8-KThe WireRed Alert
Executive Change
Filed Dec 28, 2020 · 5y ago · Accession 0001104659-20-139470
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
Filing text
View original ↗UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT REPORT
PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date
of earliest event reported): December 28, 2020
ARROW
ELECTRONICS INC
(Exact Name of Registrant as Specified in Charter)
New
York
1-4482
11-1806155
(State or Other Jurisdiction
(Commission
(IRS Employer
of Incorporation)
File Number)
Identification No.)
9201 East Dry Creek Road ,
Centennial ,
CO
80112
(Address of principal executive offices)
(Zip Code)
Registrant's telephone
number, including area code: ( 303 ) 824-4000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if
the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions :
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of the exchange on which registered
Common Stock, $1 par value
ARW
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers
On December 28, 2020, Arrow Electronics,
Inc., (the “Company”), issued a press release stating that Sean J. Kerins has been named chief operating officer of
the Company and Kristin D. Russell has been named president of the global enterprise computing solutions business.
A copy of the press release is attached
hereto as Exhibit 99.1 and incorporated by reference into this Item 5.02.
Mr. Kerins, age 58, had served as the president
of Arrow Global Enterprise Computing Solutions for more than five years. Mr. Kerins has no family relationship with any director
or executive officer of the Company. Mr. Kerins does not have any direct or indirect material interest in any transaction required
to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with Mr. Kerins’ appointment
as chief operating officer, Andy King will retire, effective December 31, 2020, from the position of president, global components.
In order to best protect the Company’s competitive market interests following Mr. King’s departure, the Company has
negotiated enhanced restrictive covenants in consideration for providing to Mr. King payments and benefits as set forth in the
Company’s executive severance policy on file with the SEC in the event of termination without cause, as well as the December
2019 accrued value of his pension benefits payable in September 2023 and September 2024 conditioned upon his strict abidance by
all such enhanced restrictive covenants through the date of such future payments.
Item 9.01 Financial Statements and Exhibits
(d) EXHIBITS
99.1
Press release dated December 28, 2020.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ARROW
ELECTRONICS, INC.
Date:
December
28, 2020
By:
/s/
Carine Jean-Claude
Name:
Carine Jean-Claude
Title:
Vice President and Interim Chief Legal Officer
Filing details
- Company
- ARROW ELECTRONICS, INC.
- Ticker
- ARW
- CIK
- 7536
- Form type
- 8-K
- Filing date
- Dec 28, 2020
- Report date
- Dec 28, 2020
- Document
- tm2039304d1_8k.htm
- Size
- 216 KB