Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): March 22, 2010

 

 

SYNNEX CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-31892   94-2703333

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

44201 Nobel Drive

Fremont, California

  94538
(Address of principal executive offices)   (Zip Code)

(510) 656-3333

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))

 

 

 


Item 2.02. Results of Operations and Financial Condition

The information in this Current Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On March 25, 2010, SYNNEX Corporation (“SYNNEX”) issued a press release regarding SYNNEX’ financial results for its fiscal first quarter ended February 28, 2010. The full text of SYNNEX’ press release is furnished herewith as Exhibit 99.1.

 

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

SYNNEX held an Annual Meeting of our Stockholders on March 22, 2010, at which the following occurred:

ELECTION OF EIGHT DIRECTORS TO THE BOARD OF DIRECTORS: The stockholders elected Robert Huang, Kevin Murai, Matthew Miau, Fred Breidenbach, Gregory Quesnel, Dwight Steffensen, James Van Horne and Duane Zitzner as Directors. The votes on the matters were as follows:

 

ELECTION OF DIRECTORS

   FOR    WITHHELD    BROKER
NON-VOTES

Robert Huang

   30,147,909    769,324    1,790,191

Kevin Murai

   30,370,315    546,918    1,790,191

Matthew Miau

   28,554,716    2,362,517    1,790,191

Fred Breidenbach

   30,625,055    292,178    1,790,191

Gregory Quesnel

   30,625,055    292,178    1,790,191

Dwight Steffensen

   30,625,015    292,218    1,790,191

James Van Horne

   30,624,640    292,593    1,790,191

Duane Zitzner

   30,626,115    291,118    1,790,191

PROPOSAL TO APPROVE AN AMENDMENT TO OUR EXECUTIVE PROFIT SHARING PLAN FOR SECTION 16(B) OFFICERS: The stockholders approved an amendment to SYNNEX’ Executive Profit Sharing Plan for Section 16(b) Officers. The vote on the matter was as follows:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER NON-VOTES

30,566,450   256,935   93,848   1,790,191

RATIFICATION OF THE SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS: The stockholders ratified the selection by the Audit Committee of the Board of Directors of PricewaterhouseCoopers LLP as SYNNEX’ independent registered public accountants for the 2010 fiscal year. The vote on the matter was as follows:

 

FOR

 

AGAINST

 

ABSTAIN

32,545,933   70,294   91,197

 

1


Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

Exhibit
No.

  

Description

99.1

   Press Release dated March 25, 2010.

 

2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 25, 2010

 

SYNNEX CORPORATION
By:  

/s/    SIMON Y. LEUNG        

  Simon Y. Leung
  Senior Vice President, General Counsel and
  Corporate Secretary

 

3


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1

   Press Release dated March 25, 2010.

 

4