AVNET INC — Proxy Solicitation & Information Statement 2021

Oct 7, 2021

DEFA14A 1 tm2124913d2_defa14a.htm DEFA14A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

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by the Registrant x | | |
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| Filed
by a Party other than the Registrant o | | |
| Check
the appropriate box: | | |
| o | Preliminary
Proxy Statement | |
| o | Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| o | Definitive
Proxy Statement | |
| x | Definitive
Additional Materials | |
| o | Soliciting
Material under §240.14a-12 | |
| AVNET,
INC. | | |
| (Name
of Registrant as Specified In Its Charter) | | |
| (Name
of Person(s) Filing Proxy Statement, if other than the Registrant) | | |
| Payment
of Filing Fee (Check the appropriate box): | | |
| x | No
fee required. | |
| o | Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
| | (1) | Title
of each class of securities to which transaction applies: |
| | (2) | Aggregate
number of securities to which transaction applies: |
| | (3) | Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined): |
| | (4) | Proposed
maximum aggregate value of transaction: |
| | (5) | Total
fee paid: |
| o | Fee
paid previously with preliminary materials. | |
| o | Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its
filing. | |
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Previously Paid: |
| | (2) | Form,
Schedule or Registration Statement No.: |
| | (3) | Filing
Party: |
| | (4) | Date
Filed: |

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Your Vote Counts! AVNET, INC. 2021 Annual Meeting Vote by November 17, 2021 11:59 PM ET. For shares held in a Plan, vote by November 15, 2021 11:59 PM ET.AVNET, INC. 2211 SOUTH 47TH STREET PHOENIX, AZ 85034D60236-P61139-Z80958You invested in AVNET, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the shareholder meeting to be held on November 18, 2021. Get informed before you vote View the Notice and Proxy Statement and Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to November 4, 2021. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.For complete information and to vote, visit www.ProxyVote.com Control #Smartphone users Point your camera here and vote without entering a control numberAvnet, Inc.Vote in Person or Virtually at the Meeting November 18, 2021 8:00 AM LST2211 South 47th Street Phoenix, AZ 85034 www.virtualshareholdermeeting.com/AVT2021Please check the meeting materials for any special requirements for meeting attendance. If you are attending the meeting in person, you will need to request a ballot to vote these shares.V1.1

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Vote at www.ProxyVote.comTHIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters.Voting Items 1. Election of Directors Nominees: 1a. Rodney C. Adkins 1b. Carlo Bozotti 1c. Brenda L. Freeman 1d. Philip R. Gallagher 1e. Jo Ann Jenkins 1f. Oleg Khaykin 1g. James A. Lawrence 1h. Ernest E. Maddock 1i. Avid Modjtabai 1j. Adalio T. Sanchez 1k. William H. Schumann III 2. Advisory vote on executive compensation. 3. Approval of the Avnet, Inc. 2021 Stock Compensation and Incentive Plan. 4. Ratification of appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending July 2, 2022.Board RecommendsFor For For For For For For For For For For For For ForPrefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”.D60237-P61139-Z80958

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