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EX-99.1 - EX-99.1 - INSIGHT ENTERPRISES INCexhibit1.htm






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):   January 19, 2012

Insight Enterprises, Inc.
(Exact name of registrant as specified in its charter)

Delaware 000-25092 86-0766246
(State or other jurisdiction
(I.R.S. Employer
of incorporation) File Number) Identification No.)
6820 South Harl Avenue, Tempe, Arizona   85283
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:   480-902-1001

Not Applicable
Former name or former address, if changed since last report


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:

[  ]  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))

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

(d) On January 19, 2012, the Board of Directors of Insight Enterprises, Inc. (the "Company") increased the size of the board from eight to nine and appointed Richard E. Allen as a Class I Director of the Company with a term expiring at the 2013 annual meeting of stockholders. Mr. Allen will serve on the Audit and Compensation Committees of the Board of Directors. In accordance with the Company's current Board compensation arrangements, as described in the Company's most recent annual report on Form 10-K and proxy statement, Mr. Allen will receive $20,000 per quarter for serving on the Board, a grant of restricted stock units (RSUs) equal to a pro-rata share of the annual grant of RSUs to other non-employee directors, annual grants of service-based restricted stock units and reimbursement for reasonable expenses, and the Company will enter into an indemnification agreement with Mr. Allen in the form provided to other directors of the Company.

On January 24, 2012, the Company issued a press release announcing the appointment of Mr. Allen to the Company's Board of Directors. The full text of the press release issued in connection with this announcement is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Press release dated January 24, 2012.


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.

    Insight Enterprises, Inc.
January 25, 2012   By:   Steven R. Andrews
        Name: Steven R. Andrews
        Title: General Counsel and Secretary

Exhibit Index

Exhibit No.   Description

  Press release dated January 24, 2012.