Current Report Filing (8-k)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

 _____________________________________________________________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 20, 2022

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DXC TECHNOLOGY COMPANY

(Exact name of Registrant as specified in its charter)

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Nevada

001-38033

61-1800317

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

20408 Bashan Drive, Suite 231

Ashburn, Virginia 20147

(Address of Principal Executive Offices and Zip Code)

Registrant’s telephone number, including area code: [phone]

1775 Tysons Boulevard

Tysons, Virginia 22102

(Former Name or Former Address, if Changed Since Last Report)

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

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

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

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

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.01 par value per share			DXC			The New York Stock Exchange
1.750% Senior Notes Due 2026			DXC 26			The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 20, 2022, the board of directors (the “Board”) of DXC Technology Company (the “Company”) appointed Carrie Teffner (55), to serve as a member of the Board, effective as of April 20, 2022 (the “Appointment Date”), for

a term expiring at the Company’s 2022 annual meeting of stockholders. The Board also appointed Ms. Teffner to serve as a member of the Audit Committee effective as of the Appointment Date.

In connection with her appointment, Ms. Teffner will be entitled to standard compensation for non-employee directors as set forth in the Company’s 2021 Proxy Statement - Director Compensation, pro-rated based on the portion of the board year served.

A copy of the press release issued on April 21, 2022 announcing this appointment is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.			Description
99.1			Press Release issued April 21, 2022
104			Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

        

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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 hereunto duly authorized.

									DXC TECHNOLOGY COMPANY
Dated:			April 21, 2022			By:			/s/ Zafar A. Hasan
						Name:			Zafar A. Hasan
						Title:			Senior Vice President and Head of Corporate Legal, Board Secretary.