Item 1. Financial Statements

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (dollars and shares in millions, except per share amounts)
			September 30, 2025						December 31, 2024
Assets			(unaudited)
Current assets:
Cash and cash equivalents			$	452.9					$	503.5
Short-term investments			—						214.2
Accounts receivable, net of allowance for credit losses of $57.8 and $43.3, respectively			5,785.1						5,135.8
Merchandise inventory			504.7						605.3
Miscellaneous receivables			613.3						509.9
Prepaid expenses and other			421.4						404.4
Total current assets			7,777.4						7,373.1
Operating lease right-of-use assets			102.9						120.2
Property and equipment, net			177.1						192.0
Goodwill			4,642.1						4,620.4
Other intangible assets, net			1,225.7						1,356.6
Accounts receivable and other assets, noncurrent			1,272.4						1,016.1
Total Assets			$	15,197.6					$	14,678.4
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable-trade			$	3,678.8					$	3,381.3
Accounts payable-inventory financing			331.0						355.2
Current maturities of long-term debt			9.1						235.8
Contract liabilities			477.0						491.0
Accrued expenses and other current liabilities:
Compensation			282.6						275.8
Advertising			192.7						137.7
Sales and income taxes			116.4						61.6
Other			506.2						536.0
Total current liabilities			5,593.8						5,474.4
Long-term liabilities:
Debt			5,619.7						5,607.0
Deferred income taxes			165.3						167.4
Operating lease liabilities			128.8						149.1
Accounts payable and other liabilities			1,150.3						927.8
Total long-term liabilities			7,064.1						6,851.3
Commitments and contingencies (Note 10)
Stockholders’ equity:
Preferred stock, $0.01 par value, 100.0 shares authorized; no shares issued or outstanding for both periods			—						—
Common stock, $0.01 par value, 1,000.0 shares authorized; 130.3 and 132.6 shares outstanding, respectively			1.3						1.3
Paid-in capital			3,955.9						3,834.4
Accumulated deficit			(1,311.0)						(1,322.9)
Accumulated other comprehensive loss			(106.5)						(160.1)
Total stockholders’ equity			2,539.7						2,352.7
Total Liabilities and Stockholders’ Equity			$	15,197.6					$	14,678.4

The accompanying notes are an integral part of the Consolidated Financial Statements.

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (dollars and shares in millions, except per share amounts) (unaudited)
						Three Months Ended September 30,												Nine Months Ended September 30,
						2025						2024						2025						2024
Net sales						$	5,737.4					$	5,516.6					$	16,913.1					$	15,812.7
Cost of sales						4,481.9						4,315.9						13,294.1						12,365.6
Gross profit						1,255.5						1,200.7						3,619.0						3,447.1
Selling and administrative expenses						812.2						719.1						2,394.1						2,204.4
Operating income						443.3						481.6						1,224.9						1,242.7
Interest expense, net						(55.0)						(54.4)						(168.9)						(158.0)
Other income (expense), net						1.1						0.4						2.3						(0.8)
Income before income taxes						389.4						427.6						1,058.3						1,083.9
Income tax expense						(98.4)						(111.2)						(271.2)						(270.3)
Net income						$	291.0					$	316.4					$	787.1					$	813.6
Net income per common share:
Basic						$	2.22					$	2.37					$	5.98					$	6.07
Diluted						$	2.21					$	2.34					$	5.94					$	6.00
Weighted-average common shares outstanding:
Basic						131.0						133.5						131.7						134.0
Diluted						131.8						134.9						132.6						135.5

The accompanying notes are an integral part of the Consolidated Financial Statements.

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (dollars in millions) (unaudited)
						Three Months Ended September 30,												Nine Months Ended September 30,
						2025						2024						2025						2024
Net income						$	291.0					$	316.4					$	787.1					$	813.6
Other comprehensive income (loss), net of tax:
Unrealized gain (loss) from cash flow hedge						0.2						(7.6)						(0.2)						(5.7)
Reclassification of cash flow hedge to net income						0.2						0.1						0.6						0.1
Foreign currency translation adjustments						(20.6)						34.2						53.2						21.9
Other comprehensive income (loss), net of tax						(20.2)						26.7						53.6						16.3
Comprehensive income						$	270.8					$	343.1					$	840.7					$	829.9

The accompanying notes are an integral part of the Consolidated Financial Statements.

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in millions) (unaudited)
						Nine Months Ended September 30,
						2025						2024
Cash flows from operating activities:
Net income						$	787.1					$	813.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						221.5						205.8
Equity-based compensation expense						71.1						50.8
Deferred income taxes						(3.2)						(27.0)
Provision for credit losses						26.5						17.1
Other						(0.6)						3.3
Changes in assets and liabilities:
Accounts receivable						(633.0)						(320.9)
Merchandise inventory						106.8						(10.5)
Other assets						(334.9)						(313.9)
Accounts payable-trade						273.8						287.5
Other liabilities						256.3						226.2
Net cash provided by operating activities						771.4						932.0
Cash flows from investing activities:
Capital expenditures						(79.2)						(94.0)
Purchases of short-term investments						—						(211.1)
Proceeds from short-term investments						211.1						—
Acquisitions of businesses, net of cash acquired						(5.0)						(0.2)
Other						(2.2)						(0.2)
Net cash provided by (used in) investing activities						124.7						(305.5)
Cash flows from financing activities:
Proceeds from borrowings under revolving credit facility						1,397.9						—
Repayments of borrowings under revolving credit facility						(1,397.9)						—
Proceeds from issuance of long-term debt						—						1,197.8
Repayments of long-term debt						(211.1)						—
Payments to extinguish long-term debt						—						(778.8)
Payments of debt issuance costs						—						(10.4)
Proceeds from receivable financing liability						14.0						—
Repayments of receivable financing liability						(20.2)						(29.8)
Net change in accounts payable-inventory financing						(24.2)						(73.9)
Repurchases of common stock						(500.0)						(354.0)
Proceeds from stock option exercises						27.0						41.6
Payment of incentive compensation plan withholding taxes						(22.0)						(32.8)
Dividend payments						(246.9)						(249.0)
Other						14.7						18.6
Net cash used in financing activities						(968.7)						(270.7)
Effect of exchange rate changes on cash, cash equivalents and restricted cash						18.0						2.2
Net (decrease) increase in cash, cash equivalents and restricted cash						(54.6)						358.0
Cash, cash equivalents and restricted cash—beginning of period**(1)**						507.7						588.7
Cash, cash equivalents and restricted cash—end of period**(1)**						$	453.1					$	946.7
Supplementary disclosure of cash flow information:
Interest paid						$	(173.1)					$	(146.9)
Income taxes paid, net						$	(195.6)					$	(279.1)

(1)Restricted cash is presented within Prepaid expenses and other on the Consolidated Balance Sheets, as applicable.

The accompanying notes are an integral part of the Consolidated Financial Statements.

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (dollars and shares in millions) (unaudited)
						Three Months Ended September 30, 2025
						Common Stock
						Shares						Amount						Paid-in Capital						Accumulated Deficit						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balance as of June 30, 2025						131.1						$	1.3					$	3,919.1					$	(1,366.9)					$	(86.3)					$	2,467.2
Net income						—						—						—						291.0						—						291.0
Equity-based compensation expense						—						—						27.1						—						—						27.1
Shares issued under equity-based compensation plans						0.1						—						1.8						—						—						1.8
Coworker Stock Purchase Plan						—						—						6.9						—						—						6.9
Repurchases of common stock						(0.9)						—						—						(149.9)						—						(149.9)
Dividends paid ($0.625 per share)						—						—						0.8						(82.6)						—						(81.8)
Incentive compensation plan stock withheld for taxes						—						—						—						(1.1)						—						(1.1)
Unrealized gain (loss) from hedge accounting						—						—						—						—						0.2						0.2
Reclassification of cash flow hedge to net income						—						—						—						—						0.2						0.2
Foreign currency translation and other						—						—						0.2						(1.5)						(20.6)						(21.9)
Balance as of September 30, 2025						130.3						$	1.3					$	3,955.9					$	(1,311.0)					$	(106.5)					$	2,539.7

						Three Months Ended September 30, 2024
						Common Stock
						Shares						Amount						Paid-in Capital						Accumulated Deficit						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balance as of June 30, 2024						133.6						$	1.3					$	3,789.9					$	(1,481.3)					$	(135.0)					$	2,174.9
Net income						—						—						—						316.4						—						316.4
Equity-based compensation expense						—						—						2.7						—						—						2.7
Shares issued under equity-based compensation plans						—						—						6.6						—						—						6.6
Coworker Stock Purchase Plan						0.1						—						7.5						—						—						7.5
Repurchases of common stock						(0.5)						—						—						(100.0)						—						(100.0)
Dividends paid ($0.620 per share)						—						—						0.5						(83.2)						—						(82.7)
Incentive compensation plan stock withheld for taxes						—						—						—						(2.1)						—						(2.1)
Unrealized gain (loss) from hedge accounting						—						—						—						—						(7.6)						(7.6)
Reclassification of cash flow hedge to net income						—						—						—						—						0.1						0.1
Foreign currency translation and other						—						—						—						(0.7)						34.2						33.5
Balance as of September 30, 2024						133.2						$	1.3					$	3,807.2					$	(1,350.9)					$	(108.3)					$	2,349.3

CDW CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (dollars and shares in millions) (unaudited)
			Nine Months Ended September 30, 2025
			Common Stock
			Shares						Amount						Paid-in Capital						Accumulated Deficit						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balance as of December 31, 2024			132.6						$	1.3					$	3,834.4					$	(1,322.9)					$	(160.1)					$	2,352.7
Net income			—						—						—						787.1						—						787.1
Equity-based compensation expense			—						—						71.1						—						—						71.1
Shares issued under equity-based compensation plans			0.5						—						27.0						—						—						27.0
Coworker Stock Purchase Plan			0.1						—						20.7						—						—						20.7
Repurchases of common stock			(2.9)						—						—						(500.0)						—						(500.0)
Dividends paid ($1.875 per share)			—						—						2.4						(249.3)						—						(246.9)
Incentive compensation plan stock withheld for taxes			—						—						—						(22.0)						—						(22.0)
Unrealized gain (loss) from hedge accounting			—						—						—						—						(0.2)						(0.2)
Reclassification of cash flow hedge to net income			—						—						—						—						0.6						0.6
Foreign currency translation and other			—						—						0.3						(3.9)						53.2						49.6
Balance as of September 30, 2025			130.3						$	1.3					$	3,955.9					$	(1,311.0)					$	(106.5)					$	2,539.7

			Nine Months Ended September 30, 2024
			Common Stock
			Shares						Amount						Paid-in Capital						Accumulated Deficit						Accumulated Other Comprehensive Loss						Total Stockholders’ Equity
Balance as of December 31, 2023			134.1						$	1.3					$	3,691.3					$	(1,525.5)					$	(124.6)					$	2,042.5
Net income			—						—						—						813.6						—						813.6
Equity-based compensation expense			—						—						50.8						—						—						50.8
Shares issued under equity-based compensation plans			0.6						—						41.6						—						—						41.6
Coworker Stock Purchase Plan			0.1						—						21.9						—						—						21.9
Repurchases of common stock			(1.6)						—						—						(354.0)						—						(354.0)
Dividends paid ($1.860 per share)			—						—						1.6						(250.6)						—						(249.0)
Incentive compensation plan stock withheld for taxes			—						—						—						(32.8)						—						(32.8)
Unrealized gain (loss) from hedge accounting			—						—						—						—						(5.7)						(5.7)
Reclassification of cash flow hedge to net income			—						—						—						—						0.1						0.1
Foreign currency translation and other			—						—						—						(1.6)						21.9						20.3
Balance as of September 30, 2024			133.2						$	1.3					$	3,807.2					$	(1,350.9)					$	(108.3)					$	2,349.3

The accompanying notes are an integral part of the Consolidated Financial Statements.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

1. Description of Business and Summary of Significant Accounting Policies

Description of Business

CDW Corporation (“Parent”), a Fortune 500 company and member of the S&P 500 Index, is a leading multi-brand provider of information technology (“IT”) solutions to business, government, education and healthcare customers in the United States (“US”), the United Kingdom (“UK”) and Canada. The Company’s broad array of offerings ranges from discrete hardware and software products to integrated IT solutions and services that include on-premise and cloud capabilities across hybrid infrastructure, digital experience and security.

Throughout this report, the terms the “Company” and “CDW” refer to Parent and its subsidiaries.

Parent has two 100% owned subsidiaries, CDW LLC and CDW Finance Corporation. CDW LLC is an Illinois limited liability company that, together with its 100% owned subsidiaries, holds all material assets and conducts all business activities and operations of the Company. CDW Finance Corporation is a Delaware corporation formed for the sole purpose of acting as co-issuer of certain debt obligations and does not hold any material assets or engage in any business activities or operations.

Basis of Presentation

The accompanying unaudited interim Consolidated Financial Statements as of September 30, 2025 and for the three and nine months ended September 30, 2025 and 2024 (the “Consolidated Financial Statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and the rules and regulations of the US Securities and Exchange Commission (the “SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The presentation of the Consolidated Financial Statements requires the Company to make estimates and assumptions that affect reported amounts and related disclosures. In the opinion of management, the Consolidated Financial Statements contain all adjustments (consisting of a normal, recurring nature) necessary to present fairly the Company’s financial position, results of operations, comprehensive income, cash flows and changes in stockholders’ equity as of the dates and for the periods indicated. The unaudited results of operations for such interim periods reported are not necessarily indicative of results for the full year.

These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “December 31, 2024 Consolidated Financial Statements”). The significant accounting policies and estimates used in preparing these Consolidated Financial Statements were applied on a basis consistent with those reflected in the December 31, 2024 Consolidated Financial Statements.

Principles of Consolidation

The Consolidated Financial Statements include the accounts of Parent and its 100% owned subsidiaries. All intercompany transactions and accounts are eliminated in consolidation.

2. Recent Accounting Pronouncements

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This ASU removes stage-based capitalization rules for internal-use software to increase the operability of the recognition guidance considering different methods of software development. The ASU is effective for all entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. Entities may apply the guidance using a prospective, modified, or retrospective transition approach. The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. This ASU provides a practical expedient to simplify the estimation of expected credit losses for current accounts receivable and current contract assets that arise from

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

transactions accounted for under Topic 606, Revenue from Contracts with Customers. The ASU is effective for annual periods, including interim reporting periods, beginning after December 15, 2025, with early adoption permitted. Entities that elect the practical expedient should apply the amendments in this ASU on a prospective basis. The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-240). This ASU requires entities to disclose disaggregated information about specific natural expense categories in the notes to the financial statements. The ASU is effective for all public entities for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. Entities should apply the amendments on a prospective basis, but retrospective application is permitted. The Company is currently evaluating the impact the ASU will have on its disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU enhances existing income tax disclosures primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The ASU is effective for all public entities for annual periods beginning after December 15, 2024, with early adoption permitted. Entities should apply the amendments on a prospective basis, but retrospective application is permitted. The Company plans to adopt this ASU on a prospective basis in the fourth quarter of 2025. The adoption of this ASU is not expected to have a material impact to the Company’s disclosures.

3. Acquisitions

Mission Cloud Services, Inc. (“Mission”)

On November 27, 2024, the Company completed its acquisition of Mission through a purchase of all the issued and outstanding equity interests for a base purchase price of $330 million. The purchase price allocation is preliminary and is subject to change during the measurement period, which is not to exceed 12 months from the date of the acquisition. During the nine months ended September 30, 2025, there were no material adjustments to the preliminary purchase price allocation.

4. Accounts Receivable and Contract Balances

Accounts Receivable

The following table details the total accounts receivable recognized and the related classification on the Consolidated Balance Sheets:

						September 30, 2025						December 31, 2024
Accounts receivable, current(1)						$	4,707.8					$	4,386.4
Unbilled accounts receivable, current(1)						1,077.3						749.4
Unbilled accounts receivable, noncurrent(2)						1,162.5						923.0
Total accounts receivable						$	6,947.6					$	6,058.8

(1)Accounts receivable, current and Unbilled accounts receivable, current are presented within Accounts receivable, net of allowance for credit losses on the Consolidated Balance Sheets.

(2)Unbilled accounts receivable, noncurrent is presented net of allowance for credit losses herein and is presented within Accounts receivable and other assets, noncurrent on the Consolidated Balance Sheets.

From time to time, the Company transfers certain accounts receivable, without recourse, to third-party financial companies as a method to reduce the Company’s credit exposure and accelerate cash collections. Such transfers are recognized as a sale and the related accounts receivable are derecognized from the Consolidated Balance Sheets upon receipt of payment from the third-party financing company. During the nine months ended September 30, 2025 and 2024, the Company sold approximately $456 million and $337 million of accounts receivable, respectively.

Contract Balances

Contract assets and liabilities represent the difference in the timing of revenue recognition from receipt of cash from customers. Contract assets represent revenue recognized on performance obligations satisfied or partially satisfied for

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

which the Company has no unconditional right to consideration. Contract liabilities consist of payments received from customers, or such consideration that is contractually due, in advance of providing the product or performing services. The following table details information about the Company’s contract balances recognized on the Consolidated Balance Sheets:

						September 30, 2025						December 31, 2024
Contract assets(1)						$	108.7					$	97.1
Contract liabilities(2)(3)						$	508.1					$	522.3

(1)Contract assets are presented within Prepaid expenses and other on the Consolidated Balance Sheets.

(2)Includes $31 million and $31 million of long-term contract liabilities that are presented within Long-term liabilities - Accounts payable and other liabilities on the Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024, respectively.

(3)For the nine months ended September 30, 2025 and 2024, the Company recognized revenue of $364 million and $293 million related to its contract liabilities that were included in the beginning balance of the respective periods.

A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The following table represents the total transaction price for the remaining performance obligations as of September 30, 2025 related to non-cancelable managed and professional services contracts whereby the Company is acting as the principal and the duration is longer than 12 months, which is expected to be recognized over future periods.

						Within 1 Year						Years 1-2						Years 2-3						Thereafter
Remaining performance obligations						$	138.8					$	81.5					$	30.8					$	11.4

5. Inventory Financing Agreements

The Company has entered into agreements with financial institutions to facilitate the purchase of inventory from designated suppliers under certain terms and conditions to enhance liquidity. Under these agreements, the Company receives extended payment terms and agrees to pay the financial institutions a stated amount of confirmed invoices from its designated suppliers. The Company does not incur any interest or other incremental expenses associated with these agreements as balances are paid when they are due. Additionally, the Company has no involvement in establishing the terms or conditions of the arrangements between its suppliers and the financial institutions.

The amounts outstanding under these agreements as of September 30, 2025 and December 31, 2024 were $331 million and $355 million, respectively, and are separately presented as Accounts payable-inventory financing on the Consolidated Balance Sheets. The majority of such outstanding amounts relates to a floorplan sub-facility that is incorporated in the Company’s Revolving Loan Facility, as defined within Note 6 (Debt). A portion of the Company’s availability under the Revolving Loan Facility is reserved to cover the obligation to pay the financial institution. For additional information regarding the Revolving Loan Facility, see Note 6 (Debt).

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

6. Debt

																		September 30, 2025						December 31, 2024
						Maturity Date						Interest Rate						Amount						Amount
Credit Facility
Senior unsecured revolving loan facility						December 2026						Variable						$	—					$	—
Term Loan
Senior unsecured term loan facility						December 2026						Variable						634.5						634.5
Unsecured Senior Notes
Senior notes due 2025						May 2025						4.125%						—						211.1
Senior notes due 2026						December 2026						2.670%						1,000.0						1,000.0
Senior notes due 2028						April 2028						4.250%						600.0						600.0
Senior notes due 2028						December 2028						3.276%						500.0						500.0
Senior notes due 2029						February 2029						3.250%						700.0						700.0
Senior notes due 2030						March 2030						5.100%						600.0						600.0
Senior notes due 2031						December 2031						3.569%						1,000.0						1,000.0
Senior notes due 2034						August 2034						5.550%						600.0						600.0
Total unsecured senior notes																		5,000.0						5,211.1
Receivable financing liability																		15.4						21.2
Other long-term obligations																		5.9						8.8
Unamortized debt issuance costs and discount																		(27.0)						(32.8)
Current maturities of long-term debt																		(9.1)						(235.8)
Total long-term debt																		$	5,619.7					$	5,607.0

As of September 30, 2025, the Company is in compliance with the covenants under its credit agreements and indentures.

Credit Facility

The Company has a variable rate senior unsecured revolving loan facility (the “Revolving Loan Facility”) from which it may draw tranches denominated in US dollars, British pounds or Euros. The interest rate is based on Secured Overnight Financing Rate (“SOFR”) plus a spread adjustment and a margin based on the Company’s senior unsecured rating. The Revolving Loan Facility is used by the Company for borrowings, issuances of letters of credit and floorplan financing. As of September 30, 2025, the Company could have borrowed up to an additional $1.3 billion under the Revolving Loan Facility. As of September 30, 2025, the Revolving Loan Facility had $296 million reserved for the floorplan sub-facility.

Term Loan

The senior unsecured term loan facility (the “Term Loan Facility”) has a variable interest rate. The interest rate is based on SOFR plus a spread adjustment and a margin based on the Company’s senior unsecured rating. No mandatory payments are required on the remaining principal amount until its maturity date on December 1, 2026.

Unsecured Senior Notes

The unsecured senior notes have a fixed interest rate, which is paid semi-annually. In May 2025, the Company repaid the $211 million remaining aggregate principal amount of the 4.125% Senior Notes due 2025 (the “2025 Notes”) at maturity.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

Receivable Financing

The receivable financing liability relates to certain accounts receivable transferred to third-party financial institutions that did not qualify as a sale under the terms of the agreements. While the terms of such agreements are on a nonrecourse basis, the transfers of accounts receivable could not achieve certain criteria that would allow derecognition of the accounts receivable. The proceeds from these arrangements are recognized as a liability and the associated accounts receivable remains on the Consolidated Balance Sheets until the liability is settled. During the nine months ended September 30, 2025, the Company executed $14 million of transfers under these agreements.

Fair Value

The fair values of the unsecured senior notes were estimated using quoted market prices for identical liabilities that are traded in over-the-counter secondary markets. The fair value of the Term Loan Facility was estimated using dealer quotes and other market observable inputs for comparable liabilities. The unsecured senior notes and Term Loan Facility were classified as Level 2 within the fair value hierarchy. The carrying value of the Revolving Loan Facility approximates fair value.

The approximate fair values and related carrying values of the Company’s long-term debt, including current maturities and excluding unamortized discount and unamortized debt issuance costs, were as follows:

						September 30, 2025						December 31, 2024
Fair value						$	5,545.9					$	5,602.8
Carrying value						$	5,655.8					$	5,875.6

7. Fair Value Measurements and Financial Instruments

Derivative Instruments

The Company may use derivative financial instruments to manage its exposure to interest rate risk. The Company does not hold or issue derivative financial instruments for trading or speculative purposes. The following sections detail the Company’s derivative financial instruments.

Interest Rate Collars

The Company’s variable interest rate debt creates interest rate risk. The Company has interest rate collar agreements that provide for a contractually specified interest rate cap and an interest rate floor based on SOFR. The Company receives payment from the counterparty if SOFR is greater than the cap or pays the counterparty if SOFR is below the floor. If SOFR is between the floor and cap, no payment is due to either party. There were no new interest rate collar agreements executed during the nine months ended September 30, 2025.

As of September 30, 2025 and December 31, 2024, the interest rate collar agreements were classified within Other current liabilities and Long-term liabilities - Accounts payable and other liabilities, respectively, on the Consolidated Balance Sheets for which the fair value was not material. The total notional amount of the interest rate collar agreements was $400 million as of September 30, 2025 and December 31, 2024, and these agreements mature on September 30, 2026.

The fair values of the Company’s interest rate collar agreements are classified as Level 2 in the fair value hierarchy. The valuation of the interest rate collar agreements is derived using a discounted cash flow analysis on the expected cash receipts or cash disbursements that would occur if variable interest rates rise above or fall below the strike rates of the interest rate cap and interest rate floor, respectively. This analysis reflects the contractual terms of the interest rate collar agreements, including the period to maturity, and uses observable market-based inputs, including SOFR curves and implied volatilities. The Company also incorporates insignificant credit valuation adjustments to appropriately reflect the respective counterparty’s nonperformance risk in the fair value measurements. The counterparty credit spreads are based on publicly available credit information obtained from a third-party credit data provider.

The interest rate collars are designated as cash flow hedges. The changes in the fair value of derivatives that qualify as cash flow hedges are recorded in Accumulated other comprehensive loss (“AOCL”) and are subsequently reclassified into Interest expense, net in the period when the hedged forecasted transaction affects earnings. During the three and

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

nine months ended September 30, 2025 and 2024, the changes in fair value for the effective portion of the derivative financial instruments and the reclassification from AOCL to Interest expense, net were not material.

Short-term Investments

Short-term investments, which have a maturity that extends beyond three months but within one year, is comprised of a certificate of deposit. The certificate of deposit with a principal amount of $211 million matured in April 2025 of which the proceeds were used to repay the remaining aggregate principal amount of the 2025 Notes. As of September 30, 2025, there were no Short-term investments outstanding on the Consolidated Balance Sheets.

8. Income Taxes

Income tax expense was $98 million and $111 million for the three months ended September 30, 2025 and 2024, respectively. The effective income tax rate, expressed by calculating the income tax expense as a percentage of Income before income taxes, was 25.3% and 26.0% for the three months ended September 30, 2025 and 2024, respectively.

The effective income tax rate for the three months ended September 30, 2025 differed from the US federal statutory rate of 21.0% primarily due to state and local income taxes and nondeductible expenses, partially offset by the anticipated benefit from federal tax credits. The effective income tax rate for the three months ended September 30, 2024 differed from the US federal statutory rate of 21.0% primarily due to state and local income taxes and nondeductible expenses.

Income tax expense was $271 million and $270 million for the nine months ended September 30, 2025 and 2024, respectively. The effective income tax rate was 25.6% and 24.9% for the nine months ended September 30, 2025 and 2024, respectively.

The effective income tax rate for the nine months ended September 30, 2025 differed from the US federal statutory rate of 21.0% primarily due to state and local income taxes, partially offset by excess tax benefits on equity-based compensation and the anticipated benefit from federal tax credits. The effective income tax rate for the nine months ended September 30, 2024 differed from the US federal statutory rate of 21.0% primarily due to state and local income taxes, partially offset by excess tax benefits on equity-based compensation.

On July 4, 2025, the One Big Beautiful Bill Act (the “Act”) was enacted into law in the US with certain provisions effective in 2025 and other provisions effective after 2025. The Act includes various provisions, including the immediate expensing of domestic research and development expenditures and the restoration of 100% bonus depreciation. These provisions did not have a material impact on the Company’s Consolidated Financial Statements as of September 30, 2025 and for the three and nine months ended September 30, 2025.

9. Earnings Per Share

The numerator for both basic and diluted earnings per share is Net income. The denominator for basic earnings per share is the weighted-average shares outstanding during the period.

A reconciliation of basic weighted-average shares outstanding to diluted weighted-average shares outstanding is as follows:

			Three Months Ended September 30,												Nine Months Ended September 30,
			2025						2024						2025						2024
Basic weighted-average shares outstanding			131.0						133.5						131.7						134.0
Effect of dilutive securities(1)			0.8						1.4						0.9						1.5
Diluted weighted-average shares outstanding(2)			131.8						134.9						132.6						135.5

(1)The dilutive effect of outstanding stock options, restricted stock units, performance share units and Coworker Stock Purchase Plan units is reflected in the diluted weighted-average shares outstanding using the treasury stock method.

(2)There were fewer than 0.2 million potential common shares excluded from diluted weighted-average shares outstanding for both the three and nine months ended September 30, 2025 and 2024. Inclusion of these common shares in diluted weighted-average shares outstanding would have had an anti-dilutive effect.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

10. Commitments and Contingencies

The Company is party to various legal proceedings that arise in the ordinary course of its business, which include commercial, intellectual property, employment, tort and other litigation matters. The Company is also subject to audit by federal, state, international, national, provincial and local authorities, and by various partners, group purchasing organizations and customers, including government agencies, relating to purchases and sales under various contracts. In addition, the Company is subject to indemnification claims under various contracts. From time to time, certain customers of the Company file voluntary petitions for reorganization or liquidation under the US bankruptcy laws or similar laws of the jurisdictions for the Company’s business activities outside of the US. In such cases, certain pre-petition payments received by the Company could be considered preference items and subject to return to the bankruptcy administrator.

As of September 30, 2025, the Company does not believe that there is a reasonable possibility that any material loss exceeding the amounts already recognized for these proceedings and matters, if any, has been incurred. However, the ultimate resolutions of these proceedings and matters are inherently unpredictable. As such, the Company’s Consolidated Financial Statements could be adversely affected in any particular period by the unfavorable resolution of one or more of these proceedings or matters.

The Company received a Civil Investigative Demand, issued by the Department of Justice (“DOJ”) on June 11, 2024, in connection with a False Claims Act investigation. The DOJ requested information relating to bids the Company submitted for contracts funded in whole or in part by the Schools and Libraries Program (E-Rate Program). The Company is cooperating with the DOJ and, at this stage of the investigation, is unable to assess the probability of any outcome or the range of possible loss, if any.

11. Segment Information

The Company has three reportable segments: Corporate, Small Business, and Public. In addition, there are two other operating segments: CDW UK and CDW Canada, both of which do not meet the reportable segment quantitative thresholds and, accordingly, are included in an all other category (“Other”). The organizational structure of the Company’s segments is determined based on how the chief operating decision maker (“CODM”), who is the Chief Executive Officer, evaluates performance, allocates resources and manages operations, which is primarily based on customer base. Specifically, the Corporate reportable segment is primarily comprised of private sector business customers with more than 250 employees in the US, the Small Business reportable segment is primarily comprised of private sector business customers with up to 250 employees in the US, and the Public reportable segment is comprised of government agencies and education and healthcare institutions in the US.

The accounting policies used to determine profit and loss measures are consistent across all reportable segments and on a consolidated basis. Additionally, the CODM reviews key profit and loss measures for each reportable segment consistently based on both segment Gross profit and Operating income. Specifically, the CODM reviews Gross profit by segment to evaluate forecasting and overall profitability performance and Operating income by segment to make investment strategy and performance-based compensation decisions. Segment information for Total assets and capital expenditures is not presented given that such information is not used in measuring segment performance or allocating resources between segments.

The Company has centralized logistics and headquarters functions that provide services to the segments. The logistics function includes purchasing, distribution and fulfillment services to support the Corporate, Small Business and Public segments. As a result, costs and intercompany charges associated with the logistics function are fully allocated to all of these segments based on a percent of Net sales. The centralized headquarters function provides services in areas such as accounting, information technology, marketing, legal and coworker services. Headquarters function costs that are not allocated to the segments are included under the heading of “Headquarters” in the tables below.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

Information about the Company’s segments for both the three and nine months ended September 30, 2025 and 2024 is as follows:

			Corporate						Small Business						Public						Other						Headquarters						Total
Three Months Ended September 30, 2025
Net sales			$	2,255.4					$	433.8					$	2,349.8					$	698.4					$	—					$	5,737.4
Cost of sales			1,734.0						334.7						1,859.7						553.5						—						4,481.9
Gross profit			521.4						99.1						490.1						144.9						—						1,255.5
Other segment expense items(1)			326.1						45.4						258.2						101.9						80.6						812.2
Operating income (loss)			$	195.3					$	53.7					$	231.9					$	43.0					$	(80.6)					$	443.3
Other Segment Information**(2)**
Depreciation and amortization expense			$	29.0					$	2.1					$	19.3					$	7.3					$	15.6					$	73.3
Three Months Ended September 30, 2024
Net sales			$	2,161.2					$	379.7					$	2,335.7					$	640.0					$	—					$	5,516.6
Cost of sales			1,651.0						291.5						1,858.9						514.5						—						4,315.9
Gross profit			510.2						88.2						476.8						125.5						—						1,200.7
Other segment expense items(1)			301.2						42.6						236.6						93.0						45.7						719.1
Operating income (loss)			$	209.0					$	45.6					$	240.2					$	32.5					$	(45.7)					$	481.6
Other Segment Information**(2)**
Depreciation and amortization expense			$	18.8					$	0.9					$	14.2					$	6.9					$	28.3					$	69.1
Nine Months Ended September 30, 2025
Net sales			$	7,072.9					$	1,269.7					$	6,519.6					$	2,050.9					$	—					$	16,913.1
Cost of sales			5,444.1						987.4						5,230.8						1,631.8						—						13,294.1
Gross profit			1,628.8						282.3						1,288.8						419.1						—						3,619.0
Other segment expense items(1)			969.7						137.4						728.2						294.4						264.4						2,394.1
Operating income (loss)			$	659.1					$	144.9					$	560.6					$	124.7					$	(264.4)					$	1,224.9
Other Segment Information**(2)**
Depreciation and amortization expense			$	81.3					$	5.1					$	50.9					$	21.2					$	63.0					$	221.5
Nine Months Ended September 30, 2024
Net sales			$	6,492.3					$	1,143.5					$	6,303.7					$	1,873.2					$	—					$	15,812.7
Cost of sales			4,951.5						877.8						5,029.9						1,506.4						—						12,365.6
Gross profit			1,540.8						265.7						1,273.8						366.8						—						3,447.1
Other segment expense items(1)			956.8						128.0						698.4						284.8						136.4						2,204.4
Operating income (loss)			$	584.0					$	137.7					$	575.4					$	82.0					$	(136.4)					$	1,242.7
Other Segment Information**(2)**
Depreciation and amortization expense			$	57.9					$	2.7					$	41.9					$	21.1					$	82.2					$	205.8

(1)Primarily includes payroll and other coworker costs, advertising expense and other selling and administrative costs.

(2)Depreciation and amortization expense is primarily included within Other segment expense items.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

Geographic Areas and Revenue Mix

			Three Months Ended September 30, 2025
			Corporate						Small Business						Public						Other						Total
Geography**(1)**
United States			$	2,243.0					$	427.8					$	2,346.8					$	5.6					$	5,023.2
Rest of World			12.4						6.0						3.0						692.8						714.2
Total Net sales			$	2,255.4					$	433.8					$	2,349.8					$	698.4					$	5,737.4
Major Product and Services
Hardware			$	1,521.8					$	332.8					$	1,714.2					$	519.7					$	4,088.5
Software			492.8						73.8						435.1						91.9						1,093.6
Services			224.9						22.4						195.1						83.2						525.6
Other(2)			15.9						4.8						5.4						3.6						29.7
Total Net sales			$	2,255.4					$	433.8					$	2,349.8					$	698.4					$	5,737.4
Sales by Channel
Corporate			$	2,255.4					$	—					$	—					$	—					$	2,255.4
Small Business			—						433.8						—						—						433.8
Government			—						—						744.7						—						744.7
Education			—						—						911.2						—						911.2
Healthcare			—						—						693.9						—						693.9
Other			—						—						—						698.4						698.4
Total Net sales			$	2,255.4					$	433.8					$	2,349.8					$	698.4					$	5,737.4
Timing of Revenue Recognition
Transferred at a point in time where CDW is principal			$	1,884.2					$	373.6					$	2,022.1					$	587.6					$	4,867.5
Transferred at a point in time where CDW is agent			198.9						44.6						170.9						37.9						452.3
Transferred over time where CDW is principal			172.3						15.6						156.8						72.9						417.6
Total Net sales			$	2,255.4					$	433.8					$	2,349.8					$	698.4					$	5,737.4
(1)Net sales by geography is generally based on the ship-to address with the exception of certain services that may be performed at, or on behalf of, multiple locations. Such service arrangements are categorized based on the bill-to address.
(2)Includes items such as delivery charges to customers.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

			Three Months Ended September 30, 2024
			Corporate						Small Business						Public						Other						Total
Geography**(1)**
United States			$	2,149.4					$	373.0					$	2,333.8					$	6.9					$	4,863.1
Rest of World			11.8						6.7						1.9						633.1						653.5
Total Net sales			$	2,161.2					$	379.7					$	2,335.7					$	640.0					$	5,516.6
Major Product and Services
Hardware			$	1,468.6					$	294.7					$	1,742.8					$	452.5					$	3,958.6
Software			458.4						60.3						427.0						102.6						1,048.3
Services			218.9						20.4						161.0						81.6						481.9
Other(2)			15.3						4.3						4.9						3.3						27.8
Total Net sales			$	2,161.2					$	379.7					$	2,335.7					$	640.0					$	5,516.6
Sales by Channel
Corporate			$	2,161.2					$	—					$	—					$	—					$	2,161.2
Small Business			—						379.7						—						—						379.7
Government			—						—						691.0						—						691.0
Education			—						—						995.7						—						995.7
Healthcare			—						—						649.0						—						649.0
Other			—						—						—						640.0						640.0
Total Net sales			$	2,161.2					$	379.7					$	2,335.7					$	640.0					$	5,516.6
Timing of Revenue Recognition
Transferred at a point in time where CDW is principal			$	1,799.8					$	328.1					$	2,053.4					$	539.7					$	4,721.0
Transferred at a point in time where CDW is agent			197.5						37.0						160.0						33.6						428.1
Transferred over time where CDW is principal			163.9						14.6						122.3						66.7						367.5
Total Net sales			$	2,161.2					$	379.7					$	2,335.7					$	640.0					$	5,516.6
(1)Net sales by geography is generally based on the ship-to address with the exception of certain services that may be performed at, or on behalf of, multiple locations. Such service arrangements are categorized based on the bill-to address.
(2)Includes items such as delivery charges to customers.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

			Nine Months Ended September 30, 2025
			Corporate						Small Business						Public						Other						Total
Geography**(1)**
United States			$	7,014.7					$	1,250.3					$	6,511.7					$	16.7					$	14,793.4
Rest of World			58.2						19.4						7.9						2,034.2						2,119.7
Total Net sales			$	7,072.9					$	1,269.7					$	6,519.6					$	2,050.9					$	16,913.1
Major Product and Services
Hardware			$	4,875.6					$	994.4					$	4,903.2					$	1,501.6					$	12,274.8
Software			1,460.7						195.8						1,079.5						296.1						3,032.1
Services			689.5						65.8						522.7						242.1						1,520.1
Other(2)			47.1						13.7						14.2						11.1						86.1
Total Net sales			$	7,072.9					$	1,269.7					$	6,519.6					$	2,050.9					$	16,913.1
Sales by Channel
Corporate			$	7,072.9					$	—					$	—					$	—					$	7,072.9
Small Business			—						1,269.7						—						—						1,269.7
Government			—						—						1,939.0						—						1,939.0
Education			—						—						2,470.3						—						2,470.3
Healthcare			—						—						2,110.3						—						2,110.3
Other			—						—						—						2,050.9						2,050.9
Total Net sales			$	7,072.9					$	1,269.7					$	6,519.6					$	2,050.9					$	16,913.1
Timing of Revenue Recognition
Transferred at a point in time where CDW is principal			$	5,928.4					$	1,106.5					$	5,689.3					$	1,722.3					$	14,446.5
Transferred at a point in time where CDW is agent			616.3						116.1						417.0						121.5						1,270.9
Transferred over time where CDW is principal			528.2						47.1						413.3						207.1						1,195.7
Total Net sales			$	7,072.9					$	1,269.7					$	6,519.6					$	2,050.9					$	16,913.1
(1)Net sales by geography is generally based on the ship-to address with the exception of certain services that may be performed at, or on behalf of, multiple locations. Such service arrangements are categorized based on the bill-to address.
(2)Includes items such as delivery charges to customers.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

			Nine Months Ended September 30, 2024
			Corporate						Small Business						Public						Other						Total
Geography**(1)**
United States			$	6,448.0					$	1,125.9					$	6,298.6					$	20.3					$	13,892.8
Rest of World			44.3						17.6						5.1						1,852.9						1,919.9
Total Net sales			$	6,492.3					$	1,143.5					$	6,303.7					$	1,873.2					$	15,812.7
Major Product and Services
Hardware			$	4,466.4					$	902.0					$	4,855.4					$	1,342.8					$	11,566.6
Software			1,312.1						173.7						992.6						299.9						2,778.3
Services			668.1						54.7						441.6						221.7						1,386.1
Other(2)			45.7						13.1						14.1						8.8						81.7
Total Net sales			$	6,492.3					$	1,143.5					$	6,303.7					$	1,873.2					$	15,812.7
Sales by Channel
Corporate			$	6,492.3					$	—					$	—					$	—					$	6,492.3
Small Business			—						1,143.5						—						—						1,143.5
Government			—						—						1,873.4						—						1,873.4
Education			—						—						2,609.9						—						2,609.9
Healthcare			—						—						1,820.4						—						1,820.4
Other			—						—						—						1,873.2						1,873.2
Total Net sales			$	6,492.3					$	1,143.5					$	6,303.7					$	1,873.2					$	15,812.7
Timing of Revenue Recognition
Transferred at a point in time where CDW is principal			$	5,409.5					$	997.0					$	5,561.3					$	1,593.8					$	13,561.6
Transferred at a point in time where CDW is agent			585.5						110.3						402.7						95.6						1,194.1
Transferred over time where CDW is principal			497.3						36.2						339.7						183.8						1,057.0
Total Net sales			$	6,492.3					$	1,143.5					$	6,303.7					$	1,873.2					$	15,812.7
(1)Net sales by geography is generally based on the ship-to address with the exception of certain services that may be performed at, or on behalf of, multiple locations. Such service arrangements are categorized based on the bill-to address.
(2)Includes items such as delivery charges to customers.

CDW CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollars in millions, except per share data, unless otherwise noted)

The following tables present Net sales by major category for the three and nine months ended September 30, 2025 and 2024. Categories are based upon internal classifications.

			Three Months Ended September 30,
			2025												2024
			Net Sales						Percentage of Total Net Sales						Net Sales						Percentage of Total Net Sales
Hardware:
Notebooks/Mobile Devices			$	1,433.2					25.0		%				$	1,370.4					24.8		%
Netcomm Products			735.8						12.8						667.6						12.1
Collaboration			453.3						7.9						460.3						8.3
Data Storage and Servers			469.9						8.2						506.0						9.2
Desktops			343.2						6.0						291.4						5.3
Other Hardware			653.1						11.4						662.9						12.1
Total Hardware			4,088.5						71.3						3,958.6						71.8
Software(1)			1,093.6						19.1						1,048.3						19.0
Services(1)			525.6						9.2						481.9						8.7
Other(2)			29.7						0.4						27.8						0.5
Total Net sales			$	5,737.4					100.0		%				$	5,516.6					100.0		%
			Nine Months Ended September 30,
			2025												2024
			Net Sales						Percentage of Total Net Sales						Net Sales						Percentage of Total Net Sales
Hardware:
Notebooks/Mobile Devices			$	4,358.0					25.8		%				$	3,949.9					25.0		%
Netcomm Products			2,023.3						12.0						1,877.1						11.9
Collaboration			1,323.0						7.8						1,364.9						8.6
Data Storage and Servers			1,631.7						9.6						1,593.2						10.1
Desktops			1,053.3						6.2						845.3						5.3
Other Hardware			1,885.5						11.1						1,936.2						12.2
Total Hardware			12,274.8						72.5						11,566.6						73.1
Software(1)			3,032.1						17.9						2,778.3						17.6
Services(1)			1,520.1						9.0						1,386.1						8.8
Other(2)			86.1						0.6						81.7						0.5
Total Net sales			$	16,913.1					100.0		%				$	15,812.7					100.0		%
(1)Certain software and services revenues are recorded on a net basis as the Company is acting as an agent in the transaction. As a result, the category percentage of net revenues is not representative of the category percentage of gross profits.
(2)Includes items such as delivery charges to customers.