AVT Form 4: CFO Receives 20,824 RSUs; 3,035 Shares Surrendered for Taxes

Rhea-AI Filing Summary

Kenneth A. Jacobson, Chief Financial Officer of Avnet, Inc. (AVT), reported two Section 16 transactions in August 2025. On 08/21/2025 he was issued 20,824 shares consisting of restricted stock units (RSUs) at no cash price as they vested under long-term incentive plans. On 08/22/2025 he disposed of 3,035 shares to satisfy tax withholding obligations related to the issuance of performance stock units (PSUs) at a reported price of $52.89 per share.

After these transactions Mr. Jacobson beneficially owns 63,948 shares directly and 33,894 shares indirectly through the K & A Jacobson 2014 Rev Trust. The indirect holdings include 44,926 shares underlying unvested RSUs and 2,087 shares underlying unvested PSUs. He also holds a small number of shares purchased through Avnet's Employee Stock Purchase Plan totaling 459 shares acquired across 2024–2025 reporting dates.

Insights

Securities Analyst

TL;DR: Routine executive vesting and tax-withholding sale; no indication of unusual market signaling.

These filings show standard equity compensation mechanics: issuance of RSUs on vesting and a subsequent sale of a portion of shares to cover tax liabilities on vested PSUs. The disposal of 3,035 shares at $52.89 appears to be a tax-related surrender rather than an opportunistic sale, given the immediacy after the RSU/PSU vesting events. The combined direct and indirect ownership positions remain meaningful but not controlling. For investors, this is a typical insider filing that documents compensation realization without a clear change in conviction about the company.

Corporate Governance Expert

TL;DR: Governance-normal activity: compensation vesting and tax withholding handled via share surrender; ownership disclosure is complete.

The Form 4 discloses both direct and indirect holdings and explains the nature of the shares (RSUs, PSUs, ESPP). The report includes the common practice of surrendering shares to satisfy tax withholdings, and the indirect ownership through a revocable trust is properly identified. There are no red flags such as rapid repeated open-market disposals or pledging of shares disclosed here. Documentation appears compliant with Section 16 reporting requirements.

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).

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^*

JACOBSON KENNETH A

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		A		20,824(1)	A	$0	66,983	D
Common Stock	08/22/2025		F		3,035(2)	D	$52.89	63,948(3)	D
Common Stock								33,894	I	By K & A Jacobson 2014 Rev Trust

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. Consists of Restricted Stock Units ("RSUs") earned under long-term incentive plans.

2. Surrendered shares to pay taxes applicable to the issuance of shares upon the vesting of Performance Stock Units ("PSUs").

3. Includes 44,926 shares underlying RSUs allocated but not yet vested and 2,087 shares underlying PSUs earned by not yet vested. It also includes shares acquired under Avnet's Employee Stock Purchase Plan: 52 shares on December 31, 2024, 80 shares on January 31, 2025, 54 shares on February 28, 2025, 57 shares on March 31, 2025, 58 shares on April 30, 2025, 55 shares on May 31, 2025, 51 shares on June 30, 2025 and 52 shares on July 31, 2025.

	/s/ Darrel S. Jackson, Attorney-In-Fact	08/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Avnet (AVT) CFO Kenneth Jacobson report in August 2025?

He was issued 20,824 shares from vested RSUs on 08/21/2025 and surrendered 3,035 shares on 08/22/2025 at $52.89 per share to cover taxes.

How many Avnet shares does Kenneth Jacobson beneficially own after the reported transactions?

He beneficially owns 63,948 shares directly and 33,894 shares indirectly through a revocable trust.

What portion of Jacobson's holdings are unvested equity awards?

The filing states 44,926 shares under RSUs are allocated but not yet vested and 2,087 shares under PSUs are earned but not yet vested.

Were any shares sold as an open-market transaction by Jacobson according to this Form 4?

No open-market sale is reported; the 3,035 shares surrendered on 08/22/2025 were used to satisfy tax withholding related to vested equity awards.

Does the Form 4 disclose purchases from Avnet's Employee Stock Purchase Plan (ESPP)?

Yes. The filing lists ESPP purchases totaling 459 shares acquired across December 31, 2024 through July 31, 2025 (monthly small purchases).