Every material Form 8-K Arrow Electronics has filed with the SEC since September 10, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Arrow Electronics reported record third-quarter 2026 sales of $10.7 billion, up 39% from a year earlier, and GAAP diluted EPS of $6.17 versus $2.09. Both measures were above the high end of its guidance, and the company forecast fourth-quarter diluted EPS of $6.25 to $6.45. Operating cash flow was negative $441 million in the quarter, mainly due to working capital investments to support customer demand.
Q3 2026 sales were $10.7 billion, up 39% year over year; GAAP diluted EPS was $6.17 versus $2.09 and non-GAAP diluted EPS was $6.22 versus $2.41.
Fourth-quarter 2026 outlook: consolidated sales of $11.55 billion to $12.15 billion and diluted EPS of $6.25 to $6.45.
Cash used in operating activities was $441 million in the quarter; the company repurchased $93 million of shares.
Bill Austen is interim chief executive officer, as stated in the release.
Arrow Electronics said Eric Nowak, who has served the company for 22 years, will retire at the end of March 2027, and he will step down as President, Global Enterprise Computing Solutions, effective December 31, 2026. Rodney Clark, who previously held leadership roles at Cisco, Johnson Controls, Microsoft, and IBM, is expected to start on November 9, 2026, and will take over Nowak's duties. The filing says Nowak is retiring for personal reasons and not because of a disagreement with the company.
Eric Nowak informed the company on October 12, 2026, that he will retire at the end of March 2027 after 22 years with the company.
Nowak steps down as President, Global Enterprise Computing Solutions, effective December 31, 2026, and his duties will transfer to Rodney Clark.
Rodney Clark's employment is expected to begin November 9, 2026.
Nowak will remain an employee in an advisory role until retirement to assist with the transition; the filing says he is retiring for personal reasons.
Arrow Electronics entered into Amendment No. 36 to its domestic accounts-receivable securitization facility on September 2, 2026. The amendment extends the maturity to September 2, 2029, and raises the facility limit from $1.5 billion to $1.75 billion, adding a temporary leverage ratio step-up for certain material acquisitions.
Maturity extended from September 10, 2027 to September 2, 2029
Facility limit increased from $1.5 billion to $1.75 billion
Step-up provision temporarily raises maximum permitted leverage ratio after certain material acquisitions
Six banks participate, including Bank of America, PNC Bank, Truist Bank, Wells Fargo Bank, Mizuho Bank and Sumitomo Mitsui Banking Corporation
Arrow Electronics reported second-quarter 2026 sales of $9.99 billion, up 32% year over year, and diluted earnings of $5.26 per share versus $3.59 a year earlier; the company said both exceeded the high end of its guidance. It also named Deidra (Dee) Merriwether as president and chief operating officer effective September 8, 2026, while Bill Austen serves as interim CEO. Third-quarter diluted EPS guidance of $4.72 to $4.92 is below the second-quarter result.
Q2 2026 consolidated sales of $9.99 billion, up 32% year over year; diluted EPS of $5.26 vs. $3.59 a year earlier
Non-GAAP diluted EPS of $5.45 vs. $2.43 a year earlier
Third-quarter 2026 diluted EPS guidance of $4.72 to $4.92; consolidated sales guidance of $9.60 billion to $10.20 billion
Merriwether, formerly CFO of W.W. Grainger, starts September 8, 2026 with a $900,000 base salary and a $535,000 sign-on bonus
Arrow Electronics reported first-quarter 2026 sales of $9.5 billion, up 39% from a year earlier, and diluted EPS of $4.55 versus $1.51, with both above the high end of its guidance. The company also guided second-quarter diluted EPS to $3.91 to $4.11, which is below the first-quarter figure of $4.55.
Q1 2026 consolidated sales were $9,474 million, up 39% year over year (34% in constant currency), and net income attributable to shareholders was $235 million versus $80 million.
Non-GAAP diluted EPS was $5.22 versus $1.80 a year earlier; GAAP diluted EPS was $4.55 versus $1.51.
Q2 2026 outlook: consolidated sales of $9.15 billion to $9.75 billion and GAAP diluted EPS of $3.91 to $4.11.
Operating cash flow was $700 million, partly due to timing of supply chain services cash flows; the company repurchased $25 million of shares in the quarter.
Arrow Electronics reported fourth-quarter 2025 sales of $8.7 billion, up 20% from a year earlier, and diluted EPS of $3.75, up from $1.86, with both above the high end of its guidance. For the full year, sales rose 10% to $30.9 billion and diluted EPS was $10.93, up from $7.29. The company's first-quarter 2026 outlook calls for diluted EPS of $2.13 to $2.33 and sales of $7.95 billion to $8.55 billion.
Q4 2025 sales of $8.7 billion, up 20% year over year; Q4 non-GAAP EPS of $4.39 versus $2.97
Q4 GAAP diluted EPS of $3.75 versus $1.86 a year earlier, both above the high end of guidance
Full-year 2025 sales of $30.9 billion, up 10%; full-year diluted EPS of $10.93 versus $7.29
Q1 2026 outlook: diluted EPS of $2.13 to $2.33 (non-GAAP $2.70 to $2.90) on sales of $7.95 billion to $8.55 billion
Arrow Electronics reported third-quarter 2025 sales of $7.71 billion, up 13% from a year earlier, with GAAP diluted earnings per share of $2.09 and non-GAAP diluted EPS of $2.41, both above the high end of its guidance. For the first nine months, non-GAAP diluted EPS was $6.64, down 13% from $7.59, and the company guided fourth-quarter GAAP diluted EPS to $3.08 to $3.28.
Q3 consolidated sales were $7,713 million, up 13% year over year (11% on a constant currency basis).
Q3 GAAP diluted EPS was $2.09, up from $1.88; non-GAAP diluted EPS was $2.41, versus $2.38 a year earlier.
Global ECS operating income fell 16% to $64 million, reflecting $21 million of charges on multi-year contracts that have underperformed.
Fourth-quarter 2025 outlook: consolidated sales of $7.80 billion to $8.40 billion and GAAP diluted EPS of $3.08 to $3.28.
Arrow Electronics replaced Chief Executive Sean Kerins with director Bill Austen as interim President and CEO, effective September 16, 2025, and the Board is searching for a permanent CEO. The company also reaffirmed its third-quarter 2025 outlook from its July 31, 2025 release, but the filing gives no reason for the departure beyond stating it is unrelated to the financial statements.
Bill Austen, 66, a director since May 15, 2020, became interim President and CEO effective September 16, 2025, succeeding Sean Kerins.
Kerins receives no severance, forfeits unvested equity and cash incentive awards, and will be paid $61,000 per month for at least six months of transition assistance.
Austen stepped down as Chair of the Corporate Governance Committee and from the Compensation Committee, and the Board was reduced to nine members.
The company reaffirmed its third-quarter 2025 outlook, originally provided on July 31, 2025.
Arrow Electronics appointed Brandon M. Brewbaker as Vice President, Chief Accounting Officer and Corporate Financial Planning and Analysis, effective August 29, 2025, succeeding Yun S. Cho as principal accounting officer. Mr. Cho will remain employed through February 20, 2026, and the company states the change is not the result of any disagreement over operations, financial statements, policies or practices.
Brandon M. Brewbaker, age 41, named principal accounting officer effective August 29, 2025
Yun S. Cho remains employed through February 20, 2026 to ensure a smooth transition
No change to Mr. Brewbaker's compensation; equity awards follow the 2004 Omnibus Incentive Plan and clawback policies
Arrow Electronics reported second-quarter 2025 results on July 31, 2025. Sales rose 10% to $7.58 billion and GAAP diluted EPS rose 79% to $3.59, but non-GAAP diluted EPS fell 13% to $2.43, and the GAAP results include a $104 million gain on investments. The company gave third-quarter guidance of $7.30 billion to $7.90 billion in sales and non-GAAP diluted EPS of $2.16 to $2.36.
Second-quarter sales were $7.58 billion, up 10% from $6.89 billion a year earlier, and above the high end of the guidance range.
GAAP diluted EPS was $3.59 versus $2.01 a year earlier; net income attributable to shareholders was $188 million versus $109 million.
Non-GAAP diluted EPS was $2.43 versus $2.78 a year earlier, down 13%; non-GAAP net income was $127 million versus $150 million.
Third-quarter outlook: sales of $7.30 billion to $7.90 billion and non-GAAP diluted EPS of $2.16 to $2.36.
Arrow Electronics and certain subsidiaries entered into a Fifth Amended and Restated Credit Agreement on June 27, 2025, with JPMorgan Chase Bank, N.A. as administrative agent. The agreement provides up to $2 billion in revolving credit and letters of credit and extends the maturity date to June 27, 2030. For shareholders, this refinances and extends the company's existing credit facility, a routine but material financing arrangement that also adds a temporary leverage ratio step-up tied to certain material acquisitions.
Total extensions of credit up to $2 billion, consisting of revolving credit facilities and letters of credit
Maturity date extended to June 27, 2030, replacing the credit facility dated September 9, 2021
Applicable margin ranges from 0.000% to 1.633%, based on senior unsecured debt ratings
Agreement includes a temporary step-up in maximum permitted leverage ratio for certain material acquisitions
Arrow Electronics reported first-quarter 2025 sales of $6.81 billion, down 2% from a year earlier but above the high end of its guidance range. GAAP earnings per diluted share were $1.51, versus $1.53 a year earlier, and non-GAAP earnings per share were $1.80, versus $2.41, with both above the high end of guidance. Its second-quarter GAAP earnings per share outlook of $2.80 to $3.00 includes a gain on the sale of a minority investment, while the non-GAAP outlook is $1.90 to $2.10.
Q1 2025 consolidated sales were $6.81 billion, down 2% year over year and flat on a constant currency basis.
Q1 GAAP diluted EPS was $1.51 versus $1.53 in Q1 2024; non-GAAP diluted EPS was $1.80 versus $2.41.
Q2 2025 outlook: consolidated sales of $6.70 billion to $7.30 billion; non-GAAP diluted EPS of $1.90 to $2.10.
Q1 cash flow from operations was approximately $350 million, and the company repurchased $50 million of shares.
Arrow Electronics reported fourth-quarter 2024 sales of $7.28 billion, down 7% from a year earlier, and GAAP diluted earnings of $1.86 per share, down from $3.54. For full-year 2024, sales fell 16% to $27.9 billion and GAAP diluted EPS was $7.29, versus $15.84 in 2023. The company said fourth-quarter sales and EPS were above the high end of its own guidance ranges and gave first-quarter 2025 guidance of $5.98 billion to $6.58 billion in sales.
Q4 2024 sales were $7.28 billion versus $7.85 billion in Q4 2023; GAAP diluted EPS was $1.86 versus $3.54, and non-GAAP EPS was $2.97 versus $3.98.
Full-year 2024 sales were $27.9 billion, down 16%, and GAAP diluted EPS was $7.29 versus $15.84 in 2023.
Q1 2025 outlook: consolidated sales of $5.98 billion to $6.58 billion and GAAP diluted EPS of $0.98 to $1.18.
The company said Q4 sales and EPS were above the high end of its guidance ranges.
Arrow Electronics appointed Lawrence Chen, president and CEO of InterDigital, to its board of directors on December 11, 2024, increasing the board from nine to ten members. He also joined the audit committee, and the board determined he is independent under NYSE rules. The filing describes this as a governance change with no financial results disclosed.
Lawrence Chen, age 53, appointed director effective December 11, 2024, with a term running to the 2025 annual meeting
Board increased from nine to ten directors; Chen also appointed to the Audit Committee
Chen is president and CEO of InterDigital, Inc. and previously held senior roles at Qualcomm from 2019 to 2021
Restated certificate of incorporation filed December 12, 2024 removes preferred stock provisions with no shares outstanding and updates registered agent and address details
Arrow Electronics reported third-quarter 2024 sales of $6.8 billion, down 15% from a year earlier, and GAAP diluted earnings per share of $1.88 versus $3.53. The company also announced a multi-year Operating Expense Efficiency Plan with pre-tax restructuring charges of approximately $185 million, which it expects to substantially complete by the end of fiscal 2026.
Q3 2024 consolidated sales were $6.82 billion, down from $8.01 billion; net income attributable to shareholders was $101 million, versus $199 million
Q4 2024 outlook: consolidated sales of $6.67 billion to $7.27 billion and GAAP diluted EPS of $1.35 to $1.55
Restructuring plan charges of about $185 million, including about $110 million in employee severance and other personnel cash costs
The company expects to reduce annual operating expenses by approximately $90 million to $100 million by the end of 2026
Arrow Electronics entered Amendment No. 35 to its domestic accounts-receivables securitization facility, extending maturity from September 20, 2025, to September 10, 2027. The filing also cites other unspecified modifications and lists six participating banks. The filing does not give facility size or pricing, and it reports no effect on earnings.
Maturity extended from September 20, 2025, to September 10, 2027
Amendment No. 35 dated September 10, 2024, filed as Exhibit 10.1
Participating banks include Bank of America, Mizuho Bank, PNC Bank, Wells Fargo Bank, Truist Bank and Sumitomo Mitsui Banking Corporation
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