AVT Form 4: Oleg Khaykin Reports 9,000-Share Sale and 338 Phantom Units

Rhea-AI Filing Summary

Oleg Khaykin, a director of Avnet, Inc. (AVT), reported transactions dated 09/26/2025. The filing shows a disposition of 9,000 shares of common stock and the acquisition of 338 Phantom Stock Units (PSUs) that convert to one share each. After these reported transactions the reporting person beneficially owns 50,168 shares (direct).

The PSU award will be settled in Avnet common stock when the director leaves the board or upon a change of control. The filing notes the 338 PSUs include additional units granted as a result of the quarterly dividend. The form was signed by an attorney-in-fact on 09/29/2025.

Positive

• Acquisition of 338 Phantom Stock Units increases deferred equity alignment with shareholder outcomes
• Post-transaction beneficial ownership of 50,168 shares indicates continued direct ownership in Avnet

Negative

• Disposition of 9,000 common shares represents an insider sale that may be interpreted unfavorably by some investors

Insights

Corporate Governance Expert

TL;DR: Director reported a sizable sale and routine PSU grant tied to dividend accruals.

The 9,000-share disposition is a material insider sale relative to an individual holding, while the 338 PSUs reflect standard equity compensation mechanics for non-employee directors and dividend reinvestment accruals. The PSU settlement terms — conversion on board exit or change of control — are typical and limit immediate dilution until vesting/settlement events. No amendment or schedule inconsistencies appear in the filing.

Securities Analyst

TL;DR: Mixed signal: insider sold shares but also increased deferred equity exposure through PSUs.

The reported disposal of 9,000 common shares reduces the reporting person's direct stake while granting 338 PSUs increases deferred equity exposure by an equivalent number of underlying shares. The post-transaction beneficial ownership of 50,168 shares provides context for the sale size. The filing gives clear transaction dates and the mechanism for PSU settlement, which are important for monitoring potential future share issuance tied to director departures or corporate transactions.

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^*

KHAYKIN OLEG

(Last) (First) (Middle)

C/O AVNET, INC.

2211 SOUTH 47TH STREET

(Street)

PHOENIX AZ 85034

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AVNET INC [ AVT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/26/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								9,000	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
Phantom Stock Units(1)	(1)	09/26/2025		A		338(2)		(1)	(1)	Common Stock	338	$51.6	50,168	D

Explanation of Responses:

1. Each Phantom Stock Unit ("PSU") equals one share of the Issuer's common stock, and will be settled in the Issuer's common stock after the reporting person leaves the Issuer's Board or upon change of control of the Issuer.

2. Additional PSUs acquired as a result of the quarterly dividend.

	/s/ Darrel S. Jackson, Attorney-In-Fact	09/29/2025
	** 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.

FAQ

What did Avnet (AVT) director Oleg Khaykin report on Form 4?

He reported a disposition of 9,000 shares of common stock and the acquisition of 338 Phantom Stock Units (PSUs) on 09/26/2025.

How many shares does Oleg Khaykin beneficially own after the reported transactions?

The filing states he beneficially owns 50,168 shares following the reported transactions.

What are the settlement terms for the Phantom Stock Units reported by AVT?

Each PSU equals one share of common stock and will be settled in the issuer's common stock when the reporting person leaves the board or upon a change of control.

Why were additional PSUs acquired according to the filing?

The filing explains the 338 PSUs include additional units acquired as a result of the quarterly dividend.

Who signed the Form 4 and when was it signed?

The form was signed by /s/ Darrel S. Jackson, Attorney-In-Fact on 09/29/2025.