Form 4: ARW Director Acquires Future Deferred Stock Units

Arrow Electronics director Andrew Charles Kerin reported the acquisition of 222.29 deferred stock units, effective August 15, 2025, as part of a compensation plan.

Summary

• Andrew Charles Kerin, a Director of Arrow Electronics, Inc. (ARW), reported the acquisition of Deferred Stock Units (DSUs).
• The transaction involved the acquisition of 222.29 DSUs.
• The effective transaction date for this acquisition is August 15, 2025.
• Each DSU was valued at $123.71 for this transaction.
• These DSUs are issued under the Arrow Electronics, Inc. Non-Employee Directors Deferred Compensation Plan.
• The DSUs will be settled by the issuance of Common Stock on a one-for-one basis following the director's death or separation from service.
• Following this reported transaction, the director beneficially owns a total of 13,983.06 Deferred Stock Units.

Sentiment

Score: 5

Explanation: The filing reports a routine, scheduled compensation grant to a director, which is a neutral event in terms of immediate company performance or outlook. It reflects standard corporate governance practices.

Positives

• The acquisition of deferred stock units by a director aligns their financial interests with those of the shareholders, promoting long-term value creation.
• This transaction is part of a structured non-employee director compensation plan, indicating a routine and transparent approach to executive remuneration.

Future Outlook

The Deferred Stock Units acquired will be settled by the issuance of Common Stock on a one-for-one basis upon the director's death or separation from service.

Industry Context

The grant of deferred stock units to non-employee directors is a common practice across publicly traded companies, serving as a form of equity compensation to attract and retain qualified board members while aligning their interests with long-term shareholder value.

Comparison to Industry Standards

• The use of Deferred Stock Units (DSUs) for non-employee director compensation is a standard practice, comparable to compensation structures at companies like Avnet (AVT) or Tech Data (now part of TD Synnex), which also utilize equity-based awards to align director incentives with company performance and shareholder returns.
• The one-for-one conversion of DSUs to common stock upon separation or death is a typical feature of such plans, ensuring that the director's long-term commitment is rewarded through direct equity ownership.

Corporate Governance

Related Party Transactions

• The acquisition of Deferred Stock Units by Director Andrew Charles Kerin is a transaction between a related party (director) and the company, conducted under the established Non-Employee Directors Deferred Compensation Plan.

Stakeholder Impact

• Shareholders: The grant of equity to a director further aligns their long-term interests with those of the shareholders, potentially fostering more shareholder-centric decision-making.
• Employees: No direct impact on employees is indicated by this specific filing.

Next Steps

• The Deferred Stock Units will convert into Arrow Electronics, Inc. Common Stock upon the director's death or separation from service.

Key Dates

Recommendation

The filing details a standard grant of deferred stock units to a non-employee director as part of their compensation, which is a routine event and does not provide new information to alter the investment thesis for Arrow Electronics, Inc. (ARW). It is a neutral event that does not warrant a change in investment recommendation.

Keywords

Arrow Electronics, ARW, Form 4, Insider Transaction, Director Compensation, Deferred Stock Units, Equity Compensation