Avnet (AVT) Proxy filing summary

Executive summary

• Annual meeting scheduled for Nov. 20, 2026, at 8:00 a.m. local time in Tempe; voting deadline Nov. 19, or Nov. 17 for plan-held shares.

• Board recommends support for all director nominees and its proposals; it recommends voting against the shareholder special-meeting proposal.

Voting matters and shareholder proposals

• Shareholders will vote on 10 director nominees, advisory executive compensation, PwC’s auditor appointment, and two special-meeting access proposals.

• Board proposes special-meeting rights at a 25% ownership threshold; the board recommends For.

• Shareholder proposal seeks a 10% ownership threshold for special-meeting rights; the board recommends Against.

Board of directors and corporate governance

• Director nominees are Rodney C. Adkins, Brenda L. Freeman, Philip R. Gallagher, Helmut Gassel, Virginia L. Henkels, Jo Ann Jenkins, Oleg Khaykin, Ernest E. Maddock, Avid Modjtabai, and Adalio T. Sanchez; the board recommends For each nominee.