Business Context and Reporting Period
This Form 8-K Current Report was filed by Arrow Electronics, Inc. on August 11, 2022. The filing primarily addresses a significant executive leadership change within the company's finance department.
Key Financial Metrics
The filing does not provide operational financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and appointment details.
Material Changes
The material change reported is the appointment of Rajesh K. Agrawal as Senior Vice President, Chief Financial Officer, and Principal Financial Officer, effective September 6, 2022. Concurrently, Richard A. Seidlitz will cease serving as Interim Principal Financial Officer but will remain as Vice President, Corporate Controller and Principal Accounting Officer.
Management Commentary and Compensation
Mr. Agrawal, age 57, joins from The Western Union Company where he served as Executive Vice President and CFO since 2014. His compensation package includes:
- Base Salary: $700,000 annually.
- Short-Term Incentive Target: $700,000 annually (subject to Compensation Committee approval).
- Sign-on Equity: Time-based restricted stock units with a grant-date value of $4,000,000, vesting in four equal annual installments.
- Other Benefits: Eligibility for change-in-control and severance benefits effective October 1, 2022.
The filing notes that the selection was not pursuant to any arrangement with other persons and discloses no family relationships or related party transactions.
Investor Verification Checklist
- Verify the effective date of the CFO transition (September 6, 2022) and the interim period coverage.
- Review the attached press release (Exhibit 99.1) for additional strategic context regarding the appointment.
- Monitor the next Form 10-Q for the full text of the employment offer letter and detailed vesting schedules.
- Confirm the status of Richard A. Seidlitz's continued role as Principal Accounting Officer.