[{"_1":2,"_3":-5,"_4":-5},"loaderData",{"_5":6,"_7":8},"actionData","errors","root",{"_88":89},"en-item",{"_9":10,"_10":11},"kind","item",{"_12":13,"_14":15,"_16":17,"_18":19,"_20":21,"_22":23,"_24":25,"_26":27,"_28":29,"_30":31,"_32":29,"_33":34,"_35":36,"_37":38,"_39":40,"_41":42,"_43":44,"_45":-5,"_46":-5,"_47":48,"_49":-5,"_50":-5,"_51":52,"_53":54,"_55":56,"_57":42,"_58":42,"_59":-5,"_60":42,"_61":62},"id","g0t9k7olshh73qnnfx35bvbbb","revision",1,"title","TD SYNNEX CORP 2026年8月31日财报：收入和利润增长，现金减少","originalTitle","10-Q - TD SYNNEX CORP (0001177394) (Filer)","summary","TD SYNNEX CORP 2026年8月31日止三个月总收入为215.58亿美元，同比增长37.7%；九个月总收入为582.94亿美元，同比增长29.2%。净收入分别为41.62亿美元和107.72亿美元。现金及现金等价物从243.54亿美元降至74.93亿美元。公司宣布了2026年9月24日的季度现金股息，每股0.48美元，将于2026年10月30日支付。","reason","TD SYNNEX CORP 2026年8月31日止三个月及九个月的财报显示收入和利润均显著增长，但现金及现金等价物大幅下降，同时现金转换周期增加。","source",{"_12":79,"_80":81,"_9":82,"_83":42,"_84":85,"_86":87},"links",{"_76":77,"_64":78},"publishedAt","2026-10-01T20:17:05.000Z","discoveredAt","2026-10-04T22:50:00.311Z","timelineAt","category","ai-products","tags",[70,71,72,73,74,75],"stockSymbols",[69],"score",85,"selected",true,"channel","news","story","x","readingMode","full","author","language","body",{"_62":63,"_64":-5,"_65":66,"_67":68},"outline",[],"relatedStories",[],"indexable","markdownAvailable","group","hasTranslation","bodyLanguage","zh","

美国

证券交易委员会

华盛顿特区 20549

_______________________________________________________________________

10-Q 表

_______________________________________________________________________

(选择一项)


x	根据《1934 年证券交易法》第 13 或 15(d) 条提交的季度报告

截至 2026 年 8 月 31 日的季度

或


o	根据《1934 年证券交易法》第 13 或 15(d) 条提交的过渡报告

从 _________ 至 _________ 的过渡期

委员会文件编号：001-31892

_______________________________________________________________________

$\"TD$

Td Synnex 公司

(注册人章程中规定的准确名称)

_______________________________________________________________________


特拉华州		94-2703333
(注册或组织的州或司法管辖区)		(IRS 雇主识别号码)

佛罗里达州克利尔沃特市 Bay Vista Drive 16202 号		33760
(主要执行办公室地址)		(邮政编码)

(727) 539-7429

(注册人的电话号码，包括区号)

根据《法案》第 12(b) 条注册的证券：

每类证券的名称

交易代码

每种证券的注册交易所

面值为 0.001 美元的普通股

SNX

纽约证券交易所

通过勾选方框表明注册人（1）是否已提交根据《1934 年证券交易法》第 13 或 15(d) 条在前 12 个月内（或注册人需要提交此类报告的较短期间）要求提交的所有报告，以及（2）是否在过去 90 天内受到此类提交要求的约束。是 x 否 o

通过勾选方框表明注册人是否已根据 Regulation S-T 第 405 条（本章第 232.405 条）提交了在前 12 个月内（或注册人需要提交此类文件的较短期间）要求提交的每个交互式数据文件。是 x 否 o

通过勾选方框表明注册人是大型加速提交者、加速提交者、非加速提交者、较小报告公司或新兴成长公司。请参见《交易所法》第 12b-2 条中对“大型加速提交者”、“加速提交者”、“较小报告公司”和“新兴成长公司”的定义。


大型加速提交者	x	加速提交者	o
非加速提交者	o	较小报告公司	o
新兴成长公司	o

如果是一家新兴成长公司，请通过勾选方框表明注册人是否已选择不使用《交易所法》第 13(a) 条规定的任何新修订的财务会计标准的延长过渡期。 o

通过勾选方框表明注册人是否是壳公司（根据《交易所法》第 12b-2 条的定义）。是 o 否 x

说明发行人每类普通股的股份数量，以最新可行日期为准。


类别		截至 2026 年 9 月 23 日
面值为 0.001 美元的普通股		79,777,511

TD SYNNEX CORPORATION

10-Q 表格

索引


		页码
第一部分	财务信息	3
第 1 项。	财务报表	3
	合并资产负债表	3
	合并损益表	4
	合并综合收益表	5
	合并股东权益表	6
	合并现金流量表	7
	合并财务报表附注	8
第 2 项。	管理层讨论与分析财务状况和经营成果	30
第 3 项。	关于市场风险的定量和定性披露	46
第 4 项。	控制和程序	46

第二部分	其他信息	47
第 1 项。	法律诉讼	47
第 1A 项。	风险因素	47
第 2 项。	未注册的股权证券销售和资金使用	47
第 5 项。	其他信息	47
第 6 项。	附录	48
签名	50

第一部分 - 财务信息

第 1 项。财务报表

TD SYNNEX CORPORATION

合并资产负债表

（货币和股份金额以千为单位，除面值外）

（未经审计）


	2026 年 8 月 31 日		2025 年 11 月 30 日
资产
流动资产：
现金及现金等价物	$	749,302			$	2,435,389
应收账款，净额	14,953,804			11,707,581
来自供应商的应收账款，净额	915,407			972,658
存货	15,291,597			9,504,340
其他流动资产	983,781			669,470
流动资产合计	32,893,891			25,289,438
固定资产，净额	565,111			496,291
商誉	4,108,529			4,099,297
无形资产，净额	3,559,885			3,774,952
其他资产，净额	717,067			590,920
资产总计	$	41,844,483			$	34,250,898

负债和股东权益
流动负债：
短期借款	$	1,926,400			$	1,018,321
应付账款	22,442,942			17,624,254
其他应计负债	3,237,907			2,318,265
流动负债合计	27,607,249			20,960,840
长期借款	3,595,337			3,592,130
其他长期负债	524,345			447,981
递延税负债	815,749			799,518

负债总计	32,542,680			25,800,469
承诺和或有事项（第 12 条注释）
股东权益：
优先股，面值 0.001 美元，授权 5,000 股，无发行或流通股	—			—
普通股，面值 0.001 美元，授权 200,000 股，截至 2026 年 8 月 31 日和 2025 年 11 月 30 日已发行 99,012 股	99			99
额外 paid-in 资本	7,535,960			7,431,231
库存股，截至 2026 年 8 月 31 日和 2025 年 11 月 30 日分别为 19,953 股和 18,912 股	(2,287,489)			(2,038,528)
其他综合损失累计	(345,422)			(379,433)
留存收益	4,398,655			3,437,060
股东权益合计	9,301,803			8,450,429
负债和股东权益总计	$	41,844,483			$	34,250,898

（金额可能因四舍五入而无法相加或计算）

附注是这些合并财务报表（未经审计）不可分割的一部分。

TD SYNNEX 公司

合并损益表

（货币和股份金额以千为单位，除非每股金额外）

（未经审计）


	截至		截至
	2026年8月31日		2025年8月31日		2026年8月31日		2025年8月31日
收入	$	21,558,406			$	15,650,924		$	58,294,417	$	45,128,946
销售成本	(20,132,992)			(14,521,071)			(54,277,396)		(41,954,714)
毛利	1,425,414			1,129,853			4,017,021		3,174,232
销售、一般及行政费用	(782,535)			(746,196)			(2,365,420)		(2,157,977)

运营收入	642,879			383,657			1,651,601		1,016,255
利息支出和财务费用，净额	(120,518)			(91,188)			(304,893)		(269,050)
其他收入（支出），净额	32,889			792			60,883		(983)
税前收入	555,250			293,261			1,407,591		746,222
所得税拨备	(139,010)			(66,466)			(330,348)		(166,969)
净利润	$	416,240			$	226,795		$	1,077,243	$	579,253
每股收益：
基本每股收益	$	5.20			$	2.76		$	13.41	$	6.95
稀释每股收益	$	5.18			$	2.74		$	13.37	$	6.92
加权平均普通股总数：
基本每股收益	79,213			81,561			79,570		82,593
稀释每股收益	79,413			81,901			79,777		82,928

（金额可能因四舍五入而无法相加或计算）

附注是这些合并财务报表（未经审计）不可分割的一部分。

TD SYNNEX 公司

合并全面收益表

（货币以千为单位）

（未经审计）


	截至		截至
	2026年8月31日		2025年8月31日		2026年8月31日		2025年8月31日
净利润	$	416,240			$	226,795		$	1,077,243	$	579,253
其他综合（损失）收入：

期间未实现损益（损失）对现金流量对冲的净额，税后（支出）收益为（270）和311，分别对应截至2026年8月31日和2025年8月31日的三个月，以及（623）和311，分别对应截至2026年8月31日和2025年8月31日的九个月。	740			(788)			3,145		(2,414)
将现金流量对冲的净（收益）损失重新分类至净利润，税后支出（收益）为382和（300），分别对应截至2026年8月31日和2025年8月31日的三个月，以及638和（306），分别对应截至2026年8月31日和2025年8月31日的九个月。	(1,567)			1,707			(3,466)		2,086
未实现（损失）收益对现金流量对冲的净额，税后	(827)			919			(321)		(328)
外币折算调整和其他，税后（支出）收益为（1,857）和2,896，分别对应截至2026年8月31日和2025年8月31日的三个月，以及（262）和15,699，分别对应截至2026年8月31日和2025年8月31日的九个月。	(17,666)			68,572			34,332		312,382


其他综合（损失）收入	(18,493)			69,491			34,011		312,054
全面收益	$	397,747			$	296,286		$	1,111,254	$	891,307

（金额可能因四舍五入而无法相加或计算）

附注是这些合并财务报表（未经审计）不可分割的一部分。

TD SYNNEX 公司

合并股东权益表

（货币以千为单位，除非每股金额外）

（未经审计）


	截至		截至
	2026年8月31日		2025年8月31日		2026年8月31日		2025年8月31日
股东权益期初余额	$	8,950,359			$	8,342,367		$	8,450,429	$	8,035,434

普通股和额外支付资本：
期初余额	7,454,624			7,448,213			7,431,330		7,437,787
基于股票的薪酬	16,251			12,427			57,771		46,238
用于员工福利计划的库藏股重新发行	(556)			(2,828)			(18,782)		(26,213)
普通股认股权证拨备	65,740			—			65,740		—

期末余额	7,536,059			7,457,812			7,536,059		7,457,812

库藏股：
期初余额	(2,198,129)			(1,737,413)			(2,038,528)		(1,513,017)
为股权奖励的税务代扣而回购普通股	(789)			(508)			(7,471)		(9,340)
用于员工福利计划的库藏股重新发行	12,495			17,680			53,049		53,578
普通股回购	(101,066)			(175,323)			(294,539)		(426,785)
期末余额	(2,287,489)			(1,895,564)			(2,287,489)		(1,895,564)

留存收益：
期初余额	4,020,793			3,034,121			3,437,060		2,755,781

净利润	416,240			226,795			1,077,243		579,253
已宣布的现金股息	(38,378)			(36,300)			(115,648)		(110,418)
期末余额	4,398,655			3,224,616			4,398,655		3,224,616

其他综合损失累计：
期初余额	(326,929)			(402,554)			(379,433)		(645,117)

其他综合（损失）收益	(18,493)			69,491			34,011		312,054
期末余额	(345,422)			(333,063)			(345,422)		(333,063)

股东权益总额，期末余额	$	9,301,803			$	8,453,801		$	9,301,803	$	8,453,801

每股已宣布的现金股息	$	0.48			$	0.44		$	1.44	$	1.32

（金额可能因四舍五入而无法相加或计算）

附注是这些合并财务报表（未经审计）不可分割的一部分。

TD SYNNEX 公司

现金流量表

（金额以千为单位）

（未经审计）


	截至
	2026年8月31日		2025年8月31日
经营活动产生的现金流量：
净利润	$	1,077,243			$	579,253
调整项目以将净利润调节为经营活动产生的净现金（使用）/提供：
折旧和摊销	316,196			309,141
基于股票的薪酬	57,771			46,238
投资收益	(33,107)			—
普通股认股权证拨备	14,502			—
坏账拨备	32,556			21,707


其他	354			3,715
经营性资产和负债变动，扣除业务收购的影响：
净应收款	(3,276,790)			(266,185)
净供应商应收款	58,330			143,309
存货	(5,783,606)			(654,499)
应付账款	4,797,793			135,837
其他经营性资产和负债	660,564			(247,190)
经营活动产生的净现金（使用）/提供	(2,078,194)			71,326
投资活动产生的现金流量：
购置固定资产	(158,853)			(103,989)
收购业务（扣除所获现金）	(7,786)			(77,453)
净投资对冲结算	(22,699)			(347)
出售权益证券投资所得	42,734			—
其他	235			5,032
投资活动使用的现金总额	(146,369)			(176,757)
筹资活动产生的现金流量：
支付的股息	(115,648)			(110,418)
库藏股重新发行所得	34,267			27,365
普通股回购	(292,368)			(423,129)
为股权奖励的税务代扣而回购普通股	(7,471)			(9,340)
循环信贷贷款的净借款	1,638,536			345,099
长期债务本金偿还	(714,783)			(15,541)

支付的债务发行费用	(4,759)			—
其他	(9,597)			—
筹资活动提供的净现金（使用）	528,177			(185,964)
汇率变动对现金及现金等价物的影响	10,299			106,367
现金及现金等价物净减少额	(1,686,087)			(185,028)
期初现金及现金等价物	2,435,389			1,059,378
期末现金及现金等价物	$	749,302			$	874,350

（金额可能因四舍五入而无法相加或计算）

附注是这些合并财务报表（未经审计）不可分割的一部分。

TD SYNNEX 公司

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月及九个月

(除每股金额或另有说明外，以千为单位的货币和股份金额)

(未审)

注1—组织架构及列报基础：

TD SYNNEX公司（及其子公司，以下简称“TD SYNNEX”或“公司”）是全球领先的分销商、解决方案聚合商和原始设计与合同制造商，在连接信息技术（“IT”）生态系统中发挥着核心作用。公司总部位于加利福尼亚州弗里蒙特和佛罗里达州克利尔沃特，并在北美和南美、欧洲和亚太及日本（“APJ”）开展业务。

合并财务报表包括公司的账户、其全资子公司和如果公司是主要受益人则包括可变利益实体。所有内部账户和交易均已消除。公司按截至11月30日的财年运营。

截至2026年8月31日的中期未审合并财务报表以及截至2026年8月31日的三个月和九个月期间的财务报表由公司按照美国（“美国”）证券交易委员会（“SEC”）的规则和法规编制，未经审计。根据这些规则和法规，某些通常在按照美国一般会计准则（“GAAP”）编制的财务报表中包含的信息和注释披露已被简化或省略。在管理层看来，上述未审合并财务报表反映了所有调整（仅包括正常的经常性调整），以公允反映截至和截至所列期间的公司的财务状况及其经营成果和现金流量。应结合公司截至2025年11月30日止财年的年度审计财务报表及其中的注释阅读这些财务报表。

中期经营成果不一定代表全年财务成果，公司对此不作任何陈述。由于使用了四舍五入的数字，某些列和行可能无法相加或计算。

注2—重要会计政策摘要：

有关公司重要会计政策的讨论，请参阅公司截至2025年11月30日止财年的年度报告10-K表中的讨论。

估计的使用

根据GAAP编制财务报表需要管理层做出估计和假设，这些估计和假设会影响报告的资产和负债金额、财务报表日期的或有资产和负债的披露，以及报告期间的收入和费用金额。公司定期评估这些估计，并基于历史经验和公司认为合理的各种假设。实际结果可能与这些估计不同。

分部报告

在2026财年第一季度，公司修订了其报告分部，以与公司首席运营决策者（“CODM”）管理业务、评估业绩和分配资源的方式保持一致。这一变化对公司合并经营成果或财务状况没有影响。以前期间的分部结果已重新列示，以反映公司新的报告分部。详见第11号附注 - 分部信息，以了解公司运营和报告分部及相关会计政策的进一步讨论。

TD SYNNEX CORPORATION

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月和九个月

(除非每股金额或另有说明，货币和股份数额以千为单位)

(未审计)

商誉

公司根据业务合并中预计受益的报告单位来分配商誉，并且当公司报告结构发生变化，从而改变一个或多个报告单位的构成时，使用相对公允价值方法将商誉分配给报告单位。公司每年9月1日进行减值测试，或在有事件或情况变化表明可能减值时更频繁地进行减值测试。在报告单位层面进行商誉减值测试时，首先进行定性评估，以确定该报告单位的公允价值很可能低于其账面价值的可能性。在定性分析中考虑的因素包括宏观经济状况、行业和市场考虑因素、成本因素如产品成本、劳动力或其他成本的增加会对收益和现金流产生负面影响；以及其他相关的特定实体事件和信息。公司还可以选择在任何期间跳过任何报告单位的定性评估。

如果报告单位未通过评估或公司选择跳过定性评估，则将报告单位的账面价值与其公允价值进行比较。报告单位的公允价值通过市场法和折现现金流法进行估算。市场法中使用的假设基于对指南公司销售和其他倍数的分析以及可比实体最近的销售或发行的价值。折现现金流法中使用的假设基于历史和预测的收入、运营成本、营运资金需求、未来经济状况、折现率和其他相关因素。如果报告单位的账面价值超过其公允价值，则认为商誉发生减值，并将超过部分确认为减值损失。

在2026财年第一季度，公司对其运营部门和报告部门进行了修订，具体详情见第11号附注 - 部门信息。部门结构的变化也导致公司报告单位的变化，这些报告单位与公司的运营部门一致。公司根据相对公允价值将商誉分配到新的报告单位，分别在报告单位变更前和变更后对商誉进行了评估，并得出结论，不存在商誉减值。有关此重新分配对报告部门的影响摘要，请参见第6号附注 - 资产负债表组成部分。

信用风险集中

可能使公司面临重大信用风险的金融工具主要包括现金及现金等价物、应收账款、应付供应商款项和衍生工具。

公司的现金及现金等价物和衍生工具与信用状况良好的金融机构进行交易并由其保管，管理层会定期监控其组成和到期日。截至2026年8月31日，公司尚未在这些存款和衍生工具上经历任何重大信用损失。

应收账款包括客户应收款。应付供应商款项（净额）包括主要来自科技行业原始设备制造商（\"OEM\"）供应商的应收款。公司会持续评估客户的财务状况，并在认为必要时限制信用额度，但通常不要求抵押品。公司还计提了预期信用损失的准备金。在估计所需准备金时，公司会考虑应收账款组合的整体质量和账龄、信用保险的存在以及具体识别的客户和供应商风险。

下表提供了从供应商处购买产品产生的收入，该供应商的收入在所列期间内超过了我们合并收入的10%（占合并收入的百分比）：


	截至三个月末	截至九个月末
	2026年8月31日	2025年8月31日		2026年8月31日		2025年8月31日
苹果公司	N/A(1)	11	%		10	%		12	%

惠普公司	N/A(1)	10	%		N/A(1)		10	%

_________________________

(1) 在所列期间内，从该供应商处购买产品产生的收入低于合并收入的10%。

TD SYNNEX公司

合并财务报表附注

截至2026年和2025年8月31日的三个月和九个月

(除非另有说明，否则金额以千为单位，每股金额或另有说明的除外)

(未经审计)

在截至2026年8月31日的三个月和九个月内，没有任何单一客户占公司总收入的比例超过10%。在截至2025年8月31日的三个月和九个月内，有一个客户占公司总收入的11%。截至2026年8月31日和2025年11月30日，没有任何单一客户占合并应收账款余额的比例超过10%。

应收账款

公司设立了坏账准备金，作为对未来预期信用损失的估计，以应对来自客户或原始设备制造商供应商的付款不确定性。在估计所需准备金时，公司考虑了历史信用损失、当前状况以及合理且有依据的预测。当当前状况与历史损失信息存在差异，以及预测的宏观经济状况发生变化时（如失业率或国内生产总值增长的变化），会对历史损失信息进行调整。当存在相似风险特征时，预期信用损失是基于账龄的储备模型按组合进行估算的。不具有相似风险特征的应收账款则按个别方式进行评估。

公司与全球金融机构签订了无约束力的应收账款购买协议，根据这些协议，某些客户及其关联方的应收账款可能由金融机构无追索权地购买。这些计划下的可用额度取决于公司与这些客户的应收账款水平以及金融机构购买此类应收账款的意愿。此外，这些计划中的某些还要求公司继续对已出售的应收账款进行服务、管理和催收。截至2026年8月31日和2025年11月30日，根据这些计划出售并由金融机构持有的应收账款分别为21亿美元和18亿美元。这些设施下销售应收账款的贴现费用包含在合并损益表中的“利息费用和财务费用，净额”中。这些计划的贴现费用在截至2026年8月31日的三个月和九个月内分别为2860万美元和7280万美元，在截至2025年8月31日的三个月和九个月内分别为1800万美元和4350万美元。

季节性

公司的经营成果受到IT产品行业季节性的影响。公司历史上由于客户和最终用户采购周期的模式，在第四财季通常会有略微较高的销售额。这些历史模式可能不会在后续期间重复出现。

收入确认

公司主要通过销售各种IT产品来产生收入。

公司在将IT硬件和软件的控制权转移给客户时确认收入，这发生在产品发货或交付时。当公司获得书面批准、合同已承诺、各方的权利（包括付款条件）已明确、合同具有商业实质且收款可能性较高时，公司将与客户的合同进行核算。来自客户的具有约束力的采购订单，以及客户通过签署协议或其他书面文件同意公司的销售条款和条件，被视为与客户的合同。公司销售的产品通过从公司设施发货、供应商直接发货或软件产品的电子交付方式进行交付。在安排包含客户验收条款的情况下，当公司能够客观验证产品符合验收所依据的规格，并且客户已对产品拥有控制权时，确认收入。收入在扣除从客户处收取并上缴政府机构的税款后列示。公司通常在发货时向客户开票，或根据具体合同条款进行开票。付款期限按合同条款执行，不包含重大融资成分。就公司提供的产品支持、供应链管理和其他服务而言，收入在服务提供时按时间进度确认。

TD SYNNEX 公司

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月及九个月

(除每股金额或另有说明外，金额以千为单位，股份数量以千为单位)

(未经审计)

销售退货和折扣的准备金基于历史数据进行估算，并在确认收入时同时记录。在销售时，根据历史经验记录预计产品退货的负债，并在产品退货时确认预计计入库存的金额作为资产。这些准备金由公司定期审查和调整。在销售时，根据合同条款和历史经验评估，对提供给客户的早期付款折扣和数量激励返利（视为可变对价）减少收入。

公司在某些合同中以净额确认收入，其中公司的履约义务是安排由另一方提供的产品或服务，或为公司不承担所有权风险和回报的库存交付提供物流服务，通过在收入中确认所获得的毛利，而没有相关的销售成本。此类安排在公司的分销运营部门包括供应商服务合同、售后软件支持服务、云计算和软件即服务安排、某些履行合同和延长保修合同，在公司的Hyve Solutions运营部门包括某些系统设计和集成解决方案以及供应链服务安排。

该公司将运输和处理活动视为履行产品销售的成本。在产品控制权转移给客户时确认运输收入，并将相关的运输和处理成本计入收入成本。

该公司按报告分部对收入进行细分。这种细分程度恰当地展示了经济因素如何影响收入和现金流的性质、金额、时间和不确定性。细分收入披露见第11号附注 – 分部信息。

在2026财年第二季度，该公司向一位客户发行了一项认股权证（“认股权证”），该客户可购买最多约320万股公司的普通股（“认股权证股份”）。认股权证股份的一部分立即行权，其余部分根据认股权证中定义的合格付款，在认股权证期限内购买产品和服务的条件下行权。公司在其合并资产负债表中的其他流动资产和其他资产（净额）中记录了与立即行权部分相关的资产，并在合并股东权益变动表中相应增加了额外的实收资本。如合并利润表所反映的，根据认股权证期限内资产摊销和未行权认股权证股份的合格收入，确认了收入的减少，其中与未行权认股权证股份相关的部分作为额外实收资本的相应增加。由于该金额代表非现金收入减少，因此作为调整项，用于将净利润调节为经营活动的净现金流量，包含在合并现金流量表中。有关更多信息，请参阅第3号附注 – 股票薪酬。

重分类

为了符合本期的披露方式，合并财务报表中对前期金额进行了某些重分类，包括对我们报告分部披露的修订（详见第11号附注 - 分部信息以进一步讨论）。除我们报告分部信息的修订外，其他重分类对以前报告的金额没有重大影响。

最近采用的会计准则

2025年5月，FASB发布了会计准则更新ASU 2025-04，以解决与范围涵盖在主题606内的向客户授予的以股票为基础的考虑的会计实践差异。ASU 2025-04要求授予此类以股票为基础的考虑的实体应用主题718中的以股票为基础的支付指南来计量和分类奖励，并澄清了授予条件和预期没收如何影响相关收入减少的时间和金额。ASU 2025-04中的修正案适用于2026年12月15日之后开始的年度期间以及这些年度期间内的中期期间。允许提前采用，并且修正案应以修改的追溯法或追溯法应用。公司于2026年5月31日结束的三个月内，就与在第3号附注 - 以股票为基础的补偿中进一步讨论的特定交易相关的情况下，选择追溯法提前采用ASU 2025-04。ASU 2025-04的采用未对以前期间产生影响。

T D SYNNEX 公司

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月及九个月

(除非每股金额或另有说明，千位的货币和股份金额)

(未审)

最近发布的会计公告

2023年12月，FASB发布了会计准则更新ASU 2023-09，要求增强所得税披露。要求的增强披露包括在税率调节表中披露特定类别和信息的分解。ASU 2023-09还要求披露与所得税相关的分解信息，包括已支付的所得税、持续经营前的收入或损失、以及持续经营的所得税费用或收益。修正案应以前瞻性方式应用。允许追溯应用。ASU 2023-09中的修正案将在公司2026年11月30日结束的财年年度报告10-K表中以前瞻性方式应用，并且不会对公司在合并财务报表附注中的所得税披露产生重大影响。

2024年11月，FASB发布了会计准则更新ASU 2024-03，该更新要求在合并财务报表的附注中新增表格披露，将合并损益表相关标题下的某些成本和费用类别进行细分。需要细分披露的指定成本和费用类别包括存货采购、员工薪酬、折旧和无形资产摊销，以及美国GAAP已要求的某些其他费用披露，这些披露需要整合到新的表格细分费用披露中。此外，修正案还要求披露总销售费用以及公司的销售费用定义。ASU 2024-03中的修正案适用于2026年12月15日之后开始的年度期间，对公司而言，即截至2028年11月30日的财年，以及之后的各个中期期间。允许提前采用，并应按前瞻性基础应用。允许追溯应用。公司正在评估新会计标准对合并财务报表附注中的费用披露的影响。

2025年7月，FASB发布了会计准则更新ASU 2025-05，该更新创建了一项与应收账款预期未来信用损失估计相关的新的可选实务便利。如果选择使用该便利，当估计预期信用损失时，将不再需要考虑预测的宏观经济状况的变化，例如失业率或国内生产总值增长的变化。相反，选择使用该便利的公司可以假设资产负债表日的当前状况在资产剩余寿命内不会发生变化。ASU 2025-05中的修正案适用于2025年12月15日之后开始的年度期间以及这些年度期间内的中期期间，对公司而言，即截至2027年2月28日的第一财季。允许提前采用，并应按前瞻性基础应用。公司计划在截至2027年2月28日的第一财季前瞻性地采用ASU 2025-05。这些规定预计不会对公司的合并财务报表或相关披露产生重大影响。

2025年9月，FASB发布了会计准则更新ASU 2025-06，该更新对内部使用软件开发成本的会计处理指南进行了修订。这些修订旨在通过删除对“开发阶段”的引用，使确认和资本化框架现代化，以反映当前的软件开发实践，包括迭代和敏捷方法。它还明确了资本化的标准，该标准在以下两种情况同时发生时开始：(1) 管理层已授权并承诺资助该软件项目，以及(2) 该项目很可能完成，并且软件将用于执行预期的功能。ASU 2025-06中的修订适用于2027年12月15日之后开始的年度期间以及这些年度期间内的中期期间，对公司而言，这将是截至2029年2月28日的财季。允许在年度报告期间开始时提前采用。ASU 2025-06允许公司选择以下三种采用方法之一来应用其修订：前瞻性过渡方法、追溯性过渡方法，或基于项目状态以及采用日期前是否已资本化软件成本的修改后过渡方法。公司目前正在评估新会计准则对其内部使用软件开发成本资本化政策的影响。

T D SYNNEX CORPORATION

合并财务报表附注

截至2026年8月31日和2025年8月31日的三个月和九个月

(除非另有说明，否则金额以千为单位，每股金额除外)

(未审)

2025年11月，FASB发布了会计准则更新ASU 2025-09，该更新对套期会计指南的适用性进行了某些有针对性的改进，并解决了全球参考利率改革计划引发的若干增量套期会计问题。除其他修订外，这些改进包括扩大在现金流量套期中可以汇总的被对冲风险范围，并明确说明在何种情况下可以将一组单独的预期交易视为具有相似的风险敞口。ASU 2025-09中的修订适用于2026年12月15日之后开始的年度期间以及这些年度报告期间内的中期期间，对公司而言，这将是截至2028年2月29日的财季。允许提前采用，并且所有对冲关系的修订应按前瞻性方式应用。公司目前正在评估新会计准则对其套期会计政策的潜在影响。

注3—股权激励：

股票激励计划概述

公司根据估计的公允价值，对授予员工和外部董事的所有股权激励奖励（包括员工股票期权、限制性股票奖励（“RSAs”）、限制性股票单位（“RSUs”）、基于业绩的RSUs（“PSUs”）和员工股票购买权）确认股权激励费用。

以下表格总结了截至2026年8月31日的九个月内，公司股票激励计划的基于股票的奖励活动。

以下列出了公司股票期权的变化情况：


		股票期权
截至2025年11月30日的余额		231

已行权		(227)

截至2026年8月31日的余额		4

以下列出了公司未归属的RSAs、RSUs和PSUs的变化情况：


				RSAs、RSUs 和PSUs
截至2025年11月30日的未归属				1,109
授予				215
归属				(118)
达成调整(1)				(4)
取消				(41)
截至2026年8月31日的未归属				1,161

(1) 在截至2026年8月31日的九个月内，已归属的PSUs根据最终达成情况进行调整。

公司分别在截至2026年8月31日的三个月和九个月内记录了1630万美元和5780万美元的基于股票的薪酬费用，而在截至2025年8月31日的三个月和九个月内分别记录了1240万美元和4620万美元的费用，计入合并损益表中的“销售、一般及行政费用”项目中，用于股票激励计划。

TD SYNNEX CORPORATION

合并财务报表附注

截至2026年和2025年8月31日的三个月和九个月

(除非另有说明，货币和股份金额以千为单位)

(未审)

认股权证

2026年5月，公司向Amazon.com NV Investment Holdings LLC（“认股权证持有人”）发行了认股权证，以购买最多3,238,066股认股权证股份。该认股权证规定，215,871股认股权证股份立即归属，行权价格为每股0.01美元。其余的3,022,195股认股权证股份将在达到基于对公司合格销售交易的总合格支付的特定支付门槛后，按每认股权证股份191.10美元的行权价格分批归属。该认股权证于2033年5月30日到期。在行权前，认股权证持有人除根据特定限制参与某些股东分配外，不享有任何投票权或其他普通股东权利。行权价格和认股权证股份的数量将根据常规的反稀释调整进行调整。

使用Black-Scholes期权定价模型确定了认股权证的公允价值。预期股票价格波动率假设是根据公司普通股的历史波动率确定的。每份立即归属的认股权证股份的授予日公允价值为246.19美元，这近似于授予日的股价。对于基于合格支付归属的认股权证股份，以下假设用于Black-Scholes期权定价模型，以确定授予日的公允价值：






股价	$	246.22
行权价格	$	191.10
预期期限（年）	7
无风险利率	4.29	%
预期波动率	33.13	%
股息收益率	0.93	%

根据合格付款计算的每份认股权证股份在授予日的公允价值为116.15美元。

下表总结了截至2026年8月31日的九个月内的认股权证活动：






截至2025年11月30日未归属的股份	—
授予的股份	3,238,066
已归属且可行使的股份	(215,871)
截至2026年8月31日未归属的股份	3,022,195

截至2026年8月31日可行使的股份(1)	215,871

_________________________

(1)截至2026年8月31日的九个月内没有行使。

公司在截至2026年8月31日的三个月和九个月内，因认股权证记录了1450万美元的收入减少，同时增加了额外的实收资本。该金额作为现金流量表中合并现金流量表的非现金调整项列示。

T D SYNNEX CORPORATION

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月和九个月

(除非每股金额或另有说明，货币和股份金额以千为单位)

(未经审计)

第4号注释—股东权益：

股份回购计划

2024年3月，董事会批准了一项20亿美元的股份回购计划（“股份回购计划”），根据该计划，公司可在公开市场或通过私下协商交易（包括根据1934年证券交易法第10b5-1条制定的10b5-1交易计划）不时回购其流通普通股。该股份回购计划没有到期日。

截至2026年8月31日，公司根据股份回购计划仍有0.9亿美元可用于未来回购其普通股。

截至2026年8月31日的九个月内，公司回购的库存股活动（包括普通股回购）如下所示：


	股份	每股加权平均价格
截至2025年11月30日的库存股余额	18,912		$	107.79
根据股份回购计划回购的库存股 (1)	1,484		197.05
为股权奖励的税款代扣而回购的库存股	42		177.92
为员工福利计划重新发行的库存股	(485)		109.35
截至2026年8月31日的库存股余额	19,953		$	114.64

_________________________

(1) 每股加权平均价格不包括经纪人的佣金和消费税。截至2026年8月31日及2025年8月31日的九个月内合并现金流量表中的“普通股回购”不包括与消费税相关的金额，当计提时，这些金额包含在合并资产负债表中的“其他应计负债”和“库存股”中。支付的消费税在合并现金流量表中归类为经营活动。

股息

2026年9月24日，公司宣布其董事会宣布每普通股季度现金股息为0.48美元，将于2026年10月30日支付给2026年10月16日收盘时在册的股东。股息的支付取决于资本的持续可用性，并由董事会根据公司股东的最佳利益进行宣布。

TD SYNNEX CORPORATION

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月及九个月

(除非另有说明，货币和股份金额以千为单位)

(未经审计)

注5—每股收益：

以下表格列示了所指示期间的基本每股收益和稀释每股收益的计算：


	三个月结束		九个月结束
	2026年8月31日		2025年8月31日		2026年8月31日		2025年8月31日


基本每股收益：


归属于普通股股东的净收入(1)	$	411,583			$	224,759		$	1,066,749	$	573,975

基本普通股加权平均数	79,213			81,561			79,570		82,593




基本每股收益	$	5.20			$	2.76		$	13.41	$	6.95

稀释每股收益：


归属于普通股股东的净收入(1)	$	411,579			$	224,766		$	1,066,755	$	573,992

基本普通股加权平均数	79,213			81,561			79,570		82,593

稀释性证券的影响：
股票期权、限制性股票单位和绩效股票单位	200			340			207		335
稀释普通股加权平均数	79,413			81,901			79,777		82,928




稀释每股收益	$	5.18			$	2.74		$	13.37	$	6.92

从稀释每股收益计算中排除的反稀释和或有可发行股份(2)	3,218			114			3,218		136

_________________________

(1) 每股收益使用了两层法进行计算。授予员工的未归属限制性股票单位，以及授予认股权证持有人的已归属但未行权的认股权证股份，被视为参与性证券。在计算每股收益时，分配给参与性证券的净收入分别约为截至2026年8月31日的三个月和九个月的净收入的1.1%和1.0%，以及截至2025年8月31日的三个月和九个月的0.9%。

(2) 反稀释股份和或有可发行股份，包括截至2026年8月31日的三个月和九个月的3,022份未归属认股权证股份，从稀释每股收益的计算中排除，因为其影响是反稀释的，或者因为未达到业绩标准。

注6—资产负债表项目：

应收账款，净额：

以下表格总结了应收账款，净额：


	截至
	2026年8月31日		2025年11月30日


应收账款	$	15,059,053			$	11,813,741
减：坏账准备	(105,249)			(106,160)
应收账款，净额	$	14,953,804			$	11,707,581

TD SYNNEX CORPORATION

合并财务报表附注

截至2026年8月31日及2025年8月31日的三个月及九个月

(除非另有说明，货币和股份金额以千为单位)

(未经审核)

坏账准备：

以下表格总结了坏账准备的变化：


截至2025年11月30日的余额	$	106,160
增加额	32,556
注销、收回、重新分类和外币折算	(33,467)
截至2026年8月31日的余额	$	105,249

商誉：

公司截至2025年11月30日的商誉余额已重新编制，以与其新的报告分部保持一致。详见第11号附注 - 分部信息，以进一步讨论报告分部的变化。以下表格总结了商誉账面价值的变化：



	美洲分销		欧洲分销		亚太地区分销		Hyve 解决方案	总计

截至2025年11月30日的余额	$	1,809,320			$	1,104,085		$	39,754	$	1,146,138	$	4,099,297
收购带来的增加额	—			2,838			—		—	2,838

外币折算	5,009			2,148			(763)		—	6,394
截至2026年8月31日的余额	$	1,814,329			$	1,109,071		$	38,991	$	1,146,138	$	4,108,529

其他综合亏损：

累计其他综合亏损（“AOCI”）的组成部分（税后）如下：


	现金流量对冲的未实现（损失）收益，税后		外币折算调整及其他，税后		总计

截至2025年11月30日的余额	$	(373)			$	(379,060)		$	(379,433)

重分类前的其他综合收益	3,145			34,332			37,477
从累计其他综合亏损中重分类的收益	(3,466)			—			(3,466)
截至2026年8月31日的余额	$	(694)			$	(344,728)		$	(345,422)

参见第7号附注 - 衍生工具，以了解从AOCI重分类到合并损益表的收益和损失的位置。

T D SYNNEX 公司

合并财务报表附注

截至2026年8月31日的三个月和九个月期间以及2025年同期

(除非每股金额或另有说明，货币和股份金额以千为单位)

(未经审核)

第7号附注—衍生工具：

In the ordinary course of business, the Company is exposed to foreign currency risk, interest rate risk, equity risk, commodity price changes and credit risk. The Company enters into transactions, and owns monetary assets and liabilities, that are denominated in currencies other than the legal entity’s functional currency. The Company may enter into forward contracts, option contracts, swaps, or other derivative instruments to offset a portion of the risk on expected future cash flows, earnings, net investments in certain international subsidiaries and certain existing assets and liabilities. However, the Company may choose not to hedge certain exposures for a variety of reasons including, but not limited to, accounting considerations and the prohibitive economic cost of hedging particular exposures. There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign currency exchange or interest rates. The Company does not use derivative instruments to cover equity risk and credit risk. The Company’s hedging program is not used for trading or speculative purposes.

All derivatives are recognized on the balance sheet at their fair value. Changes in the fair value of derivatives are recorded in the Consolidated Statements of Operations, or as a component of AOCI in the Consolidated Balance Sheets, as discussed below.

Cash Flow Hedges

The Company designates certain forward foreign currency exchange contracts used to hedge forecasted sales transactions, inventory purchases and operating expenses that are denominated in currencies other than the legal entity's functional currency as cash flow hedges. These forward foreign currency exchange contracts generally have terms up to 24 months. Gains and losses on cash flow hedges are recorded in AOCI until the hedged item is recognized in earnings. Deferred gains and losses associated with cash flow hedges are recognized in the Consolidated Statements of Operations in the same period as the related impacts from the hedged items, as follows: hedges of forecasted sales transactions are recognized in \"Revenue\", hedges of forecasted inventory purchases are recognized in \"Cost of revenue\" and hedges of forecasted operating expenses are recognized in \"Selling, general and administrative expenses\".

Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Deferred gains and losses in AOCI associated with such derivative instruments are reclassified into earnings in the period of de-designation. Any subsequent changes in fair value of such derivative instruments are recorded in earnings unless they are re-designated as hedges of other transactions. The Company classifies cash flows related to the settlement of its cash flow hedges as operating activities in the Consolidated Statements of Cash Flows.

Net Investment Hedges

The Company has entered into forward foreign currency exchange contracts, as well as forward foreign currency exchange contracts combined with zero cost foreign currency exchange collar contracts, to hedge a portion of its net investment in euro denominated foreign operations which are designated as net investment hedges. The Company entered into the net investment hedges to offset the risk of change in the U.S. dollar value of the Company's investment in a euro functional subsidiary due to fluctuating foreign exchange rates. Gains and losses on the net investment hedges, which have been recorded in AOCI and will remain in AOCI until the sale or substantial liquidation of the underlying assets of the Company's investment, are included within the \"Foreign currency translation adjustments and other\" caption on the Consolidated Statements of Comprehensive Income. The initial fair value of hedge components excluded from the assessment of effectiveness is being recognized in the Consolidated Statements of Operations under a systematic and rational method over the life of the hedging instrument. The Company classifies cash flows related to the settlement of its net investment hedges as investing activities in the Consolidated Statements of Cash Flows.

Non-Designated Derivatives

The Company uses short-term forward contracts to offset the foreign exchange risk of assets and liabilities denominated in currencies other than the functional currency of the respective entities. These contracts, which are not designated as hedging instruments, mature or settle within twelve months. Derivatives that are not designated as hedging instruments are adjusted to fair value through earnings in the financial statement line item to which the derivative relates.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

Fair Values of Derivative Instruments in the Consolidated Balance Sheets

The fair values of the Company’s derivative instruments are disclosed in Note 8 – Fair Value Measurements and summarized in the table below:


	Value as of
Balance Sheet Line Item	August 31, 2026		November 30, 2025
Derivative instruments not designated as hedging instruments:
Forward foreign currency exchange contracts (notional value)	$	3,042,940			$	2,697,479
Other current assets	6,393			7,386
Other accrued liabilities	14,650			7,026


Derivative instruments designated as cash flow hedges:





Forward foreign currency exchange contracts (notional value)	$	115,613			$	120,073
Other current assets	7			96
Other accrued liabilities	677			107
Derivative instruments designated as net investment hedges:
Forward foreign currency exchange contracts (notional value)	$	548,250			$	673,644


Other accrued liabilities	438			27,462
Other long-term liabilities	13,913			14,822
Foreign currency exchange collar contracts (notional value)	$	300,000			$	300,000


Other long-term liabilities	2,391			3,500

Volume of Activity

The notional amounts of forward foreign currency exchange contracts represent the gross amounts of foreign currency, including, principally, the Australian dollar, Brazilian real, British pound, Canadian dollar, Chinese yuan, Colombian peso, Costa Rican colón, Czech koruna, Danish krone, Euro, Hong Kong dollar, Indian rupee, Indonesian rupiah, Japanese yen, Mexican peso, Norwegian krone, Polish zloty, Romanian leu, Singapore dollar, South Korean won, Swedish krona, Swiss franc, Turkish lira and Vietnamese dong that will be bought or sold at maturity.

The notional amounts of foreign currency exchange collar contracts represent the amounts of put and call options to sell or purchase Euros at a predetermined strike price. The notional amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of the Company’s exposure to credit or market loss. The Company’s exposure to credit loss and market risk will vary over time as currency and interest rates change.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

The Effect of Derivative Instruments on AOCI and the Consolidated Statements of Operations

The following table shows the gains and losses, before taxes, of the Company’s derivative instruments designated as cash flow hedges and net investment hedges in Other Comprehensive Income (“OCI”) and not designated as hedging instruments in the Consolidated Statements of Operations for the periods presented:


		Three Months Ended		Nine Months Ended
	Location of Gains (Losses) in Income	August 31, 2026		August 31, 2025		August 31, 2026		August 31, 2025


Derivative instruments not designated as hedging instruments:
Losses recognized from forward foreign currency exchange contracts, net⁽¹⁾	Cost of revenue	$	(10,149)			$	(8,787)		$	(10,735)	$	(56,191)
(Losses) gains recognized from forward foreign currency exchange contracts, net⁽¹⁾	Other expense, net	(5,502)			2,653			(12,958)		41

Total		$	(15,651)			$	(6,134)		$	(23,693)	$	(56,150)

Derivative instruments designated as cash flow hedges:


Gains (losses) recognized in OCI on forward foreign currency exchange contracts		$	1,010			$	(1,099)		$	3,768	$	(2,725)
Gains (losses) on forward foreign currency exchange contracts reclassified from AOCI into income	Revenue	$	1,837			$	(1,744)		$	2,235	$	(1,744)
Gains (losses) on forward foreign currency exchange contracts reclassified from AOCI into income	Cost of revenue	$	192			$	(148)		$	1,366	$	(386)
(Losses) gains on forward foreign currency exchange contracts reclassified from AOCI into income	Selling, general and administrative expenses	$	(81)			$	(115)		$	503	$	(262)

Derivative instruments designated as net investment hedges:
Gains (losses) recognized in OCI on forward foreign currency exchange contracts		$	4,189			$	(11,387)		$	(2,165)	$	(53,839)
Gains recognized in income (amount excluded from effectiveness testing)	Interest expense and finance charges, net	$	2,438			$	2,548		$	7,398	$	7,625
Gains (losses) recognized in OCI on foreign currency exchange collar contracts		$	1,054			$	(60)		$	1,110	$	(7,965)

____________________________

(1) The gains and losses largely offset the currency gains and losses that resulted from changes in the assets and liabilities denominated in nonfunctional currencies.

Except for the net investment hedge amounts shown above, there were no gain or loss amounts excluded from the assessment of effectiveness. Existing net losses in AOCI that are expected to be reclassified into earnings in the normal course of business within the next twelve months are not material.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

Credit exposure for derivative financial instruments is limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the Company’s obligations to the counterparties. The Company manages the potential risk of credit losses through careful evaluation of counterparty credit standing and selection of counterparties from a limited group of financial institutions.

NOTE 8—FAIR VALUE MEASUREMENTS:

The Company’s fair value measurements are classified and disclosed in one of the following three categories:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

The following table summarizes the valuation of the Company’s financial instruments that are measured at fair value on a recurring basis, all of which are based on Level 2 fair value measurement inputs as defined above:


	As of August 31, 2026		As of November 30, 2025



Assets:


Forward foreign currency exchange contracts not designated as hedges	$	6,393			$	7,386


Forward foreign currency exchange contracts designated as cash flow hedges	7			96
Liabilities:
Forward foreign currency exchange contracts not designated as hedges	$	14,650			$	7,026
Forward foreign currency exchange contracts designated as net investment hedges	14,351			42,285
Forward foreign currency exchange contracts designated as cash flow hedges	677			107
Foreign currency exchange collar contracts designated as net investment hedges	2,391			3,500

The fair values of forward exchange contracts are measured based on the foreign currency spot and forward rates quoted by the banks or foreign currency dealers. The fair values of foreign currency exchange collar contracts are measured using the cash flows of the contracts, discount rates to account for the passage of time, implied volatility and current foreign exchange market data, which are all based on inputs readily available in public markets. The effect of nonperformance risk on the fair value of derivative instruments was not material as of August 31, 2026 and November 30, 2025.

The carrying values of accounts receivable, accounts payable and short-term debt approximate fair value due to their short maturities and interest rates which are variable in nature. The carrying value of the Company’s term loans approximate their fair value since they bear interest rates that are similar to existing market rates. The estimated fair value of the outstanding Senior Notes (as defined in Note 9 - Borrowings) was approximately $2.7 billion and $3.5 billion as of August 31, 2026 and November 30, 2025, respectively, based on Level 1 fair value measurement inputs as defined above.

During the nine months ended August 31, 2026, there were no transfers between the fair value measurement category levels.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

NOTE 9—BORROWINGS:

Borrowings consist of the following:


	As of
	August 31, 2026		November 30, 2025

TD SYNNEX Accounts Receivable Securitization Arrangements	$	1,500,000			$	—
TD SYNNEX 1.750% Senior Notes due August 9, 2026 (1) (2)	—			700,000


Other short-term borrowings	426,400			319,260
Short-term borrowings before debt discount and issuance costs	$	1,926,400			$	1,019,260
Less: current portion of unamortized debt discount and issuance costs	—			(939)
Borrowings, current	$	1,926,400			$	1,018,321


TD SYNNEX 2.375% Senior Notes due August 9, 2028 (1) (2)	$	600,000			$	600,000
TD SYNNEX 4.300% Senior Notes due January 17, 2029 (2)	550,000			550,000
TD SYNNEX 2.650% Senior Notes due August 9, 2031 (1) (2)	500,000			500,000
TD SYNNEX 6.100% Senior Notes due April 12, 2034 (2)	600,000			600,000
TD SYNNEX 5.300% Senior Notes due October 10, 2035 (2)	600,000			600,000
Total TD SYNNEX Senior Notes in long-term debt	$	2,850,000			$	2,850,000
2024 Term Loan	750,000			750,000



Other credit agreements and long-term debt	14,562			14,562
Long-term borrowings, before unamortized debt discount and issuance costs	$	3,614,562			$	3,614,562
Less: unamortized debt discount and issuance costs	(19,225)			(22,432)
Long-term borrowings	$	3,595,337			$	3,592,130

____________________________

(1) The interest rate payable on each of these series of Senior Notes is subject to adjustment from time to time if the credit rating assigned to such series of Senior Notes is downgraded (or downgraded and subsequently upgraded).

(2) The Company pays interest semi-annually on each of these series of Senior Notes.

TD SYNNEX Accounts Receivable Securitization Arrangements

In the U.S., the Company has an accounts receivable securitization program to provide additional capital for its operations (the “U.S. AR Arrangement”). Under the terms of the U.S. AR Arrangement, as of August 31, 2026, the Company and its subsidiaries that are party to the U.S. AR Arrangement can borrow based on the key terms in the table below:

Maximum Borrowing Capacity (1)

Maturity Date

Effective Borrowing Cost(2)

Program Fee Payable(3)

Facility Fee Payable(4)

$1,500,000

January 20, 2028

Blended rate

0.85%

0.30% - 0.40%

____________________________

(1) Based on eligible trade accounts receivable.

(2) Based upon the composition of the lenders, that includes prevailing dealer commercial paper rates and a rate based upon SOFR.

(3) Payable on the used portion of the lenders’ commitment; accrues per annum.

(4) Payable on the adjusted commitment of the lenders, accrues at different tiers per annum depending on the amount of outstanding advances from time to time.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

Under the terms of the U.S. AR Arrangement, the Company and certain of its U.S. subsidiaries sell, on a revolving basis, their receivables to a wholly-owned, bankruptcy-remote subsidiary. Such receivables, which are recorded in the Consolidated Balance Sheet, totaled approximately $4.6 billion and $3.2 billion as of August 31, 2026 and November 30, 2025, respectively. The borrowings are funded by pledging all of the rights, title and interest in the receivables acquired by the Company's bankruptcy-remote subsidiary as security. Any amounts borrowed under the U.S. AR Arrangement are recorded as debt on the Company's Consolidated Balance Sheets. There was $1.5 billion outstanding under the U.S. AR Arrangement at August 31, 2026 at an interest rate of 4.69%. There were no amounts outstanding under the U.S. AR Arrangement at November 30, 2025.

On September 25, 2026, the Company executed an amendment to the U.S. AR Arrangement (the \"Amendment\"), which modified certain terms of the existing U.S. AR Arrangement. Among other changes, the modifications provided by the Amendment include (a) increasing the Maximum Borrowing Capacity (as described in the table above) to $3.0 billion; (b) extending the maturity date to September 25, 2028; and (c) modifying the Program Fee Payable (as described in the table above) which shall now accrue at 0.725% per annum for advances funded through the issuance of commercial paper and 0.825% per annum for advances funded other than through the issuance of commercial paper. The lenders were paid an upfront fee in connection with the Amendment.

On June 26, 2026, the Company and certain of its subsidiaries entered into a European receivables securitization program (the \"Europe AR Arrangement\") arranged by BNP Paribas S.A. (“BNPP”). Under the terms of the Europe AR Arrangement, the Company and its subsidiaries that are party to the Europe AR Arrangement can borrow based on the key terms in the table below:

Maximum Borrowing Capacity(1)

Maturity Date(2)

Effective Borrowing Cost(3)

Program Fee Payable(4)

Facility Fee

Payable(5)

€650,000

June 25, 2028

Blended rate

0.63%

0.35%

___________________________

(1) Based on eligible trade accounts receivable.

(2) The last day of borrowing is the Scheduled Amortization Date (as defined in the terms of the Europe AR Arrangement), which is June 25, 2028, provided that the parties may agree to extend to June 2031.

(3) Based upon the composition of the lenders, and a rate based upon 1-week EURIBOR.

(4) Payable on the used portion of the lenders’ commitment; accrues per annum.

(5) Payable on the adjusted commitment of the lenders.

Under the terms of the Europe AR Arrangement, certain receivables originated by the Company’s subsidiaries in Belgium, France, Germany and Spain are sold, on a revolving basis, to an affiliate of BNPP and subsequently to a special purpose entity in Ireland. Such receivables, which are recorded in the Consolidated Balance Sheet, totaled approximately $1.3 billion as of August 31, 2026. The borrowings are funded by pledging all of the rights, title and interest in the receivables acquired by the Company's special purpose entity in Ireland as security. Any amounts borrowed under the Europe AR Arrangement are recorded as debt on the Company's Consolidated Balance Sheets. There were no amounts outstanding under the Europe AR Arrangement at August 31, 2026.

TD SYNNEX Credit Agreement

The Company is party to an amended and restated credit agreement, dated as of April 16, 2024 (as amended, the “TD SYNNEX Credit Agreement”) with the lenders party thereto and Citibank, N.A., as agent, pursuant to which the Company received commitments for the extension of a senior unsecured revolving credit facility (the “TD SYNNEX Revolving Credit Facility”) not to exceed an aggregate principal amount of $3.5 billion, which may, at the request of the Company but subject to the lenders’ discretion, potentially be increased by up to an aggregate amount of $500.0 million. The borrowers under the TD SYNNEX Credit Agreement are TD SYNNEX Corporation and certain subsidiaries of the Company. There were no amounts outstanding under the TD SYNNEX Revolving Credit Facility at August 31, 2026 or November 30, 2025. Borrowings under the TD SYNNEX Revolving Credit Facility bear interest at a per annum rate equal to the applicable SOFR rate, plus a credit spread adjustment, plus the applicable margin, as well as a commitment fee as referenced in the table below:

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

Maturity Date

Credit Spread Adjustment

Margin(2)

Commitment Fee(3)

April 16, 2029(1)

0.10%

1.000%-1.750%

0.100%-0.300%

____________________________

(1) 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 the Company's prior notice to lenders.

(2) The margin is based on the Company’s Public Debt Rating (as defined in the TD SYNNEX Credit Agreement). The applicable margin on base rate loans is 1.00% less than the corresponding margin on SOFR rate based loans.

(3) The commitment fee range is applied to any unused commitment under the TD SYNNEX Revolving Credit Facility based on the Company’s Public Debt Rating.

TD SYNNEX Term Loan Credit Agreement

On April 19, 2024, the Company entered into a Term Loan Credit Agreement (the \"2024 Term Loan Credit Agreement\") with the initial lenders party thereto, Bank of America N.A., as administrative agent for the lenders, and BOFA Securities, Inc. as lead arranger and lead bookrunner. The 2024 Term Loan Credit Agreement provides for a senior unsecured term loan (the \"2024 Term Loan\") in the aggregate outstanding principal amount of $750.0 million. The borrower under the 2024 Term Loan is the Company.

Loans borrowed under the 2024 Term Loan Credit Agreement bear interest at a per annum rate equal to the applicable SOFR rate, plus credit spread adjustment, plus the applicable margin within a range based on the Company’s Public Debt Rating (as defined in the 2024 Term Loan Credit Agreement). Key terms for the 2024 Term Loan Credit Agreement are as follows:


Maturity Date	Credit Spread Adjustment	Margin	Effective Interest Rate as of August 31, 2026	Effective Interest Rate as of November 30, 2025
September 1, 2027	0.10%	1.000% - 1.625%	5.04%	5.27%

TD SYNNEX Senior Notes

The Company has previously issued multiple series of senior unsecured notes (collectively, the \"Senior Notes\"), including a $700.0 million note that was repaid at maturity in August 2026, along with $2.9 billion of outstanding aggregate principal that matures at various dates from 2028 through 2035, as shown in the borrowings table above.

The Company may redeem the outstanding Senior Notes, in whole or in part, at any time and from time to time, prior to respective Par Call Dates (as reflected in the table below) at a redemption price equal to the greater of (x) 100% of the aggregate principal amount of the applicable Senior Notes to be redeemed and (y) the sum of the present values of the remaining scheduled payments of the principal and interest on the Senior Notes, in each case discounted to the date of redemption (assuming the applicable Senior Notes matured on the applicable Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at a rate equal to the sum of the applicable treasury rate (as defined in the supplemental indenture establishing the terms of the applicable Senior Notes) plus the applicable spread, as shown in the table below, plus in each case, accrued and unpaid interest thereon to, but excluding, the redemption date. The Company may also redeem the Senior Notes of any series at its option, in whole or in part, at any time and from time to time on or after the applicable Par Call Date, at a redemption price equal to 100% of the principal amount of the Senior Notes to be redeemed.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

Par Call Dates and the spread to the applicable treasury rate for the respective outstanding Senior Notes are as follows:

Senior Notes

Par Call Date

Spread (in basis points)

Senior Notes due 2028

June 9, 2028

Senior Notes due 2029

December 17, 2028

Senior Notes due 2031

May 9, 2031

Senior Notes due 2034

January 12, 2034

Senior Notes due 2035

July 10, 2035

Other Short-Term Borrowings

The Company has various other committed and uncommitted lines of credit with financial institutions, short-term loans, term loans, credit facilities, and book overdraft facilities, totaling approximately $905.6 million in borrowing capacity as of August 31, 2026. Most of these facilities are provided on a short-term basis and are reviewed periodically for renewal. Interest rates and other terms of borrowing under these lines of credit vary by country, depending on local market conditions. There was $426.4 million outstanding on these facilities at August 31, 2026, at a weighted average interest rate of 6.50%, and there was $319.3 million outstanding at November 30, 2025, at a weighted average interest rate of 5.72%. Borrowings under these lines of credit facilities are guaranteed by the Company or secured by eligible accounts receivable.

At August 31, 2026, the Company was also contingently liable for reimbursement obligations with respect to issued standby letters of credit in the aggregate outstanding amount of $104.7 million. These letters of credit typically act as a guarantee of payment to certain third parties in accordance with specified terms and conditions.

The maximum commitment amounts for local currency credit facilities have been translated into U.S. dollars at August 31, 2026 exchange rates.

Covenant Compliance

The Company's credit facilities have a number of covenants and restrictions that require the Company to maintain specified financial ratios, including a maximum debt to EBITDA ratio and a minimum interest coverage ratio, in each case tested on the last day of each fiscal quarter. The covenants also limit the Company’s ability to incur additional debt, create liens, enter into agreements with affiliates, modify the nature of the Company’s business, and merge or consolidate. As of August 31, 2026, the Company was in compliance with all material financial covenants for the above arrangements.

NOTE 10 – SUPPLIER FINANCE PROGRAMS:

The Company has certain arrangements with third-party financial institutions (\"Supplier Finance Programs\"), which facilitate the participating vendors’ ability to sell their accounts receivable from the Company to the third-party financial institutions, at the sole discretion of these vendors. The Company is not party to the agreements between the vendor and the third-party financial institution. As part of these arrangements, the Company generally receives more favorable payment terms from its vendors. The Company’s rights and obligations to its vendors, including amounts due, are generally not impacted by Supplier Finance Programs. However, the Company agrees to make all payments to the third-party financial institutions, and the Company’s 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. The Company generally does not incur any fees under Supplier Finance Programs; however, the Company did recognize an immaterial amount of fees during the three and nine months ended August 31, 2026 and 2025, respectively, within \"Cost of revenue\" in the Company's Consolidated Statements of Operations related to an arrangement with a certain vendor. As of August 31, 2026 and November 30, 2025, the Company had $3.5 billion and $3.7 billion, respectively, in obligations outstanding under these programs included in “Accounts payable” in the Company’s Consolidated Balance Sheets and all activity related to the obligations is presented within operating activities in the Consolidated Statements of Cash Flows.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

NOTE 11—SEGMENT INFORMATION:

Operating segments are components of the Company that engage in business activity that earn revenue and incur expenses and (a) whose operating results are regularly reviewed by the CODM to make decisions about resource allocation and performance and (b) for which discrete financial information is available. The Company’s Chief Executive Officer, who is also the CODM, primarily uses operating income to review segment performance by analyzing and comparing year-over-year and forecast-to-actual segment-level operational performance and to make strategic decisions concerning resource allocation across the operating segments.

During the first quarter of fiscal year 2026, the Company revised its reportable segments to align with how the CODM manages the business, assesses performance and allocates resources. The Company now operates in five operating segments and four reportable segments, comprised of three reportable segments related to its global distribution business organized within three geographic regions known as the Americas, Europe and APJ. The Company’s fourth reportable segment is Hyve Solutions, which operates globally. The Americas distribution reportable segment represents an aggregation of the North America distribution and Latin America distribution operating segments based on similarities in economic and operating characteristics as well as the consideration of quantitative threshold requirements. This change had no impact on the Company’s consolidated results of operations or financial position. Prior period segment results have been recast to reflect the Company’s new reportable segments.

Across each geographic region, the Company's distribution businesses bring together a broad portfolio of IT hardware, software and systems, providing access to products across the global IT ecosystem. The Company's Hyve Solutions business partners with technology companies to design, manufacture, and deliver traditional and accelerated compute, cloud, and connected infrastructure worldwide.

Summarized financial information related to the Company’s reportable business segments for the periods presented is shown below. 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.


	Americas distribution		Europe distribution		APJ distribution		Hyve Solutions	Consolidated


Three Months ended August 31, 2026
Revenue	$	10,319,406			$	6,366,004		$	1,071,038	$	3,801,958	$	21,558,406

Less(1):
Cost of revenue	(9,661,599)			(5,951,347)			(993,790)		(3,526,256)	(20,132,992)
Gross profit	$	657,807			$	414,657		$	77,248	$	275,702	$	1,425,414
Less(1):
Payroll and payroll related expenses(2)	$	(251,633)			$	(192,006)		$	(37,203)	$	(15,283)	$	(496,125)
Depreciation(3)	(15,472)			(8,894)			(1,246)		(779)	(26,391)
Amortization of intangibles	(41,145)			(33,073)			(972)		—	(75,190)
Acquisition, integration and restructuring costs	(1,476)			(508)			(117)		—	(2,101)
Share-based compensation expense	(7,522)			(4,296)			(911)		(3,522)	(16,251)
Other segment items(4)	(85,143)			(58,430)			(16,217)		(6,687)	(166,477)
Operating income	$	255,416			$	117,450		$	20,582	$	249,431	$	642,879
Reconciliation to consolidated income before tax
Interest expense and finance charges, net								(120,518)
Other income, net								32,889
Income before income taxes								$	555,250

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)


	Americas distribution		Europe distribution		APJ distribution		Hyve Solutions	Consolidated


Three Months ended August 31, 2025
Revenue	$	7,376,484			$	4,888,624		$	880,360	$	2,505,456	$	15,650,924
Less(1):
Cost of revenue	(6,817,898)			(4,573,078)			(812,216)		(2,317,879)	(14,521,071)
Gross profit	$	558,586			$	315,546		$	68,144	$	187,577	$	1,129,853
Less(1):
Payroll and payroll related expenses(2)	$	(248,642)			$	(175,970)		$	(36,136)	$	(12,012)	$	(472,760)
Depreciation(3)	(14,192)			(8,920)			(1,279)		(687)	(25,078)
Amortization of intangibles	(42,429)			(33,299)			(813)		—	(76,541)
Acquisition, integration and restructuring costs	(1,526)			(375)			(403)		—	(2,304)
Share-based compensation expense	(7,718)			(3,239)			(638)		(832)	(12,427)
Other segment items(4)	(71,346)			(58,865)			(14,305)		(12,570)	(157,086)
Operating income	$	172,733			$	34,878		$	14,570	$	161,476	$	383,657
Reconciliation to consolidated income before tax
Interest expense and finance charges, net								(91,188)
Other expense, net								792
Income before income taxes								$	293,261


	Americas distribution		Europe distribution		APJ distribution		Hyve Solutions	Consolidated


Nine Months ended August 31, 2026
Revenue	$	27,638,175			$	18,646,947		$	3,090,778	$	8,918,517	$	58,294,417

Less(1):
Cost of revenue	(25,731,110)			(17,426,896)			(2,849,799)		(8,269,591)	(54,277,396)
Gross profit	$	1,907,065			$	1,220,051		$	240,979	$	648,926	$	4,017,021
Less(1):
Payroll and payroll related expenses(2)	$	(743,760)			$	(600,202)		$	(108,999)	$	(34,907)	$	(1,487,868)
Depreciation(3)	(44,201)			(25,614)			(3,794)		(2,241)	(75,850)
Amortization of intangibles	(123,550)			(100,080)			(2,926)		—	(226,556)
Acquisition, integration and restructuring costs	(5,677)			827			(251)		—	(5,101)
Share-based compensation expense	(29,207)			(16,025)			(3,368)		(9,171)	(57,771)
Other segment items(4)	(265,864)			(181,492)			(46,027)		(18,891)	(512,274)
Operating income	$	694,806			$	297,465		$	75,614	$	583,716	$	1,651,601
Reconciliation to consolidated income before tax
Interest expense and finance charges, net								(304,893)
Other income, net								60,883
Income before income taxes								$	1,407,591

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)


	Americas distribution		Europe distribution		APJ distribution		Hyve Solutions	Consolidated


Nine Months Ended August 31, 2025
Revenue	$	21,933,582			$	14,523,419		$	2,444,387	$	6,227,558	$	45,128,946

Less(1):
Cost of revenue	(20,322,673)			(13,570,254)			(2,254,121)		(5,807,666)	(41,954,714)
Gross profit	$	1,610,909			$	953,165		$	190,266	$	419,892	$	3,174,232
Less(1):
Payroll and payroll related expenses(2)	$	(703,549)			$	(512,920)		$	(99,746)	$	(36,175)	$	(1,352,390)
Depreciation(3)	(42,908)			(25,769)			(3,794)		(2,140)	(74,611)
Amortization of intangibles	(123,334)			(95,476)			(2,420)		—	(221,230)
Acquisition, integration and restructuring costs	(1,908)			(1,500)			(622)		—	(4,030)
Share-based compensation expense	(26,381)			(13,039)			(2,763)		(4,055)	(46,238)
Other segment items(4)	(225,054)			(168,774)			(38,056)		(27,594)	(459,478)
Operating income	$	487,775			$	135,687		$	42,865	$	349,928	$	1,016,255
Reconciliation to consolidated income before tax
Interest expense and finance charges, net								(269,050)
Other expense, net								(983)
Income before income taxes								$	746,222

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

(2) Represents payroll costs for each reportable segment that are recorded within selling, general and administrative expenses.

(3) Represents depreciation recorded within selling, general and administrative expenses. Excludes depreciation recorded within cost of revenue, which totaled $4.7 million and $4.2 million in the three months ended August 31, 2026 and 2025, respectively, and $13.8 million and $13.3 million in the nine months ended August 31, 2026 and 2025, respectively.

(4) Other segment items for each reportable segment include various operating costs including cost of warehouses, delivery centers and other non-integration facilities, IT expenses, credit costs including bad debt expense, travel and entertainment, legal and professional fees, non-income taxes and other miscellaneous selling, general, and administrative expenses.

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TD SYNNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the three and nine months ended August 31, 2026 and 2025

(Except per share amounts or as otherwise indicated, currency and share amounts in thousands)

(unaudited)

NOTE 12—COMMITMENTS AND CONTINGENCIES:

As is customary in the technology industry, to encourage certain customers to purchase products from us, the Company also has other financing agreements with financial institutions to provide inventory financing facilities to the Company’s customers and allow certain customers of the Company to finance their purchases directly with the financial institutions. The Company is contingently liable to repurchase inventory sold under these agreements in the event of any default by its customers under the agreement and such inventory being repossessed by the financial institutions. As the Company does not have access to information regarding the amount of inventory purchased from the Company still on hand with the customer at any point in time, the Company’s repurchase obligations relating to inventory cannot be reasonably estimated. Losses, if any, would be the difference between the repossession cost and the resale value of the inventory. Repurchases under these arrangements have been insignificant to date and the Company is not aware of any pending customer defaults or repossession obligations. The Company believes that, based on historical experience, the likelihood of a material loss pursuant to these inventory repurchase obligations is remote.

In 2013, the French Autorité de la Concurrence (“Competition Authority”) began an investigation into the French market for certain products of Apple, Inc. (\"Apple\") for which the Company is a distributor. In March 2020, the Competition Authority imposed fines on the Company, on another distributor, and on Apple, finding that the Company entered into an anticompetitive agreement with Apple regarding volume allocations of Apple products. The initial fine imposed on the Company was €76.1 million. The Company appealed its determination to the French courts, seeking to set aside or reduce the fine. On October 6, 2022, the appeals court issued a ruling that reduced the fine imposed on the Company from €76.1 million to €24.9 million. As a result of the appeals court ruling, the Company paid €24.9 million through fiscal year 2022. In May 2026, all appeals filed by involved parties were dismissed and the €24.9 million judgment has been deemed final. A civil lawsuit related to this matter, alleging anticompetitive actions in association with the established distribution networks for Apple, the Company and another distributor was filed by eBizcuss. On November 25, 2024, the Paris Commercial Court ruled in favor of the Company and the other defendants and dismissed the claims in the eBizcuss civil lawsuit. An appeal to the ruling has since been made by eBizcuss, and while the Company continues to evaluate this matter, based on the favorable ruling from the Paris Commercial Court, the Company believes the likelihood of a material loss related to the eBizcuss lawsuit is remote.

From time to time, the Company receives notices from third parties, including customers and suppliers, seeking indemnification, payment of money or other actions in connection with claims made against them. Also, from time to time, the Company has been involved in various bankruptcy preference actions where the Company was a supplier to the companies now in bankruptcy. In addition, the Company is subject to various other claims, both asserted and unasserted, that arise in the ordinary course of business. The Company evaluates these claims and records the related liabilities in cases where a contingent obligation is deemed probable and reasonably estimable. It is possible that the ultimate liabilities could differ from the amounts recorded.

The Company does not believe that the above commitments and contingencies will have a material adverse effect on the Company's results of operations, financial position or cash flows.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

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.

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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.

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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 experiencing a complex macroeconomic 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 and other factors. This may lead to a decline in the IT industry or increased price-based competition. Our business includes operations in the Americas, Europe and APJ, so we are affected by demand volatility 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.

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. Fluctuations in component pricing, particularly for memory components, may affect product costs, availability, and average selling prices. As AI applications and related data center investments continue to increase demand for memory-intensive configurations, the resulting changes in memory pricing may impact supply chains, product mix and pricing trends across certain technology products. In addition, our Hyve Solutions business is highly dependent on the demand for cloud infrastructure, and the number of key customers and suppliers in the market.

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		Nine Months Ended
Consolidated Statements of Operations Data:	August 31, 2026		August 31, 2025		August 31, 2026	August 31, 2025
Revenue	100.00	%		100.00	%	100.00	%	100.00	%
Cost of revenue	(93.39)	%		(92.78)	%	(93.11)	%	(92.97)	%
Gross profit	6.61	%		7.22	%	6.89	%	7.03	%
Selling, general and administrative expenses	(3.63)	%		(4.77)	%	(4.06)	%	(4.78)	%

Operating income	2.98	%		2.45	%	2.83	%	2.25	%
Interest expense and finance charges, net	(0.55)	%		(0.59)	%	(0.52)	%	(0.60)	%
Other income (expense), net	0.15	%		0.01	%	0.10	%	—	%
Income before income taxes	2.58	%		1.87	%	2.41	%	1.65	%
Provision for income taxes	(0.65)	%		(0.42)	%	(0.56)	%	(0.37)	%


Net income	1.93	%		1.45	%	1.85	%	1.28	%

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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 nine months ended August 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, dividends and realized gains upon sale related to certain equity securities (\"dividends and gains 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, dividends and gains 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.

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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.

Dividends and gains on investments includes benefits recorded in other income (expense), net during the first three fiscal quarters of fiscal 2026 resulting from dividends and realized gains upon sale related to 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.

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Three and Nine Months Ended August 31, 2026 and 2025:

Revenue

The following table summarizes our revenue and change in revenue by reportable segment for the three and nine months ended August 31, 2026 and 2025:


	Three Months Ended		Nine Months Ended
Revenue in constant currency	August 31, 2026		August 31, 2025		Percent Change		August 31, 2026	August 31, 2025		Percent Change


Consolidated
Revenue	$	21,558,406			$	15,650,924		37.7	%		$	58,294,417	$	45,128,946	29.2	%
Impact of changes in foreign currencies	99,963			—				(888,785)			—
Revenue in constant currency	$	21,658,369			$	15,650,924		38.4	%		$	57,405,632	$	45,128,946	27.2	%

Americas distribution
Revenue	$	10,319,406			$	7,376,484		39.9	%		$	27,638,175	$	21,933,582	26.0	%
Impact of changes in foreign currencies	10,464			—				(72,692)			—
Revenue in constant currency	$	10,329,870			$	7,376,484		40.0	%		$	27,565,483	$	21,933,582	25.7	%

Europe distribution
Revenue	$	6,366,004			$	4,888,624		30.2	%		$	18,646,947	$	14,523,419	28.4	%
Impact of changes in foreign currencies	35,916			—				(912,663)			—
Revenue in constant currency	$	6,401,920			$	4,888,624		31.0	%		$	17,734,284	$	14,523,419	22.1	%

APJ distribution
Revenue	$	1,071,038			$	880,360		21.7	%		$	3,090,778	$	2,444,387	26.4	%
Impact of changes in foreign currencies	53,583			—				96,570			—
Revenue in constant currency	$	1,124,621			$	880,360		27.7	%		$	3,187,348	$	2,444,387	30.4	%

Hyve Solutions
Revenue	$	3,801,958			$	2,505,456		51.7	%		$	8,918,517	$	6,227,558	43.2	%
Impact of changes in foreign currencies	—			—				—			—
Revenue in constant currency	$	3,801,958			$	2,505,456		51.7	%		$	8,918,517	$	6,227,558	43.2	%

Consolidated - Three and Nine Months Ended August 31, 2026 versus August 31, 2025

Revenue and revenue in constant currency increased by $5.9 billion and $6.0 billion, respectively, during the three months ended and $13.2 billion and $12.3 billion, respectively, during the nine months ended August 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. This was partially offset by a greater percentage of our sales being presented on a net basis primarily in Hyve Solutions due to program mix. The presentation of additional revenues on a net basis negatively impacted our revenue growth compared to the prior periods by approximately 2% and 4% for the three and nine months ended August 31, 2026, respectively. The impact of changes in foreign currencies during the three months ended August 31, 2026 is primarily due to the weakening of the euro and the Indian rupee against the U.S. dollar, while the impact during the nine months ended August 31, 2026 is primarily due to the strengthening of the euro against the U.S. dollar.

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Americas distribution - Three and Nine Months Ended August 31, 2026 versus August 31, 2025

Revenue and revenue in constant currency increased by $2.9 billion and $3.0 billion, respectively, during the three months ended August 31, 2026 and $5.7 billion and $5.6 billion, respectively, during the nine months ended August 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 periods by approximately 12% and 6% for the three and nine months ended August 31, 2026, respectively. The impact of changes in foreign currencies during the three months ended August 31, 2026 is primarily due to the weakening of the Canadian dollar against the U.S. dollar, while the impact during the nine months ended August 31, 2026 is primarily due to the strengthening of the Canadian dollar against the U.S. dollar.

Europe distribution - Three and Nine Months Ended August 31, 2026 versus August 31, 2025

Revenue and revenue in constant currency both increased by $1.5 billion during the three months ended August 31, 2026 and $4.1 billion and $3.2 billion, respectively, during the nine months ended August 31, 2026. The increases are driven by growth in both our Endpoint Solutions and Advanced 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 periods by approximately 4% for both the three and nine months ended August 31, 2026. The impact of changes in foreign currencies during the three months ended August 31, 2026 is primarily due to the weakening of the euro against the U.S. dollar, while the impact during the nine months ended August 31, 2026 is primarily due to the strengthening of the euro against the U.S. dollar.

APJ distribution - Three and Nine Months Ended August 31, 2026 versus August 31, 2025

Revenue and revenue in constant currency increased by $190.7 million and $244.3 million, respectively, during the three months ended August 31, 2026 and $646.4 million and $743.0 million, respectively, during the nine months ended August 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 periods by approximately 4% and 2% for the three and nine months ended August 31, 2026, 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 Nine Months Ended August 31, 2026 versus August 31, 2025

Revenue and revenue in constant currency both increased by $1.3 billion during the three months ended August 31, 2026 and $2.7 billion during the nine months ended August 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 program mix, which negatively impacted our revenue growth compared to the prior periods by approximately 66% and 68% for the three and nine months ended August 31, 2026, respectively.

Gross Profit


	Three Months Ended		Nine Months Ended
Gross profit & gross margin - Consolidated	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	21,558,406		$	15,650,924	37.7	%		$	58,294,417		$	45,128,946	29.2	%

Gross profit	$	1,425,414		$	1,129,853	26.2	%		$	4,017,021		$	3,174,232	26.6	%



Gross margin	6.61	%		7.22	%			6.89	%		7.03	%

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.

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Three Months Ended August 31, 2026 versus August 31, 2025

•Gross profit increased primarily due to the increased revenue from growth in both our Advanced Solutions and Endpoint Solutions distribution portfolios as well as in Hyve Solutions where both Manufacturing and Supply Chain Services experienced growth.

•Gross margin decreased primarily due to product mix in Hyve Solutions and in our Advanced Solutions portfolio, partially offset by improved margins in our Endpoint Solutions portfolio. The impact of the presentation of additional revenue on a net basis positively impacted our gross margin by approximately 11 basis points, primarily in Hyve Solutions due to program mix.

Nine Months Ended August 31, 2026 versus August 31, 2025

•Gross profit increased primarily due to the increased revenue from 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 $61 million.

•Gross margin decreased primarily due to product mix in Hyve Solutions, partially offset by the presentation of additional revenues on a net basis, primarily in Hyve Solutions, which positively impacted our gross margin by approximately 19 basis points.

Selling, General and Administrative (\"SG&A\") Expenses


	Three Months Ended		Nine Months Ended
	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Gross profit	$	1,425,414		$	1,129,853	26.2	%		$	4,017,021		$	3,174,232	26.6	%

Selling, general and administrative expenses	$	782,535		$	746,196	4.9	%		$	2,365,420		$	2,157,977	9.6	%
Acquisition, integration and restructuring costs	(2,101)		(2,304)			(5,101)		(4,030)
Amortization of intangibles	(75,190)		(76,541)			(226,556)		(221,230)
Share-based compensation	(16,251)		(12,427)			(57,771)		(46,238)
Adjusted selling, general and administrative expenses	$	688,993		$	654,924	5.2	%		$	2,075,992		$	1,886,479	10.0	%


Selling, general and administrative expenses as a percent of gross profit	54.9	%		66.0	%			58.9	%		68.0	%
Adjusted selling, general and administrative expenses as a percent of gross profit	48.3	%		58.0	%			51.7	%		59.4	%

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 Nine Months Ended August 31, 2026 versus August 31, 2025

•SG&A expenses and adjusted SG&A expenses increased primarily due to higher personnel costs and higher credit costs. The impact of changes in foreign currencies on SG&A expenses was immaterial for the three months ended August 31, 2026, and was unfavorable by approximately $51 million for the nine months ended August 31, 2026.

•SG&A expenses as a percentage of gross profit and adjusted SG&A expenses as a percentage of gross profit decreased due to our increased 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.

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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 nine months ended August 31, 2026 and 2025:


	Three Months Ended		Nine Months Ended
Operating income & operating margin - Consolidated	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	21,558,406		$	15,650,924	37.7	%		$	58,294,417		$	45,128,946	29.2	%

Operating income	$	642,879		$	383,657	67.6	%		$	1,651,601		$	1,016,255	62.5	%
Acquisition, integration and restructuring costs	2,101		2,304			5,101		4,030
Amortization of intangibles	75,190		76,541			226,556		221,230
Share-based compensation	16,251		12,427			57,771		46,238

Non-GAAP operating income	$	736,421		$	474,929	55.1	%		$	1,941,029		$	1,287,753	50.7	%

Operating margin	2.98	%		2.45	%			2.83	%		2.25	%
Non-GAAP operating margin	3.42	%		3.03	%			3.33	%		2.85	%

Consolidated - Three and Nine Months Ended August 31, 2026 versus August 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 primarily in Hyve Solutions due to program mix. 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 August 31, 2026, and 8 and 9 basis points, respectively, during the nine months ended August 31, 2026.


	Three Months Ended		Nine Months Ended
Operating income & operating margin - Americas distribution	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	10,319,406		$	7,376,484	39.9	%		$	27,638,175		$	21,933,582	26.0	%

Operating income	$	255,416		$	172,733	47.9	%		$	694,806		$	487,775	42.4	%
Acquisition, integration and restructuring costs	1,476		1,526			5,677		1,908
Amortization of intangibles	41,145		42,429			123,550		123,334
Share-based compensation	7,522		7,718			29,207		26,381

Non-GAAP operating income	$	305,559		$	224,406	36.2	%		$	853,240		$	639,398	33.4	%

Operating margin	2.48	%		2.34	%			2.51	%		2.22	%
Non-GAAP operating margin	2.96	%		3.04	%			3.09	%		2.92	%

Americas distribution - Three Months ended August 31, 2026 versus August 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.

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•Operating margin increased primarily due to increased operating leverage resulting from the increase in revenue, partially offset by a decline in gross margin along with 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 by approximately 22 basis points. Non-GAAP operating margin slightly decreased, primarily due to impacts from the presentation of additional revenues on a gross basis due to the mix of products sold, partially offset by increased operating leverage resulting from the increase in revenue. The presentation of additional revenues on a gross basis negatively impacted our non-GAAP operating margin by approximately 28 basis points.

Americas distribution - Nine Months Ended August 31, 2026 versus August 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 a decline in gross margin along with 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 14 basis points, respectively.


	Three Months Ended		Nine Months Ended
Operating income & operating margin - Europe distribution	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	6,366,004		$	4,888,624	30.2	%		$	18,646,947		$	14,523,419	28.4	%

Operating income	$	117,450		$	34,878	236.7	%		$	297,465		$	135,687	119.2	%
Acquisition, integration and restructuring costs	508		375			(827)		1,500
Amortization of intangibles	33,073		33,299			100,080		95,476
Share-based compensation	4,296		3,239			16,025		13,039

Non-GAAP operating income	$	155,327		$	71,791	116.4	%		$	412,743		$	245,702	68.0	%

Operating margin	1.84	%		0.71	%			1.60	%		0.93	%
Non-GAAP operating margin	2.44	%		1.47	%			2.21	%		1.69	%

Europe distribution - Three and Nine Months Ended August 31, 2026 versus August 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 8 basis points during the three months ended August 31, 2026, and by 5 and 7 basis points during the nine months ended August 31, 2026, respectively.

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	Three Months Ended		Nine Months Ended
Operating income & operating margin - APJ distribution	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	1,071,038		$	880,360	21.7	%		$	3,090,778		$	2,444,387	26.4	%

Operating income	$	20,582		$	14,570	41.3	%		$	75,614		$	42,865	76.4	%
Acquisition, integration and restructuring costs	117		403			251		622
Amortization of intangibles	972		813			2,926		2,420
Share-based compensation	911		638			3,368		2,763

Non-GAAP operating income	$	22,582		$	16,424	37.5	%		$	82,159		$	48,670	68.8	%

Operating margin	1.92	%		1.66	%			2.45	%		1.75	%
Non-GAAP operating margin	2.11	%		1.87	%			2.66	%		1.99	%

APJ distribution - Three Months Ended August 31, 2026 versus August 31, 2025

•Operating income and non-GAAP operating income increased primarily due to revenue growth, partially offset by a decrease in gross margin.

•Operating margin and non-GAAP operating margin increased primarily due to increased operating leverage resulting from the increase in revenue. The presentation of additional revenues on a net basis positively impacted our operating margin and non-GAAP operating margin by approximately 7 and 8 basis points, respectively, for the three months ended August 31, 2026.

APJ distribution - Nine Months Ended August 31, 2026 versus August 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. The presentation of additional revenues on a net basis positively impacted both our operating margin and non-GAAP operating margin by approximately 5 basis points for the nine months ended August 31, 2026.


	Three Months Ended		Nine Months Ended
Operating income & operating margin - Hyve Solutions	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Revenue	$	3,801,958		$	2,505,456	51.7	%		$	8,918,517		$	6,227,558	43.2	%

Operating income	$	249,431		$	161,476	54.5	%		$	583,716		$	349,928	66.8	%


Share-based compensation	3,522		832			9,171		4,055
Non-GAAP operating income	$	252,953		$	162,308	55.8	%		$	592,887		$	353,983	67.5	%

Operating margin	6.56	%		6.44	%			6.54	%		5.62	%
Non-GAAP operating margin	6.65	%		6.48	%			6.65	%		5.68	%

Hyve Solutions - Three and Nine Months Ended August 31, 2026 versus August 31, 2025

•Operating income and non-GAAP operating income increased primarily due to strong revenue 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 program mix, partially offset by a decline in gross margin. The presentation of additional revenues on a net basis positively impacted our operating margin and non-GAAP operating margin by approximately 2% for all periods presented.

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Interest Expense and Finance Charges, Net


	Three Months Ended		Nine Months Ended
	August 31, 2026		August 31, 2025		Percent Change	August 31, 2026		August 31, 2025		Percent Change


Interest expense and finance charges, net	$	120,518		$	91,188	32.2	%		$	304,893		$	269,050	13.3	%
Percentage of revenue	0.55	%		0.59	%			0.52	%		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 facilities and our term loans, and fees associated with the sale of accounts receivable, partially offset by income earned on our cash investments.

Three and Nine Months Ended August 31, 2026 versus August 31, 2025

Interest expense and finance charges, net increased, primarily driven by an increase in short-term borrowings to fund working capital requirements, along with increased costs associated with the sale of accounts receivable due to higher volumes of sold receivables. Accounts receivable discount fees for these programs totaled $28.6 million and $18.0 million in the three months ended August 31, 2026 and 2025, respectively, and $72.8 million and $43.5 million in the nine months ended August 31, 2026 and 2025, respectively.

Other Income (Expense), Net


	Three Months Ended		Nine Months Ended
	August 31, 2026		August 31, 2025		Change in Dollars		August 31, 2026	August 31, 2025		Change in Dollars


Other income (expense), net	$	32,889			$	792		$	32,097			$	60,883	$	(983)	$	61,866
Percentage of revenue	0.15	%		0.01	%			0.10	%		—	%

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 Nine Months Ended August 31, 2026 versus August 31, 2025

Other income (expense), net improved primarily due to gains realized upon on the sale of investments in equity securities of $33.1 million during the first two fiscal quarters of fiscal 2026 and dividends received from investments in equity securities of $37.4 million during the third fiscal quarter of fiscal 2026.

Provision for Income Taxes


	Three Months Ended		Nine Months Ended
	August 31, 2026		August 31, 2025		Percent Change		August 31, 2026	August 31, 2025		Percent Change


Provision for income taxes	$	139,010			$	66,466		109.1	%		$	330,348	$	166,969	97.8	%
Percentage of income before income taxes	25.04	%		22.66	%			23.47	%		22.38	%

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 and Nine Months Ended Months Ended August 31, 2026 versus August 31, 2025

Income tax expense increased primarily due to higher income during the period, along with a higher effective tax rate. The effective tax rate was higher primarily due the relative mix of earnings within the taxing jurisdictions in which we operate, along with the impact of discrete items.

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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		Nine Months Ended
Net income - Consolidated	August 31, 2026		August 31, 2025		August 31, 2026		August 31, 2025


Net Income	$	416,240			$	226,795		$	1,077,243	$	579,253
Acquisition, integration and restructuring costs	2,101			2,304			5,101		4,030
Amortization of intangibles	75,190			76,541			226,556		221,230
Share-based compensation	16,251			12,427			57,771		46,238

Dividends and gains on investments	(37,354)			—			(70,461)		—
Income taxes related to the above	(16,564)			(21,823)			(67,355)		(66,619)

Non-GAAP net income	$	455,864			$	296,244		$	1,228,855	$	784,132


	Three Months Ended		Nine Months Ended
Diluted EPS	August 31, 2026		August 31, 2025		August 31, 2026		August 31, 2025
Diluted EPS(1)	$	5.18			$	2.74		$	13.37	$	6.92
Acquisition, integration and restructuring costs	0.03			0.03			0.06		0.05
Amortization of intangibles	0.94			0.92			2.81		2.65
Share-based compensation	0.20			0.15			0.72		0.55

Dividends and gains on investments	(0.46)			—			(0.87)		—
Income taxes related to the above	(0.21)			(0.26)			(0.84)		(0.80)

Non-GAAP diluted EPS(1)	$	5.68			$	3.58		$	15.25	$	9.37

_________________________

(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 1.1% and 1.0% of net income for the three and nine months ended August 31, 2026, respectively, and 0.9% for both the three and nine months ended August 31, 2025.

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Liquidity and Capital Resources

Cash Conversion Cycle


		Three Months Ended
		August 31, 2026		November 30, 2025		August 31, 2025


Days sales outstanding (\"DSO\")
Revenue	(a)	$	21,558,406			$	17,379,140		$	15,650,924
Accounts receivable, net	(b)	14,953,804			11,707,581			10,925,068
Days sales outstanding	(c) = ((b)/(a))*the number of days during the period	64			61			64

Days inventory outstanding (\"DIO\")
Cost of revenue	(d)	$	20,132,992			$	16,184,390		$	14,521,071
Inventories	(e)	15,291,597			9,504,340			9,137,505
Days inventory outstanding	(f) = ((e)/(d))*the number of days during the period	70			53			58

Days payable outstanding (\"DPO\")
Cost of revenue	(g)	$	20,132,992			$	16,184,390		$	14,521,071
Accounts payable	(h)	22,442,942			17,624,254			15,651,286
Days payable outstanding	(i) = ((h)/(g))*the number of days during the period	103			98			99

Cash conversion cycle (\"CCC\")	(j) = (c)+(f)-(i)	31			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 31 days as of August 31, 2026, and 16 and 23 days as of November 30, 2025 and August 31, 2025, respectively.

•CCC increased as compared to both November 30, 2025 and August 31, 2025 primarily due to an increase in our DIO as inventory balances increased primarily to support growth in our Hyve Solutions business, partially offset by an increase in our DPO due to a related 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.

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Operating Activities - Nine Months ended August 31, 2026 versus August 31, 2025

Net cash used in operating activities was $2.1 billion, compared to net cash provided by operating activities of $71.3 million. The increase in net cash used in operating activities was primarily due to a larger increase in inventory, primarily to support growth in our Hyve Solutions business, along with a year-over-year increase in accounts receivable due to the current year revenue growth. These impacts were partially offset by a year-over-year increase in accounts payable related to the increase in inventory, the year-over-year change in other accrued liabilities reflecting the timing and volume of cash receipts and related settlements, and the increase in net income.

Investing Activities - Nine Months ended August 31, 2026 versus August 31, 2025

Net cash used in investing activities was $146.4 million and $176.8 million, respectively. The decrease in net cash used in investing activities is primarily due to a decrease in cash paid for acquisitions of businesses of $69.7 million and cash received on the sale of investments in equity securities of $42.7 million. These items were partially offset by an increase in capital expenditures of $54.9 million, primarily reflecting investments in facilities to support the Company’s growth, and an increase in net investment hedge settlements of $22.4 million.

Financing Activities - Nine Months ended August 31, 2026 versus August 31, 2025

Net cash provided by financing activities was $528.2 million, compared to net cash used in financing activities of $186.0 million. The increase in net cash provided by financing activities is primarily due to an increase in net short-term borrowings to fund working capital requirements of $1.3 billion, along with a net decrease in payments for share repurchases of $130.8 million, partially offset by the repayment of $700.0 million of senior notes at maturity in August 2026.

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 $749.3 million and $2.4 billion as of August 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, along with the $750.0 million outstanding on our 2024 Term Loan that matures on September 1, 2027, and to 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

We had total outstanding borrowings of approximately $5.5 billion and $4.6 billion as of August 31, 2026 and November 30, 2025, respectively.

In both the U.S. and Europe, we have accounts receivable securitization programs to provide additional capital for our operations (the \"U.S. AR Arrangement\" and the \"Europe AR Arrangement\", respectively). Under the terms of the U.S. AR Arrangement, as amended on September 25, 2026, we and our subsidiaries that are party to the U.S. AR Arrangement can borrow up to a maximum of $3.0 billion based upon eligible trade accounts receivable. The U.S. AR Arrangement, as amended, has a maturity date of September 25, 2028. Under the terms of the Europe AR Arrangement, which commenced on June 26, 2026, we and our subsidiaries that are party to the Europe AR Arrangement can borrow up to a maximum of €650.0 million based upon eligible trade accounts receivable. The Europe AR Arrangement has a maturity date of June 25, 2028. Under the U.S. AR Arrangement, there was $1.5 billion outstanding as of August 31, 2026 at an interest rate of 4.69%, and there were no amounts outstanding as of November 30, 2025. Under the Europe AR Arrangement, there were no amounts outstanding as of August 31, 2026 or as of November 30, 2025.

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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. 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. Under the TD SYNNEX Revolving Credit Facility, there were no amounts outstanding as of August 31, 2026 or as of November 30, 2025.

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. There was $750.0 million outstanding under the 2024 Term Loan as of both August 31, 2026 and November 30, 2025.

We have previously issued multiple series of senior unsecured notes (collectively, the \"Senior Notes\"), including a $700.0 million note that was repaid at maturity in August 2026, along with $2.9 billion of aggregate principal that matures at various dates from 2028 through 2035. Under the Senior Notes, there was an aggregate of $2.9 billion and $3.6 billion outstanding as of August 31, 2026 and November 30, 2025, respectively.

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 $905.6 million in borrowing capacity as of August 31, 2026. There was $426.4 million outstanding on these facilities at August 31, 2026, at a weighted average interest rate of 6.50%, and there was $319.3 million outstanding on these facilities at November 30, 2025, at a weighted average interest rate of 5.72%.

Our borrowings on these facilities vary within the period primarily based on changes in our working capital. Historically, we have renewed our accounts receivable securitization programs 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.

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 August 31, 2026 and November 30, 2025, we had a total of $2.1 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 $28.6 million and $72.8 million in the three and nine months ended August 31, 2026, respectively, and $18.0 million and $43.5 million in the three and nine months ended August 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 August 31, 2026 and November 30, 2025, we had $3.5 billion and $3.7 billion, respectively, in obligations outstanding under these programs included in \"Accounts payable\" in our Consolidated Balance Sheets.

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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 972 thousand shares of common stock for $100.3 million and 1.5 million shares for $292.4 million in the three and nine months ended August 31, 2026, respectively, and 1.2 million shares for $173.8 million and 3.3 million shares for $423.1 million during the three and nine months ended August 31, 2025, respectively. As of August 31, 2026, we had $0.9 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.

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 August 31, 2026, we were in compliance with all material financial covenants for the above arrangements.

Critical Accounting Policies and Estimates

During the nine months ended August 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.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

For a description of the Company’s market risks, see “Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025. No material changes have occurred in our market risks since November 30, 2025.

ITEM 4. Controls and Procedures

(a)Evaluation of disclosure controls and procedures. We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the U.S. Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures. In designing and evaluating our disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Our disclosure controls and procedures have been designed to meet reasonable assurance standards. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Based on their evaluation as of the end of the period covered by this Quarterly Report on Form 10-Q, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

(b)Changes in internal control over financial reporting. There was no change in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) identified in connection with management’s evaluation during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

The information set forth under Note 12 - Commitments and Contingencies in the Notes to the Consolidated Financial Statements in Part I, Item 1 of this Report, is incorporated herein by reference.

ITEM 1A. Risk Factors

You should carefully review and consider the information regarding certain factors that could materially affect our business, financial condition or future results set forth under Part I, Item 1A \"Risk Factors\" in our Annual Report on Form 10-K for the fiscal year ended November 30, 2025. There have been no material changes to the risk factors disclosed in our 2025 Annual Report on Form 10-K.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

In March 2024, our Board of Directors authorized a $2.0 billion share repurchase program (the \"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 Exchange Act. The share repurchase program does not have an expiration date.

The following table presents information with respect to purchases of common stock by the Company under the share repurchase program during the quarter ended August 31, 2026:


	Issuer Purchases of Equity Securities (amounts in thousands except for per share amounts)
Period	Total number of shares purchased	Average price paid per share (1)		Total number of shares purchased as part of publicly announced plans or program	Maximum dollar value of shares that may yet be purchased under the plans or programs
June 1 - June 30, 2026	99		$	277.28		99		$	968,430
July 1 - July 31, 2026	183		247.86		183		923,111
August 1 - August 31, 2026	107		257.99		107		895,613
Total	388		$	258.14		388

_________________________

(1) Excludes excise taxes, whether accrued or paid, and excludes broker's commissions.

On May 30, 2026, we issued a warrant to Amazon.com NV Investment Holdings LLC to acquire up to 3,238,066 shares of our common stock, as reported in a Current Report on Form 8-K filed on June 3, 2026. For further details, refer to Note 3 - Share-based Compensation to the Consolidated Financial Statements included in Part I, Item 1 of this Report.

ITEM 5. Other Information

Trading Arrangements

During the three months ended August 31, 2026, none of the Company's directors or officers adopted, amended, or terminated a \"Rule 10b5-1 trading arrangement\" or \"non-Rule 10b5-1 trading arrangement\", as those terms are defined in Regulation S-K, Item 408.

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ITEM 6. Exhibits


Exhibit Number		Description of Document







3(i).1		Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3(i).1 to the Company's Quarterly Report on Form 10-Q for the quarter ended February 28, 2026).

3(ii).1		Amended and Restated Bylaws (incorporated by reference to Exhibit 3(ii).1 to the Company’s Current Report on Form 8-K filed on March 27, 2026).




10.1#		Amendment No. 6 to the TD SYNNEX Corporation 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on June 22, 2026).


10.2+		Master Definitions and Common Terms Agreement, dated as of June 26, 2026 by and among TD SYNNEX Corporation as Guarantor, certain subsidiaries thereof as Seller, Servicer, Risk Retention Holder, and Junior Notes Subscriber, TD SYNNEX Ireland Receivables I Designated Activity Company as Final Purchaser and Issuer, BNP Paribas as Lead Arranger and Senior Notes Subscriber, BNP Paribas S.A., Dublin Branch as Master Purchaser, and other parties identified thereto (incorporated by reference to Exhibit 10.1 to the Company 's Current Report on Form 8-K filed on July 2, 2026).

10.3+		Senior Variable Funding Notes Facility Agreement, dated as of June 26, 2026 by and among TD SYNNEX UK Acquisition Limited as Program Servicer and Cash Manager, TD SYNNEX Ireland Receivables I Designated Activity Company as Issuer, BNP Paribas as Lead Arranger and Senior Notes Subscriber, and other parties identified thereto (incorporated by reference to Exhibit 10.2 to the Company 's Current Report on Form 8-K filed on July 2, 2026).

10.4+		Master Transfer and Servicing Agreement, dated as of June 26, 2026 by and among TD SYNNEX Corporation as Guarantor and certain subsidiaries thereof as Seller, Servicer, Programme Servicer and Junior Notes Subscriber, CSC Trustees Limited as Security Trustee and BNP Paribas S.A., Dublin Branch as Master Purchaser (incorporated by reference to Exhibit 10.3 to the Company 's Current Report on Form 8-K filed on July 2, 2026).















10.5#+		Offer Letter with David Vetter dated July 10, 2026 (incorporated by reference to Exhibit 10.1 to the Company 's Current Report on Form 8-K filed on July 16, 2026).

10.6#		Form of Notice of Hyve Solutions Performance-Based Restricted Stock Unit Award and Performance-Based Restricted Stock Unit Agreement (U.S.) (inco r por ated by reference to Exhibit 10.1 to the Comp any's Current Report on Form 8-K filed on August 3, 2026).

10.7#		Form of Notice of Hyve Solutions Performance-Based Restricted Stock Unit Award and Performance-Based Restricted Stock Unit Agreement (non -U.S.) (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on August 3, 2026).

10.8#+		O ffer Letter with Alim D hanji dated Jul y 10, 2026.

10.9#+		O ffer Letter with Rey na Thompson dated July 10, 2 026.

31.1		Rule 13a-14(a) Certification of Chief Executive Officer.

31.2		Rule 13a-14(a) Certification of Chief Financial Officer.

32.1*		Statement of the Chief Executive Officer and Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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________________

# Indicates management contract or compensatory plan or arrangement.

+Schedules (or similar attachments) and certain information have been omitted pursuant to Items 601(a)(5), 601(a)(6) and/or 601(b)(10)(iv) of Regulation S-K. TD SYNNEX hereby undertakes to furnish supplementally a copy of any omitted schedule or exhibit to such agreement to the U.S. Securities and Exchange Commission upon request; provided, however, that TD SYNNEX may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules or exhibits so furnished.

* In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release Nos. 33-8238 and 34-47986, Final Rule: Management’s Reports on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports, the certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Form 10-Q and will not be deemed “filed” for purpose of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.

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SIGNATURES

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, thereunto duly authorized.

Date: October 1, 2026

TD SYNNEX CORPORATION


By:	/s/ Patrick Zammit
	Patrick Zammit
	President and Chief Executive Officer
	(Duly authorized officer and principal executive officer)


By:	/s/ David Jordan
	David Jordan
	Chief Financial Officer
	(Duly authorized officer and principal financial officer)

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