Tech Data 2013 Annual Report Download - page 161

Exhibit 10-
BBr
AMENDMENT TO THE
TECH DATA CORPORATION 401(k) SAVINGS PLAN
(as amended and restated effective January 1, 2006)
This Amendment to the Tech Data Corporation 401(k) Savings Plan (the "Plan") is made and entered into by Tech Data Corporation (the
"Employer") this 11th day of December, 2012.
WITNESSETH:
WHEREAS , Tech Data Corporation, a Florida corporation (the "Employer”) adopted and maintains the Tech Data Corporation 401(k)
Savings Plan, as most recently amended and restated effective as of January 1, 2006, and as thereafter amended from time to time (the "Plan") for
the benefit of certain of the Employer's employees; and
WHEREAS
, pursuant to Paragraph (b) of Article XII of the Plan, the Employer has reserved the right to amend the Plan at any time; and
WHEREAS , the Employer desires to amend the Plan to eliminate Employer stock as an investment option under the Plan.
NOW, THEREFORE , the Plan is hereby amended, effective January 1, 2013, in the following respects (additions bold-underlined,
deletions struck-through);
1. Paragraph (p) of Article I of the Plan shall be deleted in its entirety:
"(p) "Employer Securities" shall mean common stock, any other type of stock or any marketable obligation (as defined in Section 407
(e) of ERISA) issued by the Company or any Affiliate of the Company; provided, however, that if Employer Securities are purchased
with borrowed funds, Employer Securities, to the extent required by Section 4975 of the Code, shall only include:
(1) such securities that are readily tradable on an established securities market, or
(2) if none of the stock of an Employer (or any Affiliate of such Employer other than a member of an affiliated service
group that includes such Employer) is readily tradable on an established securities market, common stock issued by the Employer having
a combination of voting power and dividend rights equal to or in excess of (A) that class of common stock of the Employer or any
Affiliate having the greatest voting power, and (B) that class of common stock of the Employer or any Affiliate having the greatest
dividend rights, or
(3) noncallable preferred stock that is convertible at any time into stock
meeting the requirements of subparagraph (1) or (2) (whichever is applicable), if such conversion is at a reasonable price (determined
pursuant to Treasury Regulation §54.4975 11(d)(5) as of the date of acquisition by the Trustee)."
2. Paragraph (f) of Article VI of the Plan shall be deleted in its entirety:
"(f) Exercise of Voting and Other Rights. Any voting and other rights with respect to shares of Employer Securities held as part of each
Participant’s Accounts, or a part of any suspense account within the Trust Fund shall be exercised as follows:
(1) (A) If any Employer does not have a registration type class of securities, as defined in Section 409(e) of the Code, each Participant
who is an Employee of such Employer shall be entitled to direct the Trustee as to the exercise of any voting rights, attributable to shares
allocated to his Accounts, with respect to the approval or disapproval of any corporate merger or consolidation, recapitalization,
reclassification, liquidation, dissolution, or sale of substantially all assets of a trade or business.
(B) If any employer has a registration type security, as defined in Section 409(e) of the Code, any voting and other rights with respect to
Employer Securities (including fractional shares) allocated to any Participant's Accounts shall be exercised by the Trustee in accordance
with instructions received from
such Participant.
1494/74246-001 c urrent/32946732v2