EPLUS INC 8-K

What Happened

• On July 6, 2026, ePlus inc. filed an 8-K reporting that its Board of Directors increased the board size from eight to nine members and appointed John M. Lutz (age 64) to fill the vacancy. Mr. Lutz was also named to the Board’s Audit Committee and Compensation Committee. His term runs until the Company’s next Annual Meeting of Shareholders and until his successor is elected and qualified.

Key Details

• Board change: size increased from 8 to 9 directors (appointment date July 6, 2026).
• Committee assignments: Audit Committee and Compensation Committee.
• Independence & disclosures: Board determined Mr. Lutz is independent under Nasdaq rules; no family relationships or reportable transactions under Item 404(a).
• Compensation: Will receive pro‑rata director pay per the company’s independent director program, including a pro‑rata restricted stock grant under the ePlus 2024 Non‑Employee Director Long‑Term Incentive Plan.

Why It Matters

• Adding an independent director to the Audit and Compensation Committees affects corporate governance and oversight—areas important to shareholders for financial reporting and executive pay review. The filing is procedural and non‑financial (no changes to officers or reported transactions), but investors should note the governance change and the pro‑rata compensation grant disclosed in the 8‑K. A press release announcing the appointment was attached to the filing.