ARROW ELECTRONICS, INC. — Director's Dealing 2003

Feb 6, 2003

5 1 edgar.htm 5 Form 5

| FORM 5 | UNITED STATES SECURITIES
AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB
APPROVAL |
| --- | --- | --- |
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations
may continue. See Instruction 1(b). Form 3 Holdings Reported Form 4 Transactions Reported | ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to
Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of
the Public Utility Holding Company Act of 1935 or Section 30(h) of the
Investment Company Act of 1940 | OMB Number:
3235-0362 Expires: January 31, 2005 Estimated average burden hours per response. . .0.5 Filed By Romeo and Dye's Section 16 Filer www.section16.net |

| 1. Name and Address
of Reporting Person* King, Roger | 2. Issuer Name and Ticker or Trading Symbol Arrow Electronics, Inc. (ARW) | | 6. Relationship of
Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below) |
| --- | --- | --- | --- |
| (Last)
(First) (Middle) Orient Overseas International Ltd. 33/F Harbour Centre, 25 Harbour Road | 3. I.R.S. Identification
Number of Reporting Person, if an entity (voluntary) ###-##-#### | 4. Statement for Month/Year December 2002 | |
| (Street) Wan Chai , HK | | 5. If Amendment, Date of Original (Month/Year) | 7. Individual
or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person |
| (City) (State) (Zip) | Table
I — Non-Derivative Securities Acquired, Disposed of, or Beneficially
Owned | | |

1. Title of Security (Instr. 3) — Amount	Price	6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)
Common Stock	2,000	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number

FORM 5 (continued) Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

| 1. Title of Derivative
Security (Instr. 3) | 2. Conver- sion or Exercise Price of Derivative Security | | 6. Date Exercisable and Expiration Date (Month/Day/ Year) | | 7. Title and Amount
of Underlying Securities (Instr. 3 & 4) | | 9. Number of Derivative Securities Beneficially Owned at End of Year (Instr. 4) | 10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr. 4) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | (A) | (D) | Date Exer-cisable | Expira- tion Date | Title | Amount or Number
of Shares | | |
| Non-Employee Directors Plan Stock Option (1) | 27.8125 | | 5/15/98 | 5/15/07 | Common Stock | 15,000 | 15,000 | D |
| Non-Employee Directors Plan Stock Option | 27.50 | | 5/14/99 | 5/14/08 | Common Stock | 4,000 | 4,000 | D |
| Non-Employee Directors Plan Stock Option | 18.125 | | 5/14/00 | 5/14/09 | Common Stock | 4,000 | 4,000 | D |
| Non-Employee Directors Plan Stock Option | 33.6875 | | 5/23/01 | 5/23/10 | Common Stock | 4,000 | 4,000 | D |
| Non-Employee Directors Plan Stock Option | 26.52 | | 5/11/02 | 5/11/11 | Common Stock | 4,000 | 4,000 | D |
| Non-Employee Directors Plan Stock Option | 26.23 | | 5/23/03 | 5/23/12 | Common Stock | 4,000 | 4,000 | D |
| Phantom Stock (2) | 1 for 1 | | | | Common Stock | 3980.61332 | 3980.61332 | D |

Explanation of Responses: (1) Right to buy granted under the Arrow Electronics, Inc. Non-Employee Director Company Stock Option Plan. (2) Phantom Stock issued under the Arrow Electronics, Inc. 2002 Non-Employee Directors Deferral Plan and settled by issuance of shares of Common Stock following (i) termination of services as a Director, (ii) the occurence of an unforeseeable emergency or (iii) a change in control as defined in the Plan.

By: /s/ Lori McGregor Attorney-in-fact **Signature of Reporting Person 2/6/03 Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.