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Avnet (AVT) director defers cash retainer into 596 phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

KHAYKIN OLEG reported acquisition or exercise transactions in this Form 4 filing.

AVNET INC director Oleg Khaykin received a grant of 596 Phantom Stock Units as part of his board compensation. Each Phantom Stock Unit equals one share of Avnet common stock and will be settled in common shares after he leaves the board or upon a change of control.

The director elected to defer 100% of his quarterly cash retainer into Phantom Stock Units, which were issued in lieu of cash based on a value of $60.855 per share under Avnet’s Deferred Compensation Plan for Outside Directors. Following this grant, he holds 56,864 Phantom Stock Units and 9,000 shares of common stock directly.

Positive

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Insider KHAYKIN OLEG
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 596 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock Units — 56,864 shares (Direct); Common Stock — 9,000 shares (Direct)
Footnotes (1)
  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. The reporting person has elected to defer 100% of the director's quarterly cash retainer, so PSUs were issued in lieu of cash, pursuant to the Avnet, Inc. Deferred Compensation Plan for Outside Directors. The PSUs were issued based on $60.855 per share.
Phantom Stock Units granted 596 units Director grant on April 1, 2026
PSU valuation basis $60.855 per share Value used to convert cash retainer into PSUs
Total Phantom Stock Units held 56,864 units Units outstanding after the reported grant
Common shares held 9,000 shares Direct common stock ownership after transaction
Cash retainer deferral percentage 100% Director elected to defer entire quarterly cash retainer
Phantom Stock Units financial
"Each Phantom Stock Unit ("PSU") equals one share of the Issuer's common stock"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred Compensation Plan for Outside Directors financial
"pursuant to the Avnet, Inc. Deferred Compensation Plan for Outside Directors"
change of control financial
"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"
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.
quarterly cash retainer financial
"defer 100% of the director's quarterly cash retainer, so PSUs were issued in lieu of cash"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
KHAYKIN OLEG
(Last)(First)(Middle)
C/O AVNET, INC.
2211 SOUTH 47TH STREET
(Street)
PHOENIX ARIZONA 85034
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AVNET INC [ AVT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock9,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)(1)04/01/2026A596(2) (1) (1)Common Stock596$056,864D
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. The reporting person has elected to defer 100% of the director's quarterly cash retainer, so PSUs were issued in lieu of cash, pursuant to the Avnet, Inc. Deferred Compensation Plan for Outside Directors. The PSUs were issued based on $60.855 per share.
/s/ Darrel S. Jackson, Attorney-In-Fact04/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did AVNET (AVT) director Oleg Khaykin report in this Form 4?

Director Oleg Khaykin reported receiving 596 Phantom Stock Units as compensation. These units were granted instead of his quarterly cash retainer and will convert into Avnet common shares after he leaves the board or if a corporate change of control occurs.

How do the Phantom Stock Units reported by AVNET (AVT) work?

Each Phantom Stock Unit equals one share of Avnet common stock. They are not paid immediately but will be settled in shares after the director leaves the board or upon a change of control, aligning director compensation with long-term shareholder value.

What was the implied value of the AVNET (AVT) Phantom Stock Unit grant?

The Phantom Stock Units were issued in lieu of cash based on $60.855 per share. The director deferred 100% of his quarterly cash retainer into 596 units, tying his compensation directly to Avnet’s future share performance instead of immediate cash payment.

How many AVNET (AVT) Phantom Stock Units does the director hold after this filing?

After this grant, the director holds 56,864 Phantom Stock Units. These units represent future rights to receive an equal number of Avnet common shares, contingent on his board service ending or a change of control event at the company.

How many AVNET (AVT) common shares does the director own directly?

The Form 4 shows the director directly owns 9,000 shares of Avnet common stock. This is separate from his 56,864 Phantom Stock Units, which are deferred compensation that will convert into additional common shares at a later settlement event.

Why did the AVNET (AVT) director receive Phantom Stock Units instead of cash?

The director elected to defer 100% of his quarterly cash retainer under Avnet’s Deferred Compensation Plan for Outside Directors. As a result, he was issued Phantom Stock Units in lieu of cash, effectively turning his cash compensation into equity-linked deferred compensation.