SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TREPANI JOSEPH B

(Last)

(First)

(Middle)

TECH DATA CORPORATION

5350 TECH DATA DRIVE

(Street)

CLEARWATER

33760

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TECH DATA CORP [ TECD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP/Corp Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/27/2012		M		20,000⁽¹⁾	A	$37.06	43,594	D
Common Stock	02/27/2012		D		14,863	D	$57.26	28,731	D
Common Stock	02/27/2012		M		20,000⁽²⁾	A	$37.04	48,731	D
Common Stock	02/27/2012		D		14,910	D	$57.26	33,821⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Appreciation Right	$37.06	02/27/2012		M			20,000⁽¹⁾	03/31/2009⁽⁴⁾	03/31/2015	Common Stock	20,000	$0	0	D
Stock Appreciation Right	$37.04	02/27/2012		M			20,000⁽²⁾	03/29/2010⁽⁵⁾	03/29/2016	Common Stock	20,000	$0	0	D

Explanation of Responses:

1. The market value of Tech Data stock reached $57.06 per share after the vesting period, attaining the award's $20 maximum cap per share, therefore, in accordance with the gran agreement, the vested shares were automatically exercised. The net shares received represent the maximum value less any tax liability, if applicable.

2. The market value of Tech Data stock reached $57.04 per share after the vesting period, attaining the award's $20 maximum cap per share, therefore, in accordance with the gran agreement, the vested shares were automatically exercised. The net shares received represent the maximum value less any tax liability, if applicable.

3. Direct: 23,533, unvested RSUs: 10,288.

4. Maximum value stock-settled stock appreciation right (MVSSAR) granted on 03/31/2005 at an exercise price of $37.06 per share under the 2000 Equity Incentive Plan of Tech Data Corporation, vesting 25% on 03/31/2006 and on each of the subsequent anniversaries. Each MVSSAR is granted with a $20 predetermined cap on the realizable value per share.

5. Maximum value stock-settled stock appreciation right (MVSSAR) granted on 03/29/2006 at an exercise price of $37.04 per share under the 2000 Equity Incentive Plan of Tech Data Corporation, vesting 25% on 03/29/2007 and on each subsequent anniversary. Each MVSSAR is granted with a $20 predetermined cap on the realizable value per share.

	By: Arleen Quinones For: Joseph B. Trepani	02/29/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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