Michael L. Baur

Chief Executive Officer at SCANSOURCE

Board

Since December 1992

Age

67 years

Tenure

Joined ScanSource in December 1992 as founder, served as CEO since inception, became a director in December 1995, was appointed Chair in February 2019, and took on the role of President in January 2025.

Also at SCANSOURCE

AMC

Alexandre M. Conde

Senior Executive Vice President and Chief People Officer

RAH

Rachel A. Hayden

**Senior Executive Vice President and Chief Information Officer**

SCS

Shana C. Smith

Senior Executive Vice President, Chief Legal Officer

About

Michael L. Baur is the Chair and Chief Executive Officer of ScanSource, Inc. He is 67 years old and has dedicated his career to building and leading the company since its inception in December 1992.

His professional journey at ScanSource spans multiple key leadership roles, starting as the founder and CEO, followed by his appointment as a director in December 1995 and later as Chair in February 2019. In January 2025, he further expanded his responsibilities by assuming the role of President while continuing as Chair and CEO.

With over 40 years of industry experience, his background in the information technology and distribution sectors has contributed significantly to ScanSource’s strategic development and operational success. His long-standing tenure is a testament to his leadership, entrepreneurial skills, and deep institutional knowledge of the company.

$SCSC Performance Under Michael L. Baur

Past Roles

Organization	Role	Date Range	Details
ScanSource, Inc.	President	December 1992 - (prior to becoming CEO)	Held before assuming the current CEO role

Fixed Compensation

Data from FY 2024

Component Name	Amount	Payment Schedule	Additional Details
Salary	$901,000	Annual	Base Salary
Bonus	$270,300	Annual	Fixed bonus component
Stock Awards	$3,858,000	At Grant Date	Stock-based award
Non-Equity Incentive Plan Compensation	$540,600	Annual	Non-equity incentive component
All Other Compensation	$305,899	Annual	Includes Perquisites ($6,073), Nonqualified Deferred Compensation Plan contributions ($200,000), Company Paid Disability Benefit ($66,406), Deferred Contribution Plans (401(k)) contributions ($10,350), Other ($23,070)
Deferred Compensation	N/A*	Deferred	Details: Executive Contributions ($400,000), Registrant Contributions ($200,000), Aggregate Earnings ($1,804,660), Year-End Aggregate Balance ($14,587,421)

Performance Compensation

Data from FY 2024

Annual Performance-Based Cash Incentives

Metric	Value	Details
Base Salary	$901,000	Provided for incentive calculation
Target Bonus	150% of Base Salary	Target cash incentive of $1,351,500 calculated as 150% of base salary
Performance Conditions	N/A	Earned based on non-GAAP operating results compared to pre-established threshold and stretch goals; specific thresholds not disclosed

Performance-Based Restricted Stock Units (PSUs)

Metric	Value	Details
FY2024 Normalized EPS Threshold	$4.00	50% payout level
FY2024 Normalized EPS Target	$4.21	100% payout level
FY2024 Normalized EPS Maximum	$4.84	200% payout level
FY2025 Normalized EPS (Threshold)	95% of FY2024 Target	Relative metric
FY2025 Normalized EPS (Target)	FY2024 EPS + 8%	Relative target
FY2025 Normalized EPS (Maximum)	115% of FY2024 Target	Maximum level
PSUs Granted	59,487 shares	Total number of performance-based restricted stock units
Grant Date	August 25, 2023	Vesting begins from grant date
Grant Date Fair Value	$2,635,869	Fair value calculated at grant date
Vesting Schedule	Cliff vesting on third anniversary (August 25, 2026)	Contingent on continued employment and performance over the period
Evaluation Period	July 1, 2023 to June 30, 2025	Performance measured over two fiscal years

Performance-Based Equity Awards

Metric	Value	Details
Grant Date	August 25, 2023	Awards granted on this date based on performance conditions
Grant Date Fair Value (Set 1)	$1,045,502	Calculated using Monte Carlo simulation
Grant Date Fair Value (Set 2)	$937,499	Calculated similarly using closing stock price and simulation
Vesting Conditions	N/A	Subject to both performance and service conditions; vesting occurs upon meeting criteria (generally on the third anniversary)
Performance Metrics	Similar to PSUs	Based on Normalized EPS and Adjusted ROIC; specific thresholds not detailed

*Note: For Annual Performance-Based Cash Incentives and Performance-Based Equity Awards, specific threshold, target, and maximum figures beyond the provided fair values and general design were not disclosed in the documents.