Business Context and Reporting Period
This Form 8-K Current Report was filed by Arrow Electronics, Inc. on May 27, 2021, with the earliest event reported occurring on that date. The filing addresses corporate governance changes, specifically the departure of a director and the appointment of new board members and committee leadership.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and does not contain financial performance data.
Material Changes
- Director Retirement: M.F. (Fran) Keeth, a non-employee director since 2004 and former Chair of the Audit Committee, resigned effective June 1, 2021. The resignation was not due to any disagreement with the Company.
- Audit Committee Leadership: Stephen Patrick was appointed as the new Chair of the Audit Committee effective June 1, 2021, to fill the vacancy left by Ms. Keeth.
- New Director Appointment: Fabian Garcia was appointed to the Board of Directors effective June 1, 2021. He was determined to be an "independent director" and appointed to the Corporate Governance Committee.
Outlook, Risks, and Management Commentary
Management Commentary: The Board highlighted Mr. Garcia's extensive experience, including his current role as President of Unilever North America and former CEO of Revlon, Inc. His background includes leading digital transformation and managing global supply chains.
Compensation and Arrangements: Mr. Garcia is eligible to participate in standard director compensation plans and has entered into a standard indemnification agreement. The filing explicitly states there are no arrangements or understandings between Mr. Garcia and other persons regarding his appointment, nor are there family relationships with other directors or officers.
Risks and Contingencies: No specific financial risks or contingencies were disclosed in this filing.
Key Facts for Investor Verification
- Verify the effective date of the board changes (June 1, 2021) against the company's official governance calendar.
- Review the 2021 Proxy Statement (filed April 1, 2021) for details on the director compensation program applicable to Mr. Garcia.
- Confirm the independence status of Fabian Garcia under NYSE rules as stated in the filing.
- Note that this filing contains no financial results; investors should refer to the most recent 10-Q or 10-K for financial performance.