Arrow Electronics, Inc 8-K, filed Sep 18, 2020
Arrow Electronics, Inc. (ARW)
8-K
2020-09-18
For: 2020-09-17
View Original
Added on
April 08, 2026
About this 8-K
Arrow Electronics, Inc filed this 8-K on September 18, 2020, reporting on events of September 17, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 17, 2020
(Exact Name of Registrant as Specified in Charter)
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Registrant's telephone number, including area code: (303) 824-4000
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ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) On September 17, 2020, the Board of Directors (the “Board”) of Arrow Electronics, Inc. (the “Company”), upon the recommendation of the Corporate Governance Committee of the Board (the “Committee”), increased the number of Board members to eleven and appointed Gerry P. Smith as an independent director of the Board and a member of the Committee, effective September 17, 2020 (the “Effective Date”).
There are no arrangements or understandings between Mr. Smith and any other persons pursuant to which he was selected as a director of the Company. There is no transaction involving Mr. Smith that requires disclosure under Item 404(a) of Regulation S-K.
As of the Effective Date, Mr. Smith will participate in the Company’s non-employee director compensation arrangements, which are generally described under the heading “Director Compensation” in the Company’s Proxy Statement for its 2020 Annual Meeting of Stockholders as filed with the SEC on April 1, 2020. Under these arrangements, Mr. Smith will receive an annual retainer of $100,000 starting on the Effective Date and, subject to his continued service as a director on the grant date, an annual grant of restricted stock units valued at $175,000 (based on the fair market value of the Company’s common stock on the date of grant) to be granted in May 2021, each with payment or grant pro-rated for any partial period of service. The Company also entered into its standard form of indemnification agreement with Mr. Smith. A copy of the press release announcing the appointment of Mr. Smith is attached hereto as Exhibit 99.1.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit Number | Description | ||||
| 99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
SIGNATURES
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.
| ARROW ELECTRONICS, INC. | |||||||||||||||||
| Date: | September 17, 2020 | By: | /s/ Lily Hughes | ||||||||||||||
| Name: | Lily Hughes | ||||||||||||||||
| Title: | Senior Vice President, Chief Legal Officer and Corporate Secretary | ||||||||||||||||
ARROW ELECTRONICS, INC. 9201 E. DRY CREEK ROAD CENTENNIAL, CO 80112 303-824-4000 | NEWS | |||||||
Exhibit 99.1
ARROW ELECTRONICS ANNOUNCES GERRY P. SMITH AS A NEW DIRECTOR TO ITS BOARD
FOR IMMEDIATE RELEASE
CENTENNIAL, Colo. – Sept. 17, 2020 -- Arrow Electronics, Inc. (NYSE:ARW) announced that Gerry P. Smith, chief executive officer and director of The ODP Corporation, has joined the company's board of directors. The addition of Mr. Smith increases the total number of directors on the board to 11.
“I look forward to Gerry’s future contribution as a member of our board. As the CEO of The ODP Corporation, he brings a depth of knowledge in workplace technology solutions and experience leading an integrated B2B distribution platform,” said Michael J. Long, chairman, president, and chief executive officer of Arrow Electronics. “Gerry’s prior success at Lenovo also brings us valuable expertise in the market for data center and cloud solutions and in terms of building and managing complex global supply chains.”
Since 2017, Mr. Smith has been chief executive officer, and director of The ODP Corporation, a leading provider of business services, products, and digital workplace technology solutions to businesses through its banner brands such as Office Depot, OfficeMax and CompuCom. Previously, Mr. Smith served as executive vice president and chief operating officer of the PC and Server groups at Lenovo Group Limited and served in a number of senior executive roles across Lenovo’s business from 2006 to 2017. Prior to Lenovo, he held executive positions at Dell, Inc. and was responsible for the creation of Dell’s Singapore Design Center.
Arrow Electronics guides innovation forward for over 175,000 leading technology manufacturers and service providers. With 2019 sales of $29 billion, Arrow develops technology solutions that improve business and daily life. Learn more at fiveyearsout.com.
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Contact: | Steven O’Brien Vice President, Investor Relations 303-824-4544 | ||||
| Media Contact: | John Hourigan Vice President, Global Communications 303-824-4586 | ||||
