AVT Insider Filing: 1,265-Share Disposition and 24 Phantom Units Added

Rhea-AI Filing Summary

Helmut Gassel, a director of Avnet Inc. (AVT), reported transactions on Form 4 showing both non-derivative and derivative activity dated 09/26/2025. The filing discloses a disposition of 1,265 shares of Common Stock (listed in Table I) and the acquisition of 24 Phantom Stock Units (PSUs) in Table II. Each PSU represents one share of the issuer's common stock and will be settled in common stock after the reporting person leaves the board or upon a change of control. The 24 PSUs were acquired as a result of the quarterly dividend and are shown with a unit price of $51.6. Following the reported derivative transaction, Gassel beneficially owns 3,511 shares directly. The Form 4 is signed by Darrel S. Jackson as Attorney-In-Fact on 09/29/2025.

Positive

• Director received PSUs (24 units) that align compensation with long-term shareholder value through settlement in common stock
• PSUs include dividend accrual mechanism, as the 24 units were acquired due to the quarterly dividend

Negative

• Disposition of 1,265 common shares was reported without an accompanying sale price or stated reason
• Form lacks detail on intent for the 1,265-share disposition, limiting investor insight into insider selling motives

Insights

Corporate Governance Expert

TL;DR: Director reported modest PSU accrual and a separate disposal, consistent with routine board compensation and portfolio rebalancing.

The filing shows a small grant of 24 PSUs that vest into common stock after departure or on change of control, a standard structure for non-cash director compensation tied to retention and corporate events. The disposal of 1,265 shares is recorded separately; the filing does not state the reason, price, or whether the sale relates to tax withholding, diversification, or other personal reasons. Beneficial ownership after the transactions is 3,511 shares directly. No material change to control, indemnification, or unusual terms are disclosed. Impact to shareholders appears limited given the modest size of the PSU grant and reported holdings.

Securities Analyst

TL;DR: Transactions are small in scale and appear routine; they are informative for insider activity tracking but not material to valuation.

The derivative entry clarifies that each PSU equals one share and was increased by dividend accruals, a common plan feature. The Form 4 records ownership and change details clearly but lacks transaction pricing for the 1,265-share disposition, preventing assessment of proceeds or timing intent. Given the absolute sizes reported (24 PSUs acquired; 1,265 shares disposed; 3,511 shares owned), this disclosure is unlikely to have a material market impact.

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
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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^*

GASSEL HELMUT

(Last) (First) (Middle)

C/O AVNET, INC.

2211 S. 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								1,265	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		24(2)		(1)	(1)	Common Stock	24	$51.6	3,511	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.
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FAQ

What transactions did AVT director Helmut Gassel report on Form 4?

The Form 4 reports a disposition of 1,265 shares of Common Stock and the acquisition of 24 Phantom Stock Units (PSUs) on 09/26/2025.

What are the terms of the Phantom Stock Units reported for AVT?

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

How many Avnet shares does Helmut Gassel beneficially own after the reported transactions?

Following the reported derivative transaction, the filing shows 3,511 shares beneficially owned directly.

Why were additional PSUs acquired in this filing?

The filing states the additional PSUs were acquired as a result of the quarterly dividend.

Who signed the Form 4 and when?

The Form 4 is signed by Darrel S. Jackson, Attorney-In-Fact on 09/29/2025.