Ingram Micro Holding Corp Announces Secondary Offering and Share Repurchase

What Happened

• Ingram Micro Holding Corporation (the “Company”) filed an 8-K on September 10, 2026 disclosing an underwriting agreement dated September 8, 2026 among the Company, selling stockholder Ingram Holdco, LLC, and Goldman Sachs & Co. LLC as underwriter. The underwriter agreed to purchase 13,125,000 shares of the Company’s common stock from the selling stockholder.
• The underwriter has a 30‑day option to buy up to an additional 1,968,750 shares (15% of the base offering). As part of the transaction, the Company repurchased 625,000 shares from the underwriter under its existing $175 million repurchase program. That repurchase leaves $53,007,500 of repurchase capacity remaining. The selling stockholder received the net proceeds from the offering; the Company paid offering-related costs other than underwriting discounts and commissions.

Key Details

• Offering size: 13,125,000 shares sold by Ingram Holdco, LLC (underwriter option to purchase +1,968,750 shares).
• Company repurchase: 625,000 shares repurchased by the Company as part of the transaction.
• Repurchase program capacity remaining after repurchase: $53,007,500 (from a $175 million program).
• Administrative: Offering made via a prospectus supplement dated September 8, 2026 to the Company’s Form S-3 shelf; related press releases announcing the offering and pricing were filed as Exhibits 99.1 and 99.2.

Why It Matters

• This is a liquidity event for the selling stockholder (Ingram Holdco), not an issuance of new shares by the Company; the selling stockholder received the net proceeds.
• The Company’s repurchase of 625,000 shares reduces outstanding shares and uses part of its authorized buyback capacity, which investors should track for future capital allocation and share-count impact.
• The underwriter’s 30‑day option could increase the offering by up to 15%, so investors should watch for any follow-on sales that could affect supply of publicly traded shares.