Q | 10.3 | 2/6/2014 | |
| 10.15 | Form of Non-Qualified Stock Option Award Certificate under ScanSource, Inc. 2013 Long-Term Incentive Plan for grants on or after December 5, 2013 | 10-Q | 10.4 | 2/6/2014 | |
| 10.16 | Form of Non-Qualified Stock Option Award Certificate under the 2013 Long-Term Incentive Plan (2017 version) | 8-K | 10.3 | 12/8/2017 | |
| 10.17 | Form of Incentive Stock Option Award Certificate under the 2013 Long-Term Incentive Plan (2017 version) | 8-K | 10.4 | 12/8/2017 | |
| 10.18 | Form of Restricted Stock Unit Award Certificate (Performance- and Service-based) under the ScanSource, Inc. 2013 Long-Term Incentive Plan | 10-K/A | 10.37 | 10/26/2021 | |
| 10.19 | Form of Restricted Stock Unit Award Certificate (Service-based) under the ScanSource, Inc. 2013 Long-Term Incentive Plan | 10-K | 10.38 | 8/24/2021 | |
| 10.20 | ScanSource, Inc. 2021 Omnibus Incentive Compensation Plan | 10-K | 10.3 | 8/22/2023 | |
| 10.21 | Form of Employee Restricted Stock Award Certificate under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.2 | 1/27/2022 | |
| 10.22 | Form of Restricted Stock Unit Award Certificate (Service-Based) under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.4 | 1/27/2022 | |
| 10.23 | Form of Director Restricted Stock Unit Award Certificate (Service-Based) under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.5 | 1/27/2022 | |
| 10.24 | Form of Employee Restricted Stock Unit Award Certificate (Performance and Service-Based) under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.6 | 1/27/2022 | |
| 10.25 | Form of Incentive Stock Option Award Certificate under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.7 | 1/27/2022 | |
| 10.26 | Form of Non-Qualified Stock Option Award Certificate under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.8 | 1/27/2022 | |
| 10.27 | Form of Director Stock Award Certificate under the 2021 Omnibus Incentive Compensation Plan | 8-K | 10.9 | 1/27/2022 | |
| Bank Agreements | |||||
|---|---|---|---|---|---|
| 10.28 | Third Amended and Restated Credit Agreement | 8-K | 10.1 | 9/29/2022 | |
| 10.29 | Suspension of Rights Agreement, dated as of April 16, 2024, to the Third Amended and Restated Credit Agreement | 10-Q | 10.1 | 5/7/2024 | |
| Other Agreements | |||||
| 10.30 | + | Industrial Lease Agreement between Registrant and Industrial Developments International, Inc. | 10-K | 10.26 | 8/29/2007 |
| 10.31 | + | Third Amendment to Industrial Lease Agreement between Registrant and Industrial Developments International, Inc. | 10-K | 10.54 | 8/29/2016 |
| 10.32 | Fourth Amendment to Industrial Lease Agreement | 10-Q | 10.1 | 5/9/2019 | |
| 10.33 | + | Nonexclusive Value Added Distributor Agreement between ScanSource, Inc. and Cisco Systems, Inc. | 10-K | 10.38 | 8/22/2019 |
| 10.34 | + | Amendment No. 3 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.39 | 8/22/2019 |
| 10.35 | + | Amendment No. 5 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.40 | 8/22/2019 |
| 10.36 | + | Amendment No. 6 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.41 | 8/22/2019 |
| 10.37 | + | Amendment No. 7 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.42 | 8/22/2019 |
| 10.38 | Amendment No. 9 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.43 | 8/22/2019 | |
| 10.39 | + | Amendment No. 11 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.44 | 8/22/2019 |
| 10.40 | Amendment No. 13 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.46 | 8/22/2019 | |
| 10.41 | Amendment No. 14 to Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.47 | 8/22/2019 | |
| 10.42 | Amendment No. 17 to Cisco Nonexclusive Value Added Distributor Agreement | 10-Q | 10.2 | 5/10/2021 | |
| 10.43 | Amendment No. 21 to the Nonexclusive Value Added Distributor Agreement | 10-K | 10.59 | 8/22/2023 | |
| 10.44 | + | Addendum to Cisco Nonexclusive Value Added Distributor Agreement dated March 25, 2019 | 10-K | 10.48 | 8/22/2019 |
| 10.45 | + | Addendum to Cisco Nonexclusive Value Added Distributor Agreement dated March 2, 2015 | 10-K | 10.49 | 8/22/2019 |
| 10.46 | + | Affiliate Agreement under Cisco Nonexclusive Value Added Distributor Agreement | 10-K | 10.50 | 8/22/2019 | |
| 10.47 | + | Distribution Agreement with US Motorola (f/k/a Symbol Technologies, Inc.) | 10-K | 10.58 | 8/24/2021 | |
| 10.48 | + | Amendment to PartnerEmpower Distribution Agreement with Zebra | 10-K | 10.59 | 8/24/2021 | |
| 10.49 | Participation Agreement Relating to Distribution Agreement with Zebra | 10-K | 10.51 | 8/29/2016 | ||
| 10.50 | + | Amendment to PartnerConnect EVM Distributor Agreement | 10-K | 10.61 | 8/24/2021 | |
| 10.51 | + | Addendum to Zebra PartnerConnect Distributor Agreement | 10-Q | 10.2 | 5/9/2019 | |
| 10.52 | Letter of Agreement to PartnerConnect EVM Distributor Agreement | 10-K | 10.55 | 8/31/2020 | ||
| 10.53 | Addendum to Zebra PartnerConnect EVM Distributor Agreement | 10-K | 10.64 | 8/24/2021 | ||
| 10.54 | + | Addendum to Zebra PartnerConnect EVM Distributor Agreement | X | |||
| 19.1 | Insider Trading Policy | X | ||||
| 21.1 | Subsidiaries of the Company | X | ||||
| 23.1 | Consent of Grant Thornton LLP | X | ||||
| 31.1 | Certification of the Chief Executive Officer | X | ||||
| 31.2 | Certification of the Chief Financial Officer | X | ||||
| 32.1 | Certification of the Chief Executive Officer | X | ||||
| 32.2 | Certification of the Chief Financial Officer | X | ||||
| 97.1 | Compensation Recovery Plan | 10-Q | 99.1 | 11/9/2023 | ||
| 101 | The following materials from our Annual Report on Form 10-K for the year ended June 30, 2024, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets as of June 30, 2024 and June 30, 2023, (ii) the Consolidated Income Statements for the years ended June 30, 2024, June 30, 2023 and June 30, 2022, (iii) the Consolidated Statements of Shareholders' Equity for the years ended June 30, 2024, June 30, 2023 and June 30, 2022, (iv) the Consolidated Statements of Cash Flows for the years ended June 30, 2024, June 30, 2023 and June 30, 2022, and (v) the Notes to the Consolidated Financial Statements, tagged as blocks of text. The instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. | X | ||||
| 104 | Cover page Inline XBRL File (Included in Exhibit 101) | X | ||||
| + · Portions of this exhibit have been omitted pursuant to Item 601(b) of Regulation S-K. | ||||||
|---|---|---|---|---|---|---|
| Our SEC file number for documents filed with the SEC pursuant to the Exchange Act is 000-26926. | ||||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.