Avnet SEC Filings

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.

Brenda Freeman, a director of Avnet, Inc. (AVT), acquired 213 Phantom Stock Units on 09/26/2025. Each PSU converts to one share of Avnet common stock and will be settled in common stock when the reporting person leaves the board or upon a change of control. The filing shows 31,540 shares beneficially owned after the transaction and lists a per-share price of $51.60 in the derivative table. The entry notes the additional 213 PSUs were granted as a result of the quarterly dividend. The Form 4 was signed by an attorney-in-fact on 09/29/2025.

Avnet (AVT) director Rodney C. Adkins reported a change in beneficial ownership tied to board compensation and a stock sale. The filing shows a disposition of 36,486 shares of common stock and the acquisition of 36 phantom stock units that will convert to common shares when vested or upon a change of control. After these transactions the reporting person beneficially owns 5,323 shares directly. The phantom units are settled in common stock and include additional units credited for the quarterly dividend. The filing records the transactions as part of routine director compensation and portfolio activity.

Avnet, Inc. issued and sold $650.0 million aggregate principal amount of 1.75% Convertible Senior Notes due 2030 to qualified institutional buyers under Rule 144A.

The Notes are senior unsecured obligations bearing 1.75% annual interest, payable semi-annually, and maturing on September 1, 2030, with multiple stock price and event-based conversion triggers. They are initially convertible at 14.2313 shares per $1,000 principal amount, equivalent to an initial conversion price of approximately $70.27 per share, subject to adjustment.

Avnet received approximately $632.8 million in net proceeds, used about $100.0 million to repurchase approximately 1.92 million shares of common stock and intends to use the remainder to repay amounts outstanding under its revolving credit facility.

Avnet, Inc. entered into amendments to its revolving credit facility and term loan agreements with Bank of America and other lenders. These amendments temporarily relax the maximum consolidated leverage ratio covenant from 4.00 to 1.00 to 5.00 to 1.00 for the four-quarter periods ending on or around September 30, 2025 through March 31, 2026, then to 4.50 to 1.00 for the four-quarter period ending on or around June 30, 2026, before returning to 4.00 to 1.00 for the period ending on or around September 30, 2026 and thereafter.

During this “Relief Period,” Avnet and its subsidiaries are restricted from making certain types of restricted payments under the credit agreements. However, the company may continue to declare and pay cash dividends in the ordinary course, provided it does not increase the amount or frequency of those dividends, and it is permitted to repurchase up to an aggregate of $100 million of its common stock.

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.

Avnet director and Senior Vice President, Chief Digital Officer Jay David Youngblood reported changes in his beneficial ownership on Form 4. The filing shows an acquisition of 5,680 shares in the form of Restricted Stock Units (RSUs) on 08/21/2025 with a reported price of $0, bringing his total reported beneficial ownership to 8,250 shares. The filing notes that 7,762 of those shares are underlying RSUs that have been allocated but have not yet vested. The Form 4 was signed by an attorney-in-fact on 08/25/2025.

This disclosure documents a routine equity compensation-related acquisition rather than an open-market purchase or sale; the transaction codes and explanations identify the shares as earned under long-term incentive plans rather than a cash purchase.

Elizabeth McMullen, Senior VP - Operations at Avnet, filed a Form 4 reporting an insider disposition on 08/22/2025. She surrendered 664 shares of Avnet common stock to cover taxes related to the vesting of performance stock units, at an average price of $52.89 per share. After the transaction she beneficially owned 13,962 shares (direct). The filing notes 5,742 shares underlying restricted stock units are allocated but unvested, and 557 shares underlying performance stock units have been earned but are not yet vested. The Form is signed by an attorney-in-fact on her behalf.

Avnet, Inc. SVP and General Counsel Michael Ryan McCoy reported two Section 16 transactions. On 08/21/2025 he was issued 15,144 shares upon vesting of restricted stock units (RSUs) at no cash cost, bringing his beneficial ownership to 82,512 shares. On 08/22/2025 he sold 2,075 shares at $52.89 per share, reducing his holdings to 80,437 shares. The filing notes that his reported holdings include 34,690 RSU shares allocated but unvested and 1,809 performance stock unit (PSU) shares earned but not yet vested. The Form 4 was signed by an attorney-in-fact on 08/25/2025.