Arrow director granted 967 RSUs in ARW stock

MCDOWELL MARY T reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

MCDOWELL MARY T reported acquisition or exercise transactions in this Form 4 filing.

ARROW ELECTRONICS, INC. director Mary T. McDowell received an equity grant of 967.94 shares of Common Stock in the form of Restricted Stock Units. These RSUs will vest on the earlier of May 12, 2027 or one day before the company’s 2027 annual shareholder meeting, subject to continued service.

The award vests immediately if there is death, disability, or involuntary termination without cause following a change of control. After this grant, McDowell directly holds 5,638.38 shares of Arrow Electronics common stock.

Insider Trade Summary

Grant/Award: 967.94 shares

Grant/Award 1 txn

Insider MCDOWELL MARY T

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	967.94	$0.00	$0.00

Holdings After Transaction: Common Stock — 5,638.38 shares (Direct)

Footnotes (1)

1. F1. This award of Restricted Stock Units ("RSUs") will vest on the earlier of (a) May 12, 2027, or (b) one day prior to the company's 2027 annual shareholder meeting (subject to continued service), with immediate vesting in the event of death, disability, or involuntary termination without cause following a change of control. RSUs settle in Common Stock of the company on a one-for-one basis.

Key Figures

RSU grant size: 967.94 shares Grant price: $0.0000 per share Post-grant holdings: 5,638.38 shares +1 more

4 metrics

RSU grant size 967.94 shares Restricted Stock Units awarded to director on May 12, 2026

Grant price $0.0000 per share Reported transaction price per share for RSU award

Post-grant holdings 5,638.38 shares Total Common Stock directly held after transaction

RSU vesting date May 12, 2027 Latest scheduled vesting date for RSUs, subject to service

Key Terms

Restricted Stock Units ("RSUs"), change of control, annual shareholder meeting

3 terms

Restricted Stock Units ("RSUs") financial

"This award of Restricted Stock Units ("RSUs") will vest on the earlier of (a) May 12, 2027..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

change of control financial

"...involuntary termination without cause following a change of control. RSUs settle in Common Stock..."

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

annual shareholder meeting financial

"...or (b) one day prior to the company's 2027 annual shareholder meeting (subject to continued service)..."

A yearly gathering where a company’s owners (shareholders) and its leaders meet to review performance, approve key decisions like electing directors, and vote on issues such as executive pay or major policy changes. Think of it as an annual town hall for people who own part of the business: investors use it to ask questions, influence direction through votes, and gauge management’s plans and transparency, all of which can affect the stock’s outlook.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ARW director Mary McDowell report on this Form 4?

Mary T. McDowell reported receiving an equity grant of 967.94 Arrow Electronics Common Stock shares as Restricted Stock Units. The grant is compensation-related, reported at a price of $0.0000 per share and increases her direct holdings to 5,638.38 shares.

When do Mary McDowell’s ARW Restricted Stock Units vest?

The RSUs vest on the earlier of May 12, 2027 or one day prior to Arrow Electronics’ 2027 annual shareholder meeting. Vesting is also contingent on her continued service as a director, with special immediate vesting provisions for certain events.

What special vesting protections apply to Mary McDowell’s ARW RSU award?

The RSUs vest immediately if Mary McDowell dies, becomes disabled, or is involuntarily terminated without cause following a change of control. These protections accelerate vesting in specified adverse circumstances tied to her service and company control changes.

How many ARW shares does Mary McDowell hold after the reported RSU grant?

Following the reported RSU grant, Mary McDowell directly holds 5,638.38 shares of Arrow Electronics Common Stock. This total reflects the addition of the 967.94-share RSU award reported in the Form 4 insider transaction filing.

How do Mary McDowell’s RSUs in ARW settle once they vest?

The RSUs settle in Arrow Electronics Common Stock on a one-for-one basis when they vest. This means each vested Restricted Stock Unit converts into one share of the company’s common stock, increasing her actual share ownership accordingly.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/14/2026 - 12:46 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MCDOWELL MARY T

(Last) (First) (Middle)

C/O ARROW ELECTRONICS, INC.

9151 EAST PANORAMA CIRCLE

(Street)

CENTENNIAL COLORADO 80112

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ARROW ELECTRONICS, INC. [ ARW ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/12/2026		A		967.94	A	$0	5,638.38	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This award of Restricted Stock Units ("RSUs") will vest on the earlier of (a) May 12, 2027, or (b) one day prior to the company's 2027 annual shareholder meeting (subject to continued service), with immediate vesting in the event of death, disability, or involuntary termination without cause following a change of control. RSUs settle in Common Stock of the company on a one-for-one basis.

	/s/ Stacey Metcalfe, Attorney-in-Fact	05/14/2026
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)