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): November 10, 2016
AVNET, INC.
(Exact name of registrant as specified in its Charter)
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New York |
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1-4224 |
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11-1890605 |
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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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Of incorporation) |
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File Number) |
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Identification No.) |
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2211 South 47th Street, Phoenix, Arizona |
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85034 |
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(Address of principal executive offices) |
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(Zip Code) |
(480) 643-2000
(Registrant’s telephone number, including area code)
N/A
(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: (see General Instruction A2. below)
☐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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the Annual Meeting of Shareholders of Avnet, Inc. (the “Company”) held on November 10, 2016, the shareholders approved the Avnet, Inc. 2016 Stock Compensation and Incentive Plan (the “Plan”). The terms and conditions of the Plan are described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on September 27, 2016. The Plan is filed as Exhibit 10.1 hereto and is incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The following matters were submitted to a vote of the shareholders at the Company’s 2016 Annual Meeting of Shareholders, the results of which are as follows:
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1. |
The shareholders elected the nine nominees to the Board of Directors, each to serve until the next annual meeting and until their successors have been elected and qualified. The voting results for each nominee were as follows: |
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Director |
For |
Against |
Abstain |
Broker Non-Votes |
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Rodney C. Adkins |
107,297,344 | 977,504 | 340,368 | 6,248,779 |
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William J. Amelio |
107,698,009 | 815,612 | 101,595 | 6,248,779 |
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J. Veronica Biggins |
106,862,912 | 1,492,678 | 259,626 | 6,248,779 |
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Michael A. Bradley |
107,817,705 | 456,660 | 340,851 | 6,248,779 |
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R. Kerry Clark |
107,605,264 | 668,396 | 341,556 | 6,248,779 |
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James A. Lawrence |
107,699,624 | 575,241 | 340,351 | 6,248,779 |
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Avid Modjtabai |
107,825,382 | 449,197 | 340,637 | 6,248,779 |
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Ray M. Robinson |
88,476,719 | 19,832,867 | 305,630 | 6,248,779 |
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William H. Schumann III |
107,651,992 | 863,843 | 99,381 | 6,248,779 |
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2. |
The proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers was approved, having received the following votes: |
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For |
Against |
Abstain |
Broker Non-Votes |
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104,434,008 |
3,838,057 |
343,151 |
6,248,779 |
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3. |
The proposal to approve the Avnet, Inc. 2016 Stock Compensation and Incentive Plan was approved, having received the following votes: |
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For |
Against |
Abstain |
Broker Non-Votes |
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103,866,981 |
4,693,713 |
54,522 |
6,248,779 |
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4. |
The shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 1, 2017. The voting results were as follows: |
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For |
Against |
Abstain |
Broker Non-Votes |
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114,382,526 |
460,904 |
20,565 |
N/A |
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
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Exhibit Number |
Description |
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10.1 |
Avnet, Inc. 2016 Stock Compensation and Incentive Plan |
SIGNATURE
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.
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Date: November 10, 2016 |
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AVNET, INC. |
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Registrant |
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By: |
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/s/ Kevin Moriarty |
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Name: Kevin Moriarty |
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Title: Senior Vice President and |
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Chief Financial Officer |