10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 29, 2019

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to           

Commission file number 1-4482

ARROW ELECTRONICS INC

(Exact name of registrant as specified in its charter)

New York		11-1806155
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)
9201 East Dry Creek Road		80112
Centennial	CO	(Zip Code)
(Address of principal executive offices)

(303) 824-4000

(Registrant’s telephone number, including area code)

No Changes

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of the exchange on which registered
Common Stock, $1 par value	ARW	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.                                 Yes x   No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).                                             Yes x   No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes ☐   No x

There were 83,140,368 shares of Common Stock outstanding as of July 25, 2019.

ARROW ELECTRONICS, INC.

INDEX

Part I.	Financial Information
	Item 1.	Financial Statements
		Consolidated Statements of Operations	3
		Consolidated Statements of Comprehensive Income	4
		Consolidated Balance Sheets	5
		Consolidated Statements of Cash Flows	6
		Consolidated Statements of Equity	7
		Notes to Consolidated Financial Statements	9
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	38
	Item 4.	Controls and Procedures	38
Part II.	Other Information
	Item 1A.	Risk Factors	39
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39
	Item 6.	Exhibits	40
Signature			41

2

PART I.  FINANCIAL INFORMATION

Item 1.     Financial Statements

ARROW ELECTRONICS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands except per share data)

(Unaudited)

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Sales	$	7,344,548		$	7,392,528		$	14,500,539		$	14,268,141
Cost of sales	6,529,639			6,459,708			12,823,942			12,466,377
Gross profit	814,909			932,820			1,676,597			1,801,764
Operating expenses:
Selling, general, and administrative expenses	599,212			580,388			1,155,288			1,143,357
Depreciation and amortization	46,982			46,422			94,508			93,669
Loss on disposition of businesses, net	—			—			866			1,562
Impairments (Notes D and E)	697,993			—			697,993			—
Restructuring, integration, and other charges	19,912			19,183			31,572			40,354
	1,364,099			645,993			1,980,227			1,278,942
Operating income (loss)	(549,190		)	286,827			(303,630		)	522,822
Equity in earnings (losses) of affiliated companies	382			517			(1,085		)	(156		)
Gain (loss) on investments, net	1,390			(2,563		)	6,738			(5,015		)
Employee benefit plan expense	1,139			1,257			2,278			2,488
Interest and other financing expense, net	51,563			60,803			103,544			105,982
Income (loss) before income taxes	(600,120		)	222,721			(403,799		)	409,181
Provision (benefit) for income taxes	(52,369		)	51,681			1,538			98,271
Consolidated net income (loss)	(547,751		)	171,040			(405,337		)	310,910
Noncontrolling interests	1,215			1,125			2,894			1,901
Net income (loss) attributable to shareholders	$	(548,966	)	$	169,915		$	(408,231	)	$	309,009
Net income (loss) per share:
Basic	$	(6.48	)	$	1.94		$	(4.80	)	$	3.52
Diluted	$	(6.48	)	$	1.92		$	(4.80	)	$	3.48
Weighted-average shares outstanding:
Basic	84,652			87,802			85,022			87,878
Diluted	84,652			88,652			85,022			88,841

See accompanying notes.

3

ARROW ELECTRONICS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

(Unaudited)

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Consolidated net income (loss)	$	(547,751	)	$	171,040		$	(405,337	)	$	310,910
Other comprehensive income (loss):
Foreign currency translation adjustment and other	16,021			(146,807		)	20,463			(101,838		)
Unrealized gain (loss) on foreign exchange contracts designated as net investment hedges, net of taxes	(1,427		)	—			4,106			—
Unrealized gain (loss) on interest rate swaps designated as cash flow hedges, net of taxes	(6,606		)	231			(6,366		)	459
Employee benefit plan items, net of taxes	85			613			404			895
Other comprehensive income (loss)	8,073			(145,963		)	18,607			(100,484		)
Comprehensive income (loss)	(539,678		)	25,077			(386,730		)	210,426
Less: Comprehensive income (loss) attributable to noncontrolling interests	1,730			(534		)	2,761			(11		)
Comprehensive income (loss) attributable to shareholders	$	(541,408	)	$	25,611		$	(389,491	)	$	210,437

See accompanying notes.

4

ARROW ELECTRONICS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands except par value)

(Unaudited)

	June 29, 2019			December 31, 2018
ASSETS
Current assets:
Cash and cash equivalents	$	269,989		$	509,327
Accounts receivable, net	7,976,603			8,945,463
Inventories	3,596,613			3,878,678
Other current assets	267,151			274,832
Total current assets	12,110,356			13,608,300
Property, plant, and equipment, at cost:
Land	7,873			7,882
Buildings and improvements	156,124			158,712
Machinery and equipment	1,443,901			1,425,933
	1,607,898			1,592,527
Less: Accumulated depreciation and amortization	(793,981		)	(767,827		)
Property, plant, and equipment, net	813,917			824,700
Investments in affiliated companies	86,157			83,693
Intangible assets, net	290,236			372,644
Goodwill	2,067,499			2,624,690
Other assets	656,204			270,418
Total assets	$	16,024,369		$	17,784,445
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	6,245,068		$	7,631,879
Accrued expenses	853,735			912,292
Short-term borrowings, including current portion of long-term debt	279,158			246,257
Total current liabilities	7,377,961			8,790,428
Long-term debt	3,157,274			3,239,115
Other liabilities	666,419			378,536
Commitments and contingencies (Note N)
Equity:
Shareholders’ equity:
Common stock, par value $1:
Authorized - 160,000 shares in both 2019 and 2018, respectively
Issued - 125,424 shares in both 2019 and 2018, respectively	125,424			125,424
Capital in excess of par value	1,136,649			1,135,934
Treasury stock (42,283 and 40,233 shares in 2019 and 2018, respectively), at cost	(2,139,743		)	(1,972,254		)
Retained earnings	5,927,104			6,335,335
Accumulated other comprehensive loss	(280,709		)	(299,449		)
Total shareholders’ equity	4,768,725			5,324,990
Noncontrolling interests	53,990			51,376
Total equity	4,822,715			5,376,366
Total liabilities and equity	$	16,024,369		$	17,784,445

See accompanying notes.

5

ARROW ELECTRONICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended
	June 29, 2019			June 30, 2018
Cash flows from operating activities:
Consolidated net income (loss)	$	(405,337	)	$	310,910
Adjustments to reconcile consolidated net income (loss) to net cash provided by (used for) operations:
Depreciation and amortization	94,508			93,669
Amortization of stock-based compensation	27,629			25,662
Equity in losses of affiliated companies	1,085			156
Deferred income taxes	(71,846		)	12,706
Impairments	697,993			—
(Gain) loss on investments, net	(6,738		)	5,015
Other	11,956			5,605
Change in assets and liabilities, net of effects of acquired and disposed businesses:
Accounts receivable	895,553			(73,647		)
Inventories	278,142			(499,917		)
Accounts payable	(1,346,176		)	(240,725		)
Accrued expenses	(71,394		)	(516		)
Other assets and liabilities	(28,956		)	(123,767		)
Net cash provided by (used for) operating activities	76,419			(484,849		)
Cash flows from investing activities:
Cash consideration paid for acquired businesses, net of cash acquired	—			(331,563		)
Proceeds from disposition of businesses	9,460			34,291
Acquisition of property, plant, and equipment	(81,636		)	(66,551		)
Other	2,940			(8,000		)
Net cash used for investing activities	(69,236		)	(371,823		)
Cash flows from financing activities:
Change in short-term and other borrowings	(173,356		)	59,613
Proceeds from long-term bank borrowings, net	118,977			759,334
Redemption of notes	—			(300,000		)
Proceeds from exercise of stock options	9,622			5,985
Repurchases of common stock	(200,924		)	(72,551		)
Other	(147		)	(156		)
Net cash provided by (used for) financing activities	(245,828		)	452,225
Effect of exchange rate changes on cash	(693		)	4,883
Net decrease in cash and cash equivalents	(239,338		)	(399,564		)
Cash and cash equivalents at beginning of period	509,327			730,083
Cash and cash equivalents at end of period	$	269,989		$	330,519

See accompanying notes.

6

ARROW ELECTRONICS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(In thousands)

(Unaudited)

	Common Stock at Par Value		Capital in Excess of Par Value			Treasury Stock			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total
Balance at December 31, 2018	$	125,424	$	1,135,934		$	(1,972,254	)	$	6,335,335		$	(299,449	)	$	51,376		$	5,376,366
Consolidated net income	—		—			—			140,735			—			1,679			142,414
Other comprehensive income (loss)	—		—			—			—			11,182			(648		)	10,534
Amortization of stock-based compensation	—		19,090			—			—			—			—			19,090
Shares issued for stock-based compensation awards	—		(26,267		)	33,198			—			—			—			6,931
Repurchases of common stock	—		—			(53,925		)	—			—			—			(53,925		)
Balance at March 30, 2019	$	125,424	$	1,128,757		$	(1,992,981	)	$	6,476,070		$	(288,267	)	$	52,407		$	5,501,410
Consolidated net income (loss)	—		—			—			(548,966		)	—			1,215			(547,751		)
Other comprehensive income	—		—			—			—			7,558			515			8,073
Amortization of stock-based compensation	—		8,539			—			—			—			—			8,539
Shares issued for stock-based compensation awards	—		(647		)	3,340			—			—			—			2,693
Repurchases of common stock	—		—			(150,102		)	—			—			—			(150,102		)
Distributions	—		—			—			—			—			(147		)	(147		)
Balance at June 29, 2019	$	125,424	$	1,136,649		$	(2,139,743	)	$	5,927,104		$	(280,709	)	$	53,990		$	4,822,715

7

ARROW ELECTRONICS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(In thousands)

(Unaudited)

	Common Stock at Par Value		Capital in Excess of Par Value			Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total
Balance at December 31, 2017	$	125,424	$	1,114,167		$	(1,762,239	)	$	5,596,786	$	(124,883	)	$	48,685		$	4,997,940
Effect of new accounting principles	—		—			—			22,354		(22,354		)	—			—
Consolidated net income	—		—			—			139,094		—			776			139,870
Other comprehensive income (loss)	—		—			—			—		45,732			(255		)	45,477
Amortization of stock-based compensation	—		13,043			—			—		—			—			13,043
Shares issued for stock-based compensation awards	—		(22,102		)	27,099			—		—			—			4,997
Repurchases of common stock	—		—			(52,513		)	—		—			—			(52,513		)
Balance at March 31, 2018	$	125,424	$	1,105,108		$	(1,787,653	)	$	5,758,234	$	(101,505	)	$	49,206		$	5,148,814
Consolidated net income	—		—			—			169,915		—			1,125			171,040
Other comprehensive loss	—		—			—			—		(144,304		)	(1,658		)	(145,962		)
Amortization of stock-based compensation	—		12,619			—			—		—			—			12,619
Shares issued for stock-based compensation awards	—		(338		)	1,329			—		—			—			991
Repurchases of common stock	—		—			(20,038		)	—		—			—			(20,038		)
Distributions	—		—			—			—		—			(157		)	(157		)
Balance at June 30, 2018	$	125,424	$	1,117,389		$	(1,806,362	)	$	5,928,149	$	(245,809	)	$	48,516		$	5,167,307

See accompanying notes.

8

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note A – Basis of Presentation

The accompanying consolidated financial statements of Arrow Electronics, Inc. (the “company”) were prepared in accordance with accounting principles generally accepted in the United States and reflect all adjustments of a normal recurring nature, which are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations at and for the periods presented.  The consolidated results of operations for the interim periods are not necessarily indicative of results for the full year.

These consolidated financial statements do not include all of the information or notes necessary for a complete presentation and, accordingly, should be read in conjunction with the company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2018, as filed in the company’s Annual Report on Form 10-K.

Quarter End

The company operates on a quarterly calendar that closes on the Saturday closest to the end of the calendar quarter.

Reclassification

Certain prior period amounts were reclassified to conform to the current period presentation. These reclassifications did not have a material impact on previously reported amounts.

Note B – Impact of Recently Issued Accounting Standards

In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2018-15, Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (a consensus of the FASB Emerging Issues Task Force) (“ASU No. 2018-15”). ASU No. 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop internal-use software. ASU No. 2018-15 is effective for the company in the first quarter of 2020, with early adoption permitted, and is to be applied either retrospectively or prospectively. The company is currently evaluating the potential effects of adopting the provisions of ASU No. 2018-15. The adoption is not expected to be material to the consolidated financial statements.

In August 2017, the FASB issued Accounting Standards Update No. 2017-12, Derivatives and Hedging (Topic 815) (“ASU No. 2017-12”). ASU No. 2017-12 simplifies certain aspects of hedge accounting and results in a more accurate portrayal of the economics of an entity’s risk management activities in its financial statements. On January 1, 2019, the company adopted the provisions of ASU No. 2017-12 on a modified retrospective basis. The adoption of the provisions of ASU No. 2017-12 did not materially impact the company’s consolidated financial position or results of operations.

In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU No. 2016-13”). ASU No. 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. In November 2018, the FASB issued ASU No. 2018-19,  Codification Improvements to Topic 326, Financial Instruments-Credit Losses, in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments, and in May 2019, the FASB issued ASU No. 2019-05, Financial Instruments—Credit Losses (Topic 326), Targeted Transition Relief. These ASU’s provide supplemental guidance and clarification to ASU No. 2016-13 and must be adopted concurrently with the adoption of ASU No. 2016-13, cumulatively referred to as “Topic 326.” Topic 326 is effective for the company in the first quarter of 2020, with early adoption permitted, and is to be applied using a modified retrospective approach. The company is currently evaluating the potential effects of adopting the provisions of Topic 326.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). ASU No. 2016-02 requires the entity to recognize the assets and liabilities for the rights and obligations created by leased assets. Leases will be classified as either finance or operating, with classification affecting expense recognition in the income statement. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, and ASU No. 2018-11, Leases (Topic 842) Targeted Improvements. In March 2019, the FASB issued ASU No. 2019-01, Codification Improvements to Topic 842, Leases.

9

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

These ASU’s provide supplemental adoption guidance and clarification to ASU No. 2016-02, and must be adopted concurrently with the adoption of ASU No. 2016-02, cumulatively referred to as “Topic 842.”

On January 1, 2019, the company adopted Topic 842 applying the optional transition method, which allows an entity to apply the new standard at the adoption date with a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. In addition, the company elected a package of practical expedients and the short-term lease exception outlined in Topic 842. The company also implemented internal controls and key systems to enable the preparation of financial information on adoption. As a result of adopting Topic 842, the company recognized assets and liabilities for the rights and obligations created by operating leases, refer to Note L.

Note C – Significant Accounting Policies

Except for the changes below and the impairments disclosed in Notes D and E, no material changes have been made to the company’s significant accounting policies disclosed in Note 1, Summary of Significant Accounting Policies, in its Annual Report on Form 10-K, filed on February 7, 2019, for the year ended December 31, 2018.

Leases

The company determines if a contract contains a lease at inception based on whether it conveys the right to control the use of an identified asset. Substantially all of the company’s leases are classified as operating leases. The company has determined that operating lease right-of-use assets will be recorded to “Other assets” and lease liabilities will be recorded to “Other liabilities” and “Accrued expenses” in the consolidated balance sheets. Lease expense will be recorded to “Selling, general, and administrative expenses” in the consolidated statements of operations. Operating lease payments will be recorded to “Operating cash flows” in the consolidated statements of cash flows.

Operating lease right-of-use assets and lease liabilities are recognized based on the net present value of future minimum lease payments over the lease term starting on the commencement date. The company generally is not able to determine the rate implicit in its leases and, as such, will apply an incremental borrowing rate based on the company’s cost of borrowing for the relevant terms of each lease. Lease expense for minimum lease payments are recognized on a straight-line basis over the lease term. Lease terms may include an option to extend or terminate a lease if it is reasonably certain that the company will exercise such options. The company has elected the practical expedient to not separate lease components from non-lease components, and also has elected not to record a right-of-use asset or lease liability for leases which, at inception, have a term of twelve months or less. Variable lease payments are recognized in the period in which the obligation for those payments is incurred.

Note D – Impairment of Long-Lived Assets

The company committed to a plan to close its personal computer and mobility asset disposition business within the global components business segment. In light of the plan, the company performed an impairment analysis of the long-lived assets of the personal computer and mobility asset disposition business in accordance with ASC 360 and recorded a pre-tax impairment charge of $74,908 to write-down certain assets of the personal computer and mobility asset disposition business to estimated fair value in the second quarter of 2019. The company also recorded $6,910 in impairment charges related to various other fixed assets in the second quarter of 2019, unrelated to the personal computer and mobility asset disposition business.

Note E – Goodwill and Intangible Assets

Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets acquired. The company tests goodwill and other indefinite-lived intangible assets for impairment annually as of the first day of the fourth quarter, or more frequently if indicators of potential impairment exist.

During the second quarter of 2019, as a result of the company’s downward revision of forecasted future earnings previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019 and the decision to wind down the company’s personal computer and mobility asset disposition business, the company determined that it was more likely than not that an impairment may exist within the Americas components and Asia-Pacific components reporting units. The company evaluated its other four reporting units and concluded an interim impairment analysis was not required based on the results of those reporting units and historical levels of headroom in each of those reporting units. The interim goodwill impairment analysis related to the Americas components reporting

10

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

unit resulted in partial goodwill impairment charge of $509,000 ($457,806 net of tax) with $601,336 of goodwill remaining in the reporting unit and full impairment of $61,175 ($61,175 net of tax) within the Asia-Pacific reporting unit.

The company estimated the fair value of these reporting units using the income approach. For the purposes of the income approach, fair value was determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The fair value conclusion as of June 29, 2019 for the Americas components reporting unit is highly sensitive to changes in the assumptions used in the income approach which include forecasted revenues, gross profit margins, operating income margins, working capital cash flow, forecasted capital expenditures, perpetual growth rates, and long-term discount rates, among others, all of which require significant judgments by management. As the Americas components reporting unit has 0% excess fair value over the carrying value of the reporting unit, the remaining $601,336 of goodwill is susceptible to future period impairments. For example, a 100 basis point decrease in forecasted gross profit margin could result in a full impairment of the remaining $601,336 of goodwill, absent other inputs improving. The company has used recent historical performance, current forecasted financial information, and broad-based industry and economic statistics as a basis to estimate the key assumptions utilized in the discounted cash flow model. These key assumptions are inherently uncertain and require a high degree of estimation and judgment based on an evaluation of historical performance, current industry and global economic and geo-political conditions, and the timing and success of the implementation of current strategic initiatives.

Goodwill of companies acquired, allocated to the company’s business segments, is as follows:

	Global Components			Global ECS			Total
Balance as of December 31, 2018 (a)	$	1,437,501		$	1,187,189		$	2,624,690
Impairments and dispositions	(570,175		)	(1,386		)	(571,561		)
Foreign currency translation adjustment	16,823			(2,453		)	14,370
Balance as of June 29, 2019 (b)	$	884,149		$	1,183,350		$	2,067,499

(a) The total carrying value of goodwill as of December 31, 2018 in the table above is reflected net of $1,018,780 of accumulated impairment charges, of which $716,925 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

(b) The total carrying value of goodwill as of June 29, 2019 in the table above is reflected net of $1,588,955 of accumulated impairment charges, of which $1,287,100 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

Intangible assets, net, are comprised of the following as of June 29, 2019:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	10 years	$	443,223	$	(225,446	)	$	217,777
Developed technology	5 years	1,940		(1,035		)	905
Amortizable trade name	8 years	76,407		(4,853		)	71,554
		$	521,570	$	(231,334	)	$	290,236

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ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Intangible assets, net, are comprised of the following as of December 31, 2018:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Non-amortizable trade names	indefinite	$	101,000	$	—		$	101,000
Customer relationships	11 years	475,050		(221,822		)	253,228
Developed technology	5 years	6,340		(4,311		)	2,029
Amortizable trade name	9 years	19,940		(3,553		)	16,387
		$	602,330	$	(229,686	)	$	372,644

During the second quarter of 2019, the company initiated actions to further integrate two global components businesses. These businesses held indefinite-lived trade names with a carrying value of $101,000. As a result of the company’s decision to integrate these brands, we determined the useful lives of the trade names were no longer indefinite. The company will begin amortizing these trade names over their estimated remaining useful lives. The trade names were tested for impairment during the second quarter as a result of the change in estimated useful lives. The company estimated the fair value of the trade names to be $55,000 using the relief from royalty method and recorded a non-cash impairment charge of $46,000 ($34,653 net of tax). The drivers of the impairment were primarily due to the shortened useful lives of the asset and a decline of the forecasted revenues attributable to the trade names as integration to the Arrow brand occurs over the estimated remaining useful lives.

During the second quarter of 2019 and 2018, the company recorded amortization expense related to identifiable intangible assets of $11,413 and $11,955, respectively. During the first six months of 2019 and 2018, amortization expense related to identifiable intangible assets was $23,343 and $25,475, respectively.

Note F – Investments in Affiliated Companies

The company owns a 50% interest in several joint ventures with Marubun Corporation (collectively “Marubun/Arrow”) and several interests ranging from 19% to 50% in other joint ventures and equity method investments.  These investments are accounted for using the equity method.

The following table presents the company’s investment in affiliated companies:

	June 29, 2019		December 31, 2018
Marubun/Arrow	$	75,532	$	73,253
Other	10,625		10,440
	$	86,157	$	83,693

The equity in earnings (losses) of affiliated companies consists of the following:

	Quarter Ended					Six Months Ended
	June 29, 2019		June 30, 2018			June 29, 2019			June 30, 2018
Marubun/Arrow	$	227	$	1,483		$	1,453		$	2,574
Other	155		(966		)	(2,538		)	(2,730		)
	$	382	$	517		$	(1,085	)	$	(156	)

Under the terms of various joint venture agreements, the company is required to pay its pro-rata share of the third party debt of the joint ventures in the event that the joint ventures are unable to meet their obligations. At June 29, 2019 and December 31, 2018, the company’s pro-rata share of this debt was approximately $6,800 and $2,860, respectively. The company believes there is sufficient equity in each of the joint ventures to meet the obligations. 

12

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note G – Accounts Receivable

Accounts receivable, net, consists of the following:

	June 29, 2019			December 31, 2018
Accounts receivable	$	8,045,924		$	9,021,051
Allowances for doubtful accounts	(69,321		)	(75,588		)
	$	7,976,603		$	8,945,463

The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments.  The allowances for doubtful accounts are determined using a combination of factors, including the length of time the receivables are outstanding, the current business environment, and historical experience. The company also has notes receivables with certain customers, which are included in “Accounts receivable, net” in the company’s consolidated balance sheets.

Note H – Debt

Short-term borrowings, including current portion of long-term debt, consists of the following:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	209,234	$	—
Borrowings on lines of credit	—		180,000
Other short-term borrowings	69,924		66,257
	$	279,158	$	246,257

Other short-term borrowings are primarily utilized to support working capital requirements. The weighted-average interest rate on these borrowings was 3.68% and 2.49% at June 29, 2019 and December 31, 2018, respectively.

The company has $200,000 in uncommitted lines of credit. There were no outstanding borrowings and $180,000 of outstanding borrowings under the uncommitted lines of credit at June 29, 2019 and December 31, 2018, respectively. These borrowings were provided on a short-term basis and the maturity is agreed upon between the company and the lender. The lines had a weighted-average effective interest rate of 3.36% and 3.39% at June 29, 2019 and December 31, 2018, respectively.

The company has a commercial paper program and the maximum aggregate balance of commercial paper outstanding may not exceed the borrowing capacity of $1,200,000. The company had no outstanding borrowings under this program at June 29, 2019 and December 31, 2018. The program had a weighted-average effective interest rate of 2.96% and 2.93% at June 29, 2019 and December 31, 2018, respectively.

13

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Long-term debt consists of the following:

	June 29, 2019		December 31, 2018
Asset securitization program	$	930,000	$	810,000
6.00% notes, due 2020	—		209,147
5.125% notes, due 2021	130,618		130,546
3.50% notes, due 2022	347,684		347,288
4.50% notes, due 2023	297,882		297,622
3.25% notes, due 2024	494,564		494,091
4.00% notes, due 2025	346,062		345,762
7.50% senior debentures, due 2027	109,817		109,776
3.875% notes, due 2028	494,368		494,095
Other obligations with various interest rates and due dates	6,279		788
	$	3,157,274	$	3,239,115

The 7.50% senior debentures are not redeemable prior to their maturity.  All other notes may be called at the option of the company subject to “make whole” clauses.

The estimated fair market value, using quoted market prices, is as follows:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	214,500	$	214,500
5.125% notes, due 2021	135,500		134,500
3.50% notes, due 2022	356,000		345,000
4.50% notes, due 2023	315,000		303,500
3.25% notes, due 2024	500,500		467,000
4.00% notes, due 2025	359,000		340,500
7.50% senior debentures, due 2027	133,500		128,000
3.875% notes, due 2028	495,500		458,500

The carrying amount of the company’s short-term borrowings in various countries, revolving credit facility, asset securitization program, commercial paper, and other obligations approximate their fair value.

The company has a $2,000,000 revolving credit facility maturing in December 2023. This facility may be used by the company for general corporate purposes including working capital in the ordinary course of business, letters of credit, repayment, prepayment or purchase of long-term indebtedness, acquisitions, and as support for the company’s commercial paper program, as applicable. Interest on borrowings under the revolving credit facility is calculated using a base rate or a Eurocurrency rate plus a spread (1.18% at June 29, 2019), which is based on the company’s credit ratings, or an effective interest rate of 3.50% at June 29, 2019. The facility fee, which is based on the company’s credit ratings, was .20% of the total borrowing capacity at June 29, 2019. The company had no outstanding borrowings under the revolving credit facility at June 29, 2019 and December 31, 2018.

The company has an asset securitization program collateralized by accounts receivable of certain of its subsidiaries. The company may borrow up to $1,200,000 under the asset securitization program, which matures in June 2021. The asset securitization program is conducted through Arrow Electronics Funding Corporation (“AFC”), a wholly-owned, bankruptcy remote subsidiary. The asset securitization program does not qualify for true sale treatment. Accordingly, the accounts receivable and related debt obligation remain on the company’s consolidated balance sheets. Interest on borrowings is calculated using a base rate plus a spread (.40% at June 29, 2019), or an effective interest rate of 2.90% at June 29, 2019. The facility fee is .40% of the total borrowing capacity.

At June 29, 2019 and December 31, 2018, the company had $930,000 and $810,000, respectively, in outstanding borrowings under the asset securitization program, which was included in “Long-term debt” in the company’s consolidated balance sheets. Total

14

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

collateralized accounts receivable of approximately $2,413,243 and $2,754,400, respectively, were held by AFC and were included in “Accounts receivable, net” in the company’s consolidated balance sheets. Any accounts receivable held by AFC would likely not be available to other creditors of the company in the event of bankruptcy or insolvency proceedings before repayment of any outstanding borrowings under the asset securitization program.

Both the revolving credit facility and asset securitization program include terms and conditions that limit the incurrence of additional borrowings and require that certain financial ratios be maintained at designated levels. The company was in compliance with all covenants as of June 29, 2019 and is currently not aware of any events that would cause non-compliance with any covenants in the future.  

During 2018, the company redeemed $300,000 principal amount of its 3.00% notes due March 2018.

In the normal course of business, certain of the company’s subsidiaries have agreements to sell, without recourse, selected trade receivables to financial institutions. The company does not retain financial or legal interests in these receivables, and, accordingly they are accounted for as sales of the related receivables and the receivables are removed from the company’s consolidated balance sheets. Financing costs related to these transactions were not material and are included in “Interest and other financing expense, net” in the company’s consolidated statements of operations.

Interest and other financing expense, net, includes interest and dividend income of $14,492 and $28,537 for the second quarter and first six months of 2019, respectively. Interest and other financing expense, net, includes interest and dividend income of $11,303 and $20,557 for the second quarter and first six months of 2018, respectively.

15

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note I – Financial Instruments Measured at Fair Value

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  The company utilizes a fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.  The fair value hierarchy has three levels of inputs that may be used to measure fair value:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.

The following table presents assets (liabilities) measured at fair value on a recurring basis at June 29, 2019:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,120	$	—		$	—	$	22,120
Equity investments (b)	Other assets	42,637		—			—		42,637
Interest rate swaps	Other liabilities	—		(9,168		)	—		(9,168		)
Foreign exchange contracts	Other current assets/ other assets	—		13,122			—		13,122
Foreign exchange contracts	Accrued expenses	—		(2,950		)	—		(2,950		)
		$	64,757	$	1,004		$	—	$	65,761

The following table presents assets (liabilities) measured at fair value on a recurring basis at December 31, 2018:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,883	$	—		$	—	$	22,883
Equity investments (b)	Other assets	38,045		—			—		38,045
Interest rate swaps	Other liabilities	—		(589		)	—		(589		)
Foreign exchange contracts	Other current assets	—		4,163			—		4,163
Foreign exchange contracts	Accrued expenses	—		(2,384		)	—		(2,384		)
		$	60,928	$	1,190		$	—	$	62,118

(a) Cash equivalents include highly liquid investments with an original maturity of less than three months.

(b) The company has an 8.4% equity ownership interest in Marubun Corporation and a portfolio of mutual funds with quoted market prices. The company recorded an unrealized gain of $8 and $1,842 for the second quarter and six months ended June 29, 2019, respectively, on equity securities held at the end of the quarter. The company recorded an unrealized loss of $4,633 and $7,288 for the second quarter and six months ended June 30, 2018, respectively, on equity securities held at the end of the quarter.

Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to goodwill, identifiable intangible assets, and long-lived assets (see Notes D and E). The company tests these assets for impairment if indicators of potential impairment exist or at least annually if indefinite lived.

16

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Derivative Instruments

The company uses various financial instruments, including derivative instruments, for purposes other than trading. Certain derivative instruments are designated at inception as hedges and measured for effectiveness both at inception and on an ongoing basis. Derivative instruments not designated as hedges are marked-to-market each reporting period with any unrealized gains or losses recognized in earnings.

Interest Rate Swaps

The company occasionally enters into interest rate swap transactions that convert certain fixed-rate debt to variable-rate debt or variable-rate debt to fixed-rate debt in order to manage its targeted mix of fixed- and floating-rate debt. The company uses the hypothetical derivative method to assess the effectiveness of its interest rate swaps designated as fair value hedges on a quarterly basis. The change in the fair value of interest rate swaps designated as fair value hedges is recorded as a change to the carrying value of the related hedged debt, and the change in fair value of interest rate swaps designated as cash flow hedges is recorded in the shareholders’ equity section in the company’s consolidated balance sheets in “Accumulated other comprehensive income.”

As of June 29, 2019 and December 31, 2018, the company had one outstanding interest rate swap designated as a fair value hedge, the terms of which are as follows:

Maturity Date	Notional Amount	Interest rate due from counterparty	Interest rate due to counterparty
April 2020	50,000	6.000%	6 mo. USD LIBOR + 3.896%

In May 2019, the company entered into a series of ten-year forward-starting interest rate swaps (the “2019 swaps”) which locked in an average treasury rate of 2.33% on a total aggregate notional amount of $300,000. The 2019 swaps were designated as cash flow hedges and managed the risk associated with changes in treasury rates and the impact of future interest payments on anticipated debt issuances to replace the company's 6% notes due to mature in April 2020. The fair value of the 2019 swaps is recorded in the shareholders' equity section in the company's consolidated balance sheets in “Accumulated other comprehensive income (loss)” and will be reclassified into income over the life of the anticipated debt issuance. Losses of $6,849 related to the 2019 swaps were recorded in other comprehensive income (loss), net of taxes, for the second quarter of 2019.

Foreign Exchange Contracts

The company’s foreign currency exposure relates primarily to international transactions where the currency collected from customers can be different from the currency used to purchase the product. The company’s transactions in its foreign operations are denominated primarily in the following currencies: Euro, Chinese Renminbi, Canadian Dollar, Indian Rupee, and British Pound. The company enters into foreign exchange forward, option, or swap contracts (collectively, the “foreign exchange contracts”) to mitigate the impact of changes in foreign currency exchange rates related to these transactions.  These contracts are executed to facilitate the hedging of foreign currency exposures resulting from inventory purchases and sales and generally have terms of no more than six months. Gains or losses on these contracts are deferred and recognized when the underlying future purchase or sale is recognized or when the corresponding asset or liability is revalued. The company does not enter into foreign exchange contracts for trading purposes. The risk of loss on a foreign exchange contract is the risk of nonperformance by the counterparties, which the company minimizes by limiting its counterparties to major financial institutions. The fair value of the foreign exchange contracts are estimated using market quotes. The notional amount of the foreign exchange contracts at June 29, 2019 and December 31, 2018 was $941,093 (inclusive of foreign exchange contracts designated as a net investment hedge) and $607,747, respectively.

Gains and losses related to non-designated foreign currency exchange contracts are recorded in “Cost of sales” in the company’s consolidated statements of operations. Gains and losses related to foreign currency exchange contracts designated as cash flow hedges are recorded in “Cost of sales,” “Selling, general, and administrative expenses,” and “Interest and other financing expense, net” based upon the nature of the underlying hedged transaction, in the company’s consolidated statements of operations and were not material for the second quarter and first six months of 2019 and 2018.

17

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

During the first quarter of 2019, the company entered into a series of foreign exchange contracts to sell Euro and buy United States Dollars, with various maturity dates as noted in the table below:

Maturity Date	Notional Amount
March 2023	EUR 50,000
September 2024	EUR 50,000
April 2025	EUR 100,000
January 2028	EUR 100,000
Total	EUR 300,000

The contracts above have been designated as a net investment hedge which is in place to hedge a portion of the company’s net investment in subsidiaries with euro-denominated net assets. The change in the fair value of derivatives designated as net investment hedges will be recorded in “foreign currency translation adjustment” (“CTA”) within “Accumulated other comprehensive loss” in the company’s consolidated balance sheets. Amounts excluded from the assessment of hedge effectiveness will be included in “Interest and other financing expense, net” in the company’s consolidated statements of operations.

The gains (losses) recorded in CTA within other comprehensive income (loss) related to net investment hedges were $224 and $6,816 for the second quarter and six months ended June 29, 2019, net of taxes, respectively. For the second quarter and six months ended June 29, 2019 gains of $2,192 and $3,598 for outstanding net investment hedges were reclassified from CTA to “Interest and other financing expense, net” in the company’s consolidated statements of operations.

The effects of derivative instruments on the company’s consolidated statements of operations and other comprehensive income are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Gain (Loss) Recognized in Income
Foreign exchange contracts	$	774		$	6,260		$	4,263		$	518
Interest rate swaps	(322		)	(308		)	(641		)	(611		)
Total	$	452		$	5,952		$	3,622		$	(93	)
Gain (Loss) Recognized in Other Comprehensive Income before reclassifications, net of tax
Foreign exchange contracts	$	1,294		$	(58	)	$	7,247		$	(1,135	)
Interest rate swaps	(6,849		)	—			(6,849		)	—
Total	$	(5,555	)	$	(58	)	$	398		$	(1,135	)

Other

The carrying amount of cash and cash equivalents, accounts receivable, net, and accounts payable approximate their fair value due to the short maturities of these financial instruments.

18

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note J – Restructuring, Integration, and Other Charges

Restructuring initiatives are due to the company’s continued efforts to lower cost and drive operational efficiency. Integration costs are primarily related to the integration of acquired businesses within the company’s pre-existing business and the consolidation of certain operations. The following table presents the components of the restructuring, integration, and other charges:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Restructuring and integration charges - current period actions	$	5,071	$	8,798	$	8,078	$	20,230
Restructuring and integration charges - actions taken in prior periods	1,424		2,931		1,363		4,280
Other charges	13,417		7,454		22,131		15,844
	$	19,912	$	19,183	$	31,572	$	40,354

Restructuring and Integration Accrual Summary

The restructuring and integration accrual was $13,516 and $25,829 at June 29, 2019 and December 31, 2018, respectively. A transition adjustment of $9,968 was recorded on January 1, 2019 to reclassify restructuring and integration accruals for facilities costs by adjusting the related lease right-of-use assets recorded upon adoption of ASU No. 2016-02, Topic 842. During the six months ended June 29, 2019, the company made $11,977 of payments related to restructuring and integration accruals. Substantially all amounts accrued at June 29, 2019 and all restructuring and integration charges for the six months ending June 29, 2019 relate to the termination of personnel. All amounts accrued at June 29, 2019 are expected to be spent in cash within two years.

Other Charges

Included in restructuring, integration, and other charges for the second quarter and the first six months of 2019 are other expenses of $13,417 and $22,131, respectively. The following items were included in other charges and credits recorded to restructuring, integration, and other charges for the second quarter and six months ended June 29, 2019:

• acquisition-related charges for the second quarter and first six months of $223 and $1,245, respectively, related to professional and other fees directly related to recent acquisition activity as well as contingent consideration for acquisitions completed in prior years.

• relocation and other charges associated with centralization efforts to maximize operating efficiencies for the second quarter and first six months of $3,174 and $8,733, respectively.

Included in restructuring, integration, and other charges for the second quarter and first six months of 2018 are other expenses of $7,454 and $15,844, respectively. The following items represent other charges and credits recorded to restructuring, integration, and other charges for the second quarter and six months ended June 30, 2018:

• acquisition related charges for the second quarter and first six months of $1,384 and $7,538, respectively, related to professional and other fees directly related to recent acquisition activity as well as contingent consideration for acquisitions completed in prior years.

As previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019, the company has also initiated separate and distinct actions to reduce its annual operating expenses, which are expected to generate approximately $130,000 in annualized cost savings. Substantially all of these actions will be completed by the end of 2019. The company expects to recognize approximately $45,000 in cash severance costs as well as approximately $4,000 in other non-cash asset impairments and approximately $10,000 in cash contract termination costs. Substantially all of the severance, assets impairments, and termination costs are expected to be recognized in the third quarter of 2019.

19

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note K – Net Income (Loss) per Share

The following table presents the computation of net income (loss) per share on a basic and diluted basis (shares in thousands):

	Quarter Ended					Six Months Ended
	June 29, 2019			June 30, 2018		June 29, 2019			June 30, 2018
Net income (loss) attributable to shareholders	$	(548,966	)	$	169,915	$	(408,231	)	$	309,009
Weighted-average shares outstanding - basic	84,652			87,802		85,022			87,878
Net effect of various dilutive stock-based compensation awards	—			850		—			963
Weighted-average shares outstanding - diluted	84,652			88,652		85,022			88,841
Net income (loss) per share:
Basic	$	(6.48	)	$	1.94	$	(4.80	)	$	3.52
Diluted (a)	$	(6.48	)	$	1.92	$	(4.80	)	$	3.48

(a) As the company reported a net loss attributable to shareholders for the second quarter and first six months of 2019, basic and diluted net loss per share attributable to shareholders are the same. Stock-based compensation awards for the issuance of 915 and 515 shares for the second quarter and first six months of 2018, respectively, were excluded from the computation of net income per share on a diluted basis as their effect was anti-dilutive.

Note L - Lease Commitments

The company leases certain office, distribution, and other property under non-cancelable operating leases expiring at various dates through 2033. Substantially all leases are classified as operating leases. During the second quarter and first six months of 2019, the company recorded operating lease cost of $23,264 and $49,990, respectively.

The following amounts were recorded in the consolidated balance sheets at June 29, 2019:

	June 29, 2019
Operating Leases
Right-of-use asset	$	312,975
Lease liability - current	52,792
Lease liability - non-current	311,075
Total operating lease liabilities	$	363,867

20

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Maturities of operating lease liabilities at June 29, 2019 were as follows:

	June 29, 2019
2019	$	47,470
2020	76,683
2021	60,112
2022	47,123
2023	36,713
Thereafter	158,150
Total lease payments	426,251
Less imputed interest	(62,384		)
Total	$	363,867

Other information pertaining to leases consists of the following:

	June 29, 2019
Supplemental Cash Flow Information
Cash paid for amounts included in the measurement of operating lease liabilities	$	57,791
Right-of-use assets obtained in exchange for operating lease obligations	37,957
Operating Lease Term and Discount Rate
Weighted-average remaining lease term in years	8
Weighted-average discount rate	5.2		%

21

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note M – Shareholders’ Equity

Accumulated Other Comprehensive Income (Loss)

The following table presents the changes in Accumulated other comprehensive income (loss), excluding noncontrolling interests:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Foreign Currency Translation Adjustment and Other:
Other comprehensive income (loss) before reclassifications (a)	$	15,560		$	(146,203	)	$	20,836		$	(99,803	)
Amounts reclassified into income	(54		)	1,055			(240		)	(123		)
Unrealized Gain (Loss) on Foreign Exchange Contracts Designated as Net Investment Hedges, Net:
Other comprehensive income before reclassifications	224			—			6,816			—
Amounts reclassified into income	(1,651		)	—			(2,710		)	—
Unrealized Gain (Loss) on Interest Rate Swaps Designated as Cash Flow Hedges, Net:
Other comprehensive income before reclassifications	(6,849		)	—			(6,849		)	—
Amounts reclassified into income	243			231			483			459
Employee Benefit Plan Items, Net:
Amounts reclassified into income	85			613			404			895
Other:
Retained earnings adjustment (b)	—			—			—			(22,354		)
Net change in Accumulated other comprehensive income (loss)	$	7,558		$	(144,304	)	$	18,740		$	(120,926	)

(a) Includes intra-entity foreign currency transactions that are of a long-term investment nature of $9,079 and $780 for the second quarter and first six months of 2019 and $14,774 and $2,850 for the second quarter and first six months 2018, respectively.

(b) Amounts relate to unrealized gains and losses on investments and stranded tax effects reclassified from “Accumulated other comprehensive income” to “Retained earnings” in accordance with ASU No. 2018-02 and ASU No. 2016-01.

Share-Repurchase Program

The following table shows the company’s Board of Directors (the “Board”) approved share-repurchase programs as of June 29, 2019:

Month of Board Approval	Dollar Value Approved for Repurchase		Dollar Value of Shares Repurchased		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
December 2016	$	400,000	$	400,000	$	—
December 2018	600,000		61,463		538,537
Total	$	1,000,000	$	461,463	$	538,537

22

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note N – Contingencies

Environmental Matters

In connection with the purchase of Wyle in August 2000, the company acquired certain of the then outstanding obligations of Wyle, including Wyle’s indemnification obligations to the purchasers of its Wyle Laboratories division for environmental clean-up costs associated with any then existing contamination or violation of environmental regulations. Under the terms of the company’s purchase of Wyle from the sellers, the sellers agreed to indemnify the company for certain costs associated with the Wyle environmental obligations, among other things. In 2012, the company entered into a settlement agreement with the sellers pursuant to which the sellers paid $110,000 and the company released the sellers from their indemnification obligation. As part of the settlement agreement, the company accepted responsibility for any potential subsequent costs incurred related to the Wyle matters. The company is aware of two Wyle Laboratories facilities (in Huntsville, Alabama and Norco, California) at which contaminated groundwater was identified and will require environmental remediation. In addition, the company was named as a defendant in several lawsuits related to the Norco facility and a third site in El Segundo, California which have now been settled to the satisfaction of the parties.

The company expects these environmental liabilities to be resolved over an extended period of time. Costs are recorded for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Accruals for environmental liabilities are adjusted periodically as facts and circumstances change, assessment and remediation efforts progress, or as additional technical or legal information becomes available. Environmental liabilities are difficult to assess and estimate due to various unknown factors such as the timing and extent of remediation, improvements in remediation technologies, and the extent to which environmental laws and regulations may change in the future. Accordingly, the company cannot presently fully estimate the ultimate potential costs related to these sites until such time as a substantial portion of the investigation at the sites is completed and remedial action plans are developed and, in some instances, implemented. To the extent that future environmental costs exceed amounts currently accrued by the company, net income would be adversely impacted and such impact could be material.

Accruals for environmental liabilities are included in “Accrued expenses” and “Other liabilities” in the company’s consolidated balance sheets. The company has determined that there is no amount within the environmental liability range that is a better estimate than any other amount, and therefore has recorded the accruals at the minimum amount of the ranges.

As successor-in-interest to Wyle, the company is the beneficiary of various Wyle insurance policies that covered liabilities arising out of operations at Norco and Huntsville. To date, the company has recovered approximately $37,000 from certain insurance carriers relating to environmental clean-up matters at the Norco site. The company is considering the best way to pursue its potential claims against insurers regarding liabilities arising out of operations at Huntsville. The resolution of these matters will likely take several years. The company has not recorded a receivable for any potential future insurance recoveries related to the Norco and Huntsville environmental matters, as the realization of the claims for recovery are not deemed probable at this time.

Environmental Matters - Huntsville

In February 2015, the company and the Alabama Department of Environmental Management (“ADEM”) finalized and executed a consent decree in connection with the Huntsville, Alabama site. Characterization of the extent of contaminated soil and groundwater is complete and has been approved by ADEM. Approximately $6,600 was spent to date and the company currently anticipates no additional investigative and related expenditures. The nature and scope of subsequent remediation at the site has not yet been determined, but assuming the outcome includes source control and certain other measures, the cost is estimated to be between $3,800 and $10,000.

Despite the amount of work undertaken and planned to date, the company is unable to estimate any potential costs in addition to those discussed above because the complete scope of the work is not yet known, and, accordingly, the associated costs have yet to be determined.

23

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Environmental Matters - Norco

In October 2003, the company entered into a consent decree with Wyle Laboratories and the California Department of Toxic Substance Control (the “DTSC”) in connection with the Norco site. In April 2005, a Remedial Investigation Work Plan was approved by DTSC that provided for site-wide characterization of known and potential environmental issues. Investigations performed in connection with this work plan and a series of subsequent technical memoranda continued until the filing of a final Remedial Investigation Report early in 2008. Work is under way pertaining to the remediation of contaminated groundwater at certain areas on the Norco site and of soil gas in a limited area immediately adjacent to the site. In 2008, a hydraulic containment system (“HCS”) was installed to capture and treat groundwater before it moves into the adjacent offsite area. In September 2013, the DTSC approved the final Remedial Action Plan (“RAP”) and work is currently progressing under the RAP. The approved RAP included the potential for additional remedial action after the five year review of the HCS if the review found that contaminants were not sufficiently reduced in the offsite area. The HCS five year review submitted to DTSC in December 2016 identified significant reductions in contaminants offsite except in a key area identified in the RAP. This exception triggered the need for additional offsite remediation that began in 2018.

Approximately $72,200 was spent to date on remediation, project management, regulatory oversight, and investigative and feasibility study activities. The company currently estimates that these activities will give rise to an additional $8,500 to $19,200. Project management and regulatory oversight include costs incurred by project consultants for project management and costs billed by DTSC to provide regulatory oversight.

Despite the amount of work undertaken and planned to date, the company is unable to estimate any potential costs in addition to those discussed above because the complete scope of the work under the RAP is not yet known, and, accordingly, the associated costs have yet to be determined.

Other

From time to time, in the normal course of business, the company may become liable with respect to other pending and threatened litigation, environmental, regulatory, labor, product, and tax matters. While such matters are subject to inherent uncertainties, it is not currently anticipated that any such matters will materially impact the company’s consolidated financial position, liquidity, or results of operations.

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ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Note O – Segment and Geographic Information

The company is a global provider of products, services, and solutions to industrial and commercial users of electronic components and enterprise computing solutions.  The company distributes electronic components to original equipment manufacturers and contract manufacturers through its global components business segment and provides enterprise computing solutions to value-added resellers and managed service providers through its global ECS business segment.  As a result of the company’s philosophy of maximizing operating efficiencies through the centralization of certain functions, selected fixed assets and related depreciation, as well as borrowings, are not directly attributable to the individual operating segments and are included in the corporate business segment.

Sales, by segment by geographic area, are as follows:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Components:
Americas	$	1,876,799	$	1,937,882	$	3,783,828	$	3,734,580
EMEA (a)	1,415,888		1,447,972		2,919,254		2,926,358
Asia/Pacific	1,978,248		1,898,510		3,759,780		3,553,358
Global components	$	5,270,935	$	5,284,364	$	10,462,862	$	10,214,296
ECS:
Americas	$	1,372,456	$	1,387,034	$	2,573,363	$	2,582,445
EMEA (a)	701,157		721,130		1,464,314		1,471,400
Global ECS	$	2,073,613	$	2,108,164	$	4,037,677	$	4,053,845
Consolidated (b)	$	7,344,548	$	7,392,528	$	14,500,539	$	14,268,141

(a) Defined as Europe, the Middle East, and Africa.

(b) Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

Operating income (loss), by segment, are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Operating income (loss):
Global components (c)	$	(561,878	)	$	253,840		$	(327,346	)	$	483,386
Global ECS	98,388			109,417			185,106			193,223
Corporate (d)	(85,700		)	(76,430		)	(161,390		)	(153,787		)
Consolidated	$	(549,190	)	$	286,827		$	(303,630	)	$	522,822

(c) Global components operating income includes impairments of $697,993 for the second quarter and first six months of 2019. Also included is a non-recurring charge of $20,114 in the second quarter of 2019 related to a subset of inventory held by its digital business and a non-recurring charge of $15,851 related to the receivables and inventory of its financing solutions business. The company has made the decision to narrow its digital inventory offerings and will no longer provide notes to its components customers. 

(d) Includes restructuring, integration, and other charges of $19,912 and $31,572 for the second quarter and first six months of 2019 and $19,183 and $40,354 for the second quarter and first six months of 2018, respectively.

25

ARROW ELECTRONICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands except per share data)

(Unaudited)

Total assets, by segment, is as follows:

	June 29, 2019		December 31, 2018
Global components	$	10,644,553	$	11,425,579
Global ECS	4,571,761		5,632,102
Corporate	808,055		726,764
Consolidated	$	16,024,369	$	17,784,445

Net property, plant, and equipment, by geographic area, is as follows:

	June 29, 2019		December 31, 2018
Americas (e)	$	630,645	$	673,228
EMEA	132,722		110,996
Asia/Pacific	50,550		40,476
Consolidated	$	813,917	$	824,700

(e) Includes net property, plant, and equipment related to the United States of $627,908 and $670,201 at June 29, 2019 and December 31, 2018, respectively.

Note P – Income Taxes

The principal causes of the difference between the U.S. federal statutory tax rate of 21% and effective income tax rates are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Provision (benefit) at statutory tax rate	$	(126,025	)	$	46,771		$	(84,798	)	$	85,928
State taxes, net of federal benefit	(11,533		)	3,732			(7,504		)	7,984
International effective tax rate differential	3,238			(758		)	8,217			2,798
U.S. Tax on foreign earnings	4,953			2,592			9,880			8,213
Changes in tax accruals	902			306			920			1,293
Tax credits	(1,971		)	(1,868		)	(4,001		)	(3,737		)
Non-deductible portion of impairment of goodwill	76,153			—			76,153			—
Tax Act's impact on deferred taxes (a)	—			—			—			(4,340		)
Other	1,914			906			2,671			132
Provision (benefit) for income taxes	(52,369		)	51,681			1,538			98,271

(a) Tax benefit related to the net change in deferred tax liabilities stemming from the U.S. federal government enacting tax legislation reducing the U.S. federal tax rate from 35% to 21%.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

Arrow Electronics, Inc. (the “company”) is a global provider of products, services, and solutions to industrial and commercial users of electronic components and enterprise computing solutions. The company has one of the world’s broadest portfolios of product offerings available from leading electronic components and enterprise computing solutions suppliers, coupled with a range of services, solutions, and tools that help industrial and commercial customers introduce innovative products, reduce their time to market, and enhance their overall competitiveness. The company has two business segments, the global components business segment and the global enterprise computing solutions (“ECS”) business segment. The company distributes electronic components to original equipment manufacturers (“OEMs”) and contract manufacturers (“CMs”) through its global components business segment and provides enterprise computing solutions to value-added resellers (“VARs”) and managed service providers (“MSPs”) through its global ECS business segment. For the first six months of 2019, approximately 72% of the company’s sales were from the global components business segment and approximately 28% of the company’s sales were from the global ECS business segment.

The company’s financial objectives are to grow sales faster than the market, increase the markets served, grow profits faster than sales, and increase return on invested capital. To achieve its objectives, the company seeks to capture significant opportunities to grow across products, markets, and geographies. To supplement its organic growth strategy, the company continually evaluates strategic acquisitions to broaden its product and value-added service offerings, increase its market penetration, and expand its geographic reach.

Executive Summary

Consolidated sales for the second quarter and first six months of 2019 decreased by 0.6% and increased by 1.6%, respectively, compared with the year-earlier periods. The decrease for the second quarter of 2019 was driven by a decrease in global ECS business segment sales of 1.6%. The increase for the first six months of 2019 was driven by an increase in the global components business segment sales of 2.4%. Adjusted for the change in foreign currencies, dispositions, and the wind down, consolidated sales increased 1.9% and 4.9% for the second quarter and first six months of 2019, respectively, compared with the year-earlier periods.

The company committed to a plan to close the company’s personal computer and mobility asset disposition business, whose past results have been included as part of the global components business, in the United States and most other countries in which this business operates. The company initiated the process of making its employees aware of the decision beginning on July 15, 2019. The Company is also proposing to close this business in Sweden, Belgium, and the United Kingdom but will start the consultative process with employees’ representatives.

As a result of winding down the personal computer and mobility asset disposition business, the company expects to incur charges of approximately $115.0 million. These charges were incurred primarily in the second quarter of its fiscal year 2019, with the remaining amounts expected to be incurred throughout the second half of 2019 and first half of 2020. The charges include $74.9 million non-cash impairment of certain long-lived and intangible assets and an estimated $40.0 million future cash expenditures primarily related to personnel and other exit and disposal costs. The company expects that operations will cease and the remaining wind down of the personal computer and mobility asset disposition business will be substantially complete by the end of 2019.

The company recorded a non-cash charge of $20.1 million in the second quarter of 2019, primarily related to a subset of inventory held by its digital business within global components. The company has made the decision to narrow its digital inventory offerings and will dispose of its existing inventory of these products and does not expect to fully realize their carrying values.

The company recorded a non-cash charge of $15.9 million in the second quarter of 2019 related to the receivables and inventory of its AFS business within global components. This business provided financing in the form of notes to start-ups as a strategy to capture new business opportunities. The company has decided that it will no longer provide notes to its components customers. The company expects that this decision will adversely impact the ability of the customers to repay their notes and trade receivables. Accordingly, the company has recorded reserves on the receivables and on customer specific inventory for which the company has no alternative use.

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Net income attributable to shareholders decreased to $(549.0) million and $(408.2) million in the second quarter and first six months of 2019, respectively, compared to $169.9 million and $309.0 million in the year-earlier periods. The following items impacted the comparability of the company’s results:

Second quarters of 2019 and 2018:

• goodwill and other impairments of $623.1 million in 2019;

• losses from wind down of business of $104.2 million, inclusive of $74.9 million of impairments of long-lived assets in 2019, and losses from wind down of business of $9.5 million in 2018;

• Digital inventory reserve of $20.1 million in 2019;

• Arrow Financing Solutions (“AFS”) notes receivables and inventory reserve of $15.9 million in 2019;

• restructuring, integration, and other charges (excluding the impact of wind down) of $19.9 million in 2019 and $11.7 million in 2018;

• identifiable intangible asset amortization (excluding the impact of wind down) of $8.7 million in 2019 and $9.2 million in 2018; and

• net gain on investments of $1.4 million in 2019 and net loss on investments of $2.6 million in 2018.

First six months of 2019 and 2018:

• goodwill and other impairments of $623.1 million in 2019;

• losses from wind down of business of $114.4 million, inclusive of $74.9 million of impairments of long-lived assets in 2019, losses from of wind down of business of $14.8 million in 2018;

• Digital inventory reserve of $20.1 million in 2019;

• AFS notes receivables and inventory reserve of $15.9 million in 2019;

• restructuring, integration, and other charges (excluding the impact of wind down) of $31.0 million in 2019 and $28.6 million in 2018;

• identifiable intangible asset amortization (excluding the impact of wind down) of $17.8 million in 2019 and $19.9 million in 2018;

• Impact of U.S. tax reform of $3.5 million in 2019;

• net gain on investments of $6.7 million in 2019 and net loss on investments of $5.0 million in 2018; and

• loss on disposition of businesses, net, of $0.9 million in 2019 and $1.6 million in 2018.

Excluding the aforementioned items, net income attributable to shareholders for the second quarter and first six months of 2019 decreased to $136.6 million and $300.3 million, respectively, compared with $194.1 million and $360.1 million in the year-earlier periods.

Certain Non-GAAP Financial Information

In addition to disclosing financial results that are determined in accordance with accounting principles generally accepted in the United States (“GAAP”), the company also discloses certain non-GAAP financial information, including:

• Sales, gross profit, and operating expenses as adjusted for the impact of changes in foreign currencies (referred to as “impact of changes in foreign currencies”) by re-translating prior period results at current period foreign exchange rates, the impact of dispositions by adjusting the company’s operating results for businesses disposed, as if the dispositions had occurred at the beginning of the earliest period presented (referred to as “impact of dispositions”), the impact of the company's personal computer and mobility asset disposition business (referred to as “impact of wind down”), the impact of inventory reserves related to the digital business (referred to as “impact of digital inventory reserve”), and the impact of the notes receivable and inventory reserve related to the AFS business (referred to as “AFS notes receivable reserve” and “AFS inventory reserve,” respectively).

• Operating income as adjusted to exclude identifiable intangible asset amortization, restructuring, integration, and other charges, and loss on disposition of businesses, net, AFS notes receivable and inventory reserves, digital inventory reserves, the impact of non-cash charges related to goodwill, trade names, and property, plant and equipment, and the impact of wind down.

• Net income attributable to shareholders as adjusted to exclude identifiable intangible asset amortization, restructuring, integration, and other charges, and loss on disposition of businesses, net, AFS notes receivable and inventory reserve, digital inventory reserve, the impact of non-cash charges related to goodwill, trade names, and property, plant and equipment, the impact of wind down, and the impact of U.S. tax reform.

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Management believes that providing this additional information is useful to the reader to better assess and understand the company’s operating performance, especially when comparing results with previous periods, primarily because management typically monitors the business adjusted for these items in addition to GAAP results. However, analysis of results on a non-GAAP basis should be used as a complement to, and in conjunction with, data presented in accordance with GAAP.

Sales

Substantially all of the company’s sales are made on an order-by-order basis, rather than through long-term sales contracts.  As such, the nature of the company’s business does not provide for the visibility of material forward-looking information from its customers and suppliers beyond a few months. Following is an analysis of net sales by reportable segment (in millions):

	Quarter Ended								Six Months Ended
	June 29, 2019			June 30, 2018			%  Change		June 29, 2019			June 30, 2018			%  Change
Consolidated sales, as reported*	$	7,345		$	7,393		(0.6	)%	$	14,501		$	14,268		1.6	%
Impact of changes in foreign currencies	—			(148		)			—			(344		)
Impact of dispositions and wind down	(78		)	(113		)			(172		)	(262		)
Consolidated sales, as adjusted*	$	7,267		$	7,132		1.9	%	$	14,328		$	13,662		4.9	%
Global components sales, as reported*	$	5,271		$	5,284		(0.3	)%	$	10,463		$	10,214		2.4	%
Impact of changes in foreign currencies	—			(100		)			—			(230		)
Impact of wind down	(78		)	(100		)			(161		)	(208		)
Global components sales, as adjusted*	$	5,193		$	5,084		2.1	%	$	10,302		$	9,777		5.4	%
Global ECS sales, as reported*	$	2,074		$	2,108		(1.6	)%	$	4,038		$	4,054		(0.4	)%
Impact of changes in foreign currencies	—			(48		)			—			(115		)
Impact of dispositions	—			(13		)			(11		)	(54		)
Global ECS sales, as adjusted	$	2,074		$	2,047		1.3	%	$	4,027		$	3,885		3.6	%

* The sum of the components for sales, as adjusted, may not agree to totals, as presented, due to rounding.

Consolidated sales for the second quarter and first six months of 2019 decreased by $48.0 million, or 0.6%, and increased by $232.4 million, or 1.6%, respectively, compared with the year-earlier period. The decrease for the second quarter of 2019 was driven by a decrease in global ECS business segment sales of $34.6 million, or 1.6%. The increase for the first six months of 2019 was driven by an increase in global components business segment sales of $248.6 million, or 2.4%. Adjusted for the impact of changes in foreign currencies and dispositions and wind down, consolidated sales increased 1.9% and 4.9% for the second quarter and first six months of 2019, respectively, compared with the year-earlier periods.

In the global components business segment, sales for the second quarter and first six months of 2019 decreased by $13.4 million, or 0.3%, and increased by $248.6 million, or 2.4%, respectively, compared with the year-earlier periods, with growth for the six month period primarily in the Asia region. Adjusted for the impact of changes in foreign currencies and wind down, the company’s global components business segment sales increased by 2.1% and 5.4% for the second quarter and first six months of 2019 compared with the year-earlier periods.

In the global ECS business segment, sales for the second quarter and first six months of 2019 decreased $34.6 million, or 1.6%, and decreased $16.2 million, or 0.4%, respectively, compared with the year-earlier periods. The decreases during the second quarter and first six months of 2019 are primarily attributable to falling demand in storage and proprietary servers offset by growth in security and software. Adjusted for the impact of changes in foreign currencies and dispositions, the company’s global ECS business segment sales increased 1.3% and 3.6% for the second quarter and first six months of 2019, respectively, compared with year-earlier periods.

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Gross Profit

Following is an analysis of gross profit (in millions):

	Quarter Ended								Six Months Ended
	June 29, 2019			June 30, 2018			% Change		June 29, 2019			June 30, 2018			% Change
Consolidated gross profit, as reported	$	815		$	933		(12.6	)%	$	1,677		$	1,802		(6.9	)%
Impact of changes in foreign currencies	—			(22		)			—			(52		)
Impact of dispositions and wind down	4			(19		)			(5		)	(46		)
Digital and AFS inventory reserve	22			—					22			—
Consolidated gross profit, as adjusted	$	841		$	892		(5.6	)%	$	1,694		$	1,704		(0.6	)%
Consolidated gross profit as a percentage of sales, as reported	11.1		%	12.6		%	(150) bps		11.6		%	12.6		%	(100) bps
Consolidated gross profit as a percentage of sales, as adjusted	11.6		%	12.5		%	(90) bps		11.8		%	12.5		%	(70) bps

The company recorded gross profit of $814.9 million and $1.68 billion in the second quarter and first six months of 2019, respectively, compared with $932.8 million and $1.80 billion in the year-earlier periods. 

Adjusted for the impact of changes in foreign currencies, dispositions, and the digital and AFS inventory reserve, gross profit decreased 5.6% and 0.6% in the second quarter and first six months of 2019 compared with the year-earlier periods. Gross profit margins in the second quarter and first six months of 2019, as adjusted, decreased by approximately (90) bps and (70) bps, respectively, compared with the year-earlier periods primarily due to a shift in customer mix.

Selling, General, and Administrative Expenses and Depreciation and Amortization

Following is an analysis of operating expenses (in millions):

	Quarter Ended								Six Months Ended
	June 29, 2019			June 30, 2018			%  Change		June 29, 2019			June 30, 2018			%  Change
Selling, general, and administrative expenses, as reported	$	599		$	580		3.2	%	$	1,155		$	1,143		1.0	%
Depreciation and amortization, as reported	47			46			1.2	%	95			94			0.9	%
Operating expenses, as reported*	$	646		$	627		3.1	%	$	1,250		1,237			1.0	%
Impact of changes in foreign currencies	—			(15		)			—			(34		)
Impact of dispositions and wind down	(25		)	(21		)			(44		)	(50		)
AFS notes receivable reserve	(14		)	—					(14		)	—
Operating expenses, as adjusted*	$	607		$	591		2.7	%	$	1,192		1,154			3.3	%
Operating expenses as a percentage of sales, as reported	8.8		%	8.5		%	30 bps		8.6		%	8.7		%	(10) bps
Operating expenses as a percentage of sales, as adjusted	8.4		%	8.3		%	10 bps		8.3		%	8.4		%	(10) bps

* The sum of the components for gross profit as reported and as adjusted may not agree to totals, as presented, due to rounding.

Selling, general, and administrative expenses increased by $18.8 million, or 3.2%, and $11.9 million, or 1.0%, respectively, in the second quarter and first six months of 2019 on a sales decrease of 0.6% and increase of 1.6% compared with the year-earlier periods. Selling, general, and administrative expenses as a percentage of sales were 8.2% and 8.0% for the second quarter and first six months of 2019, respectively, compared with 7.9% and 8.0% in the year-earlier periods.

Depreciation and amortization expense as a percentage of operating expenses was 7.3% and 7.6% for the second quarter and first six months of 2019, respectively, compared with 7.4% and 7.6% in the year-earlier periods. Included in depreciation and amortization

30

expense is identifiable intangible asset amortization of $11.4 million and $23.3 million for the second quarter and first six months of 2019, respectively, compared to $12.0 million and $25.5 million in the year-earlier periods.

Adjusted for the impact of changes in foreign currencies, dispositions, and AFS write downs of notes receivables, operating expenses increased 2.7% and 3.3% for the second quarter and first six months of 2019 compared with the year-earlier periods.

Impairments

During the second quarter of fiscal year 2019, the company committed to a plan to close its personal computer and mobility asset disposition business within the global components business segment. In light of the plan, the company performed an impairment analysis of the long-lived assets of the personal computer and mobility asset disposition business in accordance with ASC 360 and recorded a pre-tax impairment charge of $74.9 million to write-down certain assets to estimated fair value.

During the second quarter of 2019, as a result of the company’s downward revision of forecasted future earnings previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019 and the decision to wind down the company’s personal computer and mobility asset disposition business, the company determined that it was more likely than not that an impairment may exist within the Americas components and Asia-Pacific components reporting units. The company evaluated its other four reporting units and concluded an interim impairment analysis was not required based on the results of those reporting units and historical levels of headroom in each of those reporting units. The interim goodwill impairment analysis related to the Americas components reporting unit resulted in partial goodwill impairment charge of $509.0 million ($457.8 million net of tax) with $601.3 million of goodwill remaining in the reporting unit and full impairment of $61.2 million ($61.2 million net of tax) within the Asia-Pacific reporting unit.

The company estimated the fair value of these reporting units using the income approach. For the purposes of the income approach, fair value was determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The fair value conclusion as of June 29, 2019 for the Americas components reporting unit is highly sensitive to changes in the assumptions used in the income approach which include forecasted revenues, gross profit margins, operating income margins, working capital cash flow, forecasted capital expenditures, perpetual growth rates, and long-term discount rates, among others, all of which require significant judgments by management. As the Americas components reporting unit has 0% excess fair value over the carrying value of the reporting unit, the remaining $601.3 million of goodwill is susceptible to future period impairments. For example, a 100 basis point decrease in forecasted gross profit margin could result in a full impairment of the remaining $601.3 million of goodwill, absent other inputs improving. The company has used recent historical performance, current forecasted financial information, and broad-based industry and economic statistics as a basis to estimate the key assumptions utilized in the discounted cash flow model. These key assumptions are inherently uncertain and require a high degree of estimation and judgment based on an evaluation of historical performance, current industry and global economic and geo-political conditions, and the timing and success of the implementation of current strategic initiatives.

During the second quarter of 2019, the company initiated actions to further integrate two global components businesses. These businesses held indefinite-lived trade names with a carrying value of $101.0 million. As a result of the company’s decision to integrate these brands, we determined the useful lives of the trade names were no longer indefinite. The company will begin amortizing these trade names over their estimated remaining useful life. The trade names were tested for impairment during the second quarter as a result of the change in estimated useful lives. The company estimated the fair value of the trade names to be $55.0 million using the relief from royalty method and recorded a non-cash impairment charge of $46.0 million ($34.7 million net of tax). The drivers of the impairment were primarily due to the shortened useful lives of the asset and a decline of the forecasted revenues attributable to the trade name as integration to the Arrow brand occurs over the estimated remaining useful life.

Restructuring, Integration, and Other Charges

Restructuring initiatives relate to the company’s continued efforts to lower cost and drive operational efficiency.  Integration costs are primarily related to the integration of acquired businesses within the company’s pre-existing business and the consolidation of certain operations.

2019 Charges

The company recorded restructuring, integration, and other charges of $19.9 million and $31.6 million for the second quarter and first six months of 2019, respectively, which includes $5.1 million and $8.1 million related to initiatives taken by the company during 2019, to improve operating efficiencies, $0.2 million and $1.2 million of acquisition-related expenses, and $3.2 million and $8.7 million, respectively, in charges related to relocation and other centralization efforts to maximize operating efficiencies. The restructuring and integration charge of $5.1 million and $8.1 million for the second quarter and first six months of 2019, respectively, relates primarily to the termination of personnel.

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2018 Charges

The company recorded restructuring, integration, and other charges of $19.2 million and $40.4 million for the second quarter and first six months of 2018, which includes $8.8 million and $20.2 million related to initiatives taken by the company during 2018 to improve operating efficiencies and acquisition-related expenses of $1.4 million and $7.5 million, respectively. The restructuring and integration charges of $8.8 million and $20.2 million for the second quarter and first six months of 2018 include personnel costs of $6.0 million and $10.5 million, facilities costs of $2.8 million and $9.6 million, and other costs of $0.1 million and $0.2 million, respectively.

As of June 29, 2019, the company does not anticipate there will be any material adjustments relating to the aforementioned restructuring and integration plans. Refer to Note J, “Restructuring, Integration, and Other Charges,” of the Notes to the Consolidated Financial Statements for further discussion of the company’s restructuring and integration activities.

Operating Income

Following is an analysis of operating income (in millions):

	Quarter Ended								Six Months Ended
	June 29, 2019			June 30, 2018			%  Change		June 29, 2019			June 30, 2018			%  Change
Consolidated operating income (loss), as reported	$	(549	)	$	287		(291.5	)%	$	(304	)	$	523		(158.1	)%
Identifiable intangible asset amortization**	9			9					18			20
Restructuring, integration, and other charges**	20			12					31			29
Loss on disposition of businesses, net	—			—					1			2
AFS notes receivable and inventory reserve	16			—					16			—
Digital inventory reserve	20			—					20			—
Goodwill and other impairments	623			—					623			—
Impact of wind down**	104			9					114			15
Consolidated operating income, as adjusted*	$	243		$	317		(23.5	)%	$	520		$	588		(11.6	)%
Consolidated operating income as a percentage of sales, as reported	(7.5		)%	3.9		%	(1140) bps		(2.1		)%	3.7		%	(580) bps
Consolidated operating income, as adjusted, as a percentage of sales, as reported	3.3		%	4.3		%	(100) bps		3.6		%	4.1		%	(50) bps

*     The sum of the components for consolidated operating income, as adjusted, may not agree to totals, as presented, due to rounding.

**    Amounts presented for restructuring, integration, and other charges, and identifiable intangible amortization exclude amounts related to the

personal computer and mobility asset disposition business, which are reported within the impact of wind down.

The company recorded an operating loss of $549.2 million, or 7.5% of sales, and an operating loss of $303.6 million, or 2.1% of sales, in the second quarter and first six months of 2019, respectively, compared with operating income of $286.8 million, or 3.9% of sales, and $522.8 million, or 3.7% of sales, in the year-earlier periods. Excluding identifiable intangible asset amortization, restructuring, integration, and other charges, AFS notes receivables and inventory reserves, Digital inventory reserves, impairments of goodwill and other long-lived assets, the impact of the wind down, and loss on disposition of businesses, net, operating income, as adjusted, was $242.7 million, or 3.3% of sales, and $519.5 million, or 3.6% of sales, in the second quarter and first six months of 2019, respectively, compared with operating income, as adjusted, of $317.1 million, or 4.3% of sales, and $587.6 million, or 4.1% of sales, in the year-earlier periods. Operating income, as adjusted, decreased 23.5% and 11.6% for the second quarter and first six months of 2019, respectively, compared with the year-earlier periods, on a sales decrease of 0.6% and a sales increase of 1.6% compared with the year-earlier periods. Operating income, as adjusted as a percentage of sales, decreased (100) bps and (50) bps for the second quarter and first six months of 2019, respectively, compared with the year-earlier periods primarily due to a shift in customer mix.

The company has initiated separate and distinct actions to reduce its annual operating expenses, which are expected to generate approximately $130.0 million in annualized cost savings. Substantially all of the cost actions will be completed by the end of 2019. The company expects to recognize approximately $45.0 million in costs related to cash severance as well as approximately $4.0

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million in other non-cash asset impairments and approximately $10.0 million in cash contract termination costs. Substantially all of the severance, assets impairments, and termination costs are expected to be recognized in the third quarter of 2019.

Gain (Loss) on Investments, Net

During the second quarter and first six months of 2019, the company recorded a gain of $1.4 million and $6.7 million, respectively, compared to a loss of $2.6 million and $5.0 million, in the year-earlier periods. The changes related to changes in fair value of certain investments.

Interest and Other Financing Expense, Net

The company recorded net interest and other financing expense of $51.6 million and $103.5 million for the second quarter and first six months of 2019, respectively, compared with $60.8 million and $106.0 million in the year-earlier periods. The decrease for the second quarter and first six months of 2019 was primarily due to lower average debt outstanding, an increase in interest and dividend income, offset partially by an increase in variable interest rates. The increase in interest and dividend income is attributable to an increase in the average cash balances with the company's cash pooling arrangements.

Income Tax

Income taxes for the interim periods presented have been included in the accompanying consolidated financial statements on the basis of an estimated annual effective tax rate. The determination of the consolidated provision for income taxes requires management to make certain judgments and estimates. Changes in the estimated level of annual pre-tax earnings, tax laws, and changes resulting from tax audits can affect the overall effective income tax rate, which impacts the level of income tax expense and net income. Judgments and estimates related to the company’s projections and assumptions are inherently uncertain; therefore, actual results could differ from projections.

For the second quarter and first six months of 2019, the company recorded a benefit for income taxes of $52.4 million, an effective tax rate of 8.7%, and a provision for income taxes of $1.5 million, an effective tax rate of 0.4%, respectively. The company’s provision for income taxes and effective tax rate for the second quarter and first six months of 2019 were impacted by the previously discussed restructuring, integration, and other charges, identifiable intangible asset amortization, loss on disposition of businesses, the impact of U.S. tax reform, gain on investments, AFS write downs, digital write downs, impairments of goodwill and other long-lived assets, and impact of the wind down. Excluding the impact of the aforementioned items, the company’s effective tax rate for the second quarter and first six months of 2019 was 27.5% and 26.5%, respectively.

For the second quarter and first six months of 2018, the company recorded a provision for income taxes of $51.7 million, an effective tax rate of 23.2%, and $98.3 million, an effective tax rate of 24.0%, respectively. The company’s provision for income taxes and effective tax rate for the second quarter and first six months of 2018 were impacted by the previously discussed restructuring, integration, and other charges, identifiable intangible asset amortization, loss on disposition of businesses, loss on investments, and impact of the wind down. Excluding the impact of the aforementioned items, the company’s effective tax rate for the second quarter and first six months of 2018 was 23.6% and 24.4%, respectively.

The company’s effective tax rate deviates from the statutory U.S. federal income tax rate mainly due to the mix of foreign taxing jurisdictions in which the company operates and where its foreign subsidiaries generate taxable income. The decrease in the effective tax rate from 23.2% for the second quarter of 2018 to 8.7% for the second quarter of 2019 is primarily driven by the impairment of intangible assets, change in mix of the tax jurisdictions where taxable income is generated, discrete items, and changes in the U.S. tax rules.

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Net Income Attributable to Shareholders

Following is an analysis of net income attributable to shareholders (in millions):

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Net income (loss) attributable to shareholders, as reported	$	(549	)	$	170		$	(408	)	$	309
Identifiable intangible asset amortization*	8			9			17			19
Restructuring, integration, and other charges*	20			12			31			29
Loss on disposition of businesses, net	—			—			1			2
(Gain) loss on investments, net	(1		)	3			(7		)	5
AFS notes receivable and inventory reserve	16			—			16			—
Digital inventory reserve	20			—			20			—
Goodwill and other impairments	623			—			623			—
Impact of wind-down*	104			10			115			15
Tax effect of adjustments above	(105		)	(9		)	(111		)	(18		)
Impact of U.S. tax reform	—			—			4			—
Net income attributable to shareholders, as adjusted **	$	137		$	194		$	300		$	360

* Amounts presented for restructuring, integration, and other charges, and identifiable intangible amortization exclude amounts related to the

personal computer and mobility asset disposition business, which are reported within the impact of wind down. Identifiable intangible asset

amortization also excludes amortization related to the noncontrolling interest.

** The sum of the components for net income attributable to shareholders, as adjusted, may not agree to totals, as presented, due to rounding.

The company recorded a net loss attributable to shareholders of $549.0 million and $408.2 million in the second quarter and first six months of 2019 compared with net income attributable to shareholders of $169.9 million and $309.0 million in the year-earlier periods. Net income attributable to shareholders, as adjusted, was $136.6 million and $300.3 million for the second quarter and first six months of 2019, respectively, compared with $194.1 million and $360.1 million in the year-earlier periods primarily due to a shift in customer mix.

Liquidity and Capital Resources

At June 29, 2019 and December 31, 2018, the company had cash and cash equivalents of $270.0 million and $509.3 million, respectively, of which $247.4 million and $394.4 million, respectively, were held outside the United States. Liquidity is affected by many factors, some of which are based on normal ongoing operations of the company’s business and some of which arise from fluctuations related to global economics and markets. Cash balances are generated and held in many locations throughout the world. It is the company’s current intent to permanently reinvest these funds outside the United States and its current plans do not demonstrate a need to repatriate them to fund its United States operations. If these funds were needed for the company’s operations in the United States, the company would be required to pay withholding and other taxes related to distribution of these funds. Additionally, local government regulations may restrict the company’s ability to move cash balances to meet cash needs under certain circumstances. The company currently does not expect such regulations and restrictions to impact its ability to make acquisitions or to conduct operations throughout the global organization.

During the first six months of 2019, the net amount of cash provided by the company’s operating activities was $76.4 million, the net amount of cash used for investing activities was $69.2 million, and the net amount of cash used for financing activities was $245.8 million.  The effect of exchange rate changes on cash was a decrease of $0.7 million.

During the first six months of 2018, the net amount of cash used for the company’s operating activities was $484.8 million, the net amount of cash used for investing activities was $371.8 million, and the net amount of cash provided by financing activities was $452.2 million.  The effect of exchange rate changes on cash was an increase of $4.9 million.

Cash Flows from Operating Activities

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The company maintains a significant investment in accounts receivable and inventories.  As a percentage of total assets, accounts receivable and inventories were approximately 72.2% at June 29, 2019 and 72.1% at December 31, 2018.

The net amount of cash provided by the company’s operating activities during the first six months of 2019 was $76.4 million and was primarily due to a decrease in inventory purchased, the timing of payments and an increase in earnings from operations adjusted for non-cash items.

The net amount of cash used for the company’s operating activities during the first six months of 2018 was $484.8 million and was primarily due to an increase in working capital to support the increase in sales, offset, in part, by an increase in earnings from operations adjusted for non-cash items.

Working capital as a percentage of sales, which the company defines as accounts receivable, net, plus inventory, net, less accounts payable, divided by annualized sales, was 18.1% in the second quarter of 2019 compared with 18.1% in the second quarter of 2018.

Cash Flows from Investing Activities

The net amount of cash used for investing activities during the first six months of 2019 was $69.2 million. The uses of cash from investing activities included $81.6 million for capital expenditures and the sources of cash from investing activities included $9.5 million of proceeds from the sale of businesses. Capital expenditures for the first six months of 2019 are related to investments in internally developed software and website functionality related to the digital business and the build out of a new distribution center within the EMEA region.

The net amount of cash used for investing activities during the first six months of 2018 was $371.8 million. The uses of cash from investing activities included $331.6 million for cash consideration paid for acquired businesses and $66.6 million for capital expenditures. The sources of cash from investing activities included $34.3 million of proceeds from the sale of businesses. Capital expenditures for the first six months of 2018 are related to the company’s new enterprise resource planning (“ERP”) system, relocation and infrastructure upgrades of the company’s data centers, and continued development of online Digital and Cloud capabilities.

Cash Flows from Financing Activities

The net amount of cash used for financing activities during the first six months of 2019 was $245.8 million. The uses of cash from financing activities included $173.4 million of net payments from short-term borrowings and $200.9 million of repurchases of common stock. The sources of cash from financing activities during the first six months of 2019 were $119.0 million of net proceeds from long-term bank borrowings and $9.6 million of proceeds from the exercise of stock options.

The net amount of cash provided by financing activities during the first six months of 2018 was $452.2 million. The uses of cash from financing activities included $300.0 million of payments for the redemption of notes and $72.6 million of repurchases of common stock. The sources of cash from financing activities during the first six months of 2018 were $759.3 million of proceeds from long-term bank borrowings, $59.6 million of net proceeds from short-term borrowings, and $6.0 million of proceeds from the exercise of stock options.

The company has a $2.0 billion revolving credit facility maturing in December 2023. This facility may be used by the company for general corporate purposes including working capital in the ordinary course of business, letters of credit, repayment, prepayment or purchase of long-term indebtedness, acquisitions, and as support for the company’s commercial paper program, as applicable. Interest on borrowings under the revolving credit facility is calculated using a base rate or a Eurocurrency rate plus a spread (1.18% at June 29, 2019), which is based on the company’s credit ratings, or an effective interest rate of 3.50% at June 29, 2019. The facility fee, which is based on the company’s credit ratings, was .20% of the total borrowing capacity at June 29, 2019. The company had no outstanding borrowings under the revolving credit facility at June 29, 2019 and December 31, 2018. During the first six months of 2019 and 2018, the average daily balance outstanding under the revolving credit facility was $43.3 million and $68.6 million, respectively.

The company has a commercial paper program and the maximum aggregate balance of commercial paper outstanding may not exceed the borrowing capacity of $1.2 billion. The company had no outstanding borrowings under this program at June 29, 2019 and December 31, 2018; respectively. During the first six months of 2019 and 2018, the average daily balance outstanding under the commercial paper program was $848.6 million and $768.2 million, respectively. The program had a weighted-average effective interest rate of 2.96% at June 29, 2019.

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The company has an asset securitization program collateralized by accounts receivable of certain of its subsidiaries, which matures June 2021. The company may borrow up to $1.2 billion under the asset securitization program. The asset securitization program is conducted through Arrow Electronics Funding Corporation (“AFC”), a wholly-owned, bankruptcy remote subsidiary. The asset securitization program does not qualify for true sale treatment. Accordingly, the accounts receivable and related debt obligation remain on the company’s consolidated balance sheets. Interest on borrowings is calculated using a base rate plus a spread (.40% at June 29, 2019), or an effective interest rate of 2.90% at June 29, 2019. The facility fee is .40% of the total borrowing capacity. The company had $930.0 million and $810.0 million in outstanding borrowings under the asset securitization program at June 29, 2019 and December 31, 2018, respectively.  During the first six months of 2019 and 2018, the average daily balance outstanding under the asset securitization program was $1.1 billion and $847.8 million, respectively.

Both the revolving credit facility and asset securitization program include terms and conditions that limit the incurrence of additional borrowings and require that certain financial ratios be maintained at designated levels. The company was in compliance with all covenants as of June 29, 2019 and is currently not aware of any events that would cause non-compliance with any covenants in the future.

The company has $200.0 million in uncommitted lines of credit. There were no outstanding borrowings and $180.0 million of outstanding borrowings under the uncommitted lines of credit at June 29, 2019 and December 31, 2018, respectively. These borrowings were provided on a short-term basis and the maturity is agreed upon between the company and the lender. The lines had a weighted-average effective interest rate of 3.36% at June 29, 2019. During the first six months of 2019 and 2018, the average daily balance outstanding under the uncommitted lines of credit was $13.4 million and $26.2 million, respectively.

During March 2018, the company redeemed $300.0 million principal amount of the its 3.00% notes due March 2018.

In May 2019, the company entered into a series of ten-year forward-starting interest rate swaps (the “2019 swaps”) which locked in an average treasury rate of 2.33% on a total aggregate notional amount of $300.0 million. The 2019 swaps were designated as cash flow hedges and managed the risk associated with changes in treasury rates and the impact of future interest payments on anticipated debt issuances to replace the company's 6% notes due to mature in April 2020. The fair value of the 2019 swaps is recorded in the shareholders' equity section in the company's consolidated balance sheets in “Accumulated other comprehensive income (loss)” and will be reclassified into income over the life of the anticipated debt issuance. Losses of $6.8 million related to the 2019 swaps were recorded in other comprehensive income (loss), net of taxes, for the second quarter of 2019.

In the normal course of business, certain of the company’s subsidiaries have agreements to sell, without recourse, selected trade receivables to financial institutions. The company does not retain financial or legal interests in these receivables, and, accordingly, they are accounted for as sales of the related receivables and the receivables are removed from the company’s consolidated balance sheets. Financing costs related to these transactions were not material and are included in “Interest and other financing expense, net” in the company’s consolidated statements of operations.

Management believes that the company’s current cash availability, its current borrowing capacity under its revolving credit facility and asset securitization program, and its expected ability to generate future operating cash flows are sufficient to meet its projected cash flow needs for the foreseeable future. The company also may issue debt or equity securities in the future and management believes the company will have adequate access to the capital markets, if needed. The company continually evaluates its liquidity requirements and would seek to amend its existing borrowing capacity or access the financial markets as deemed necessary.

Contractual Obligations

The company has contractual obligations for short-term and long-term debt, interest on short-term and long-term debt, operating leases, purchase obligations, and certain other long-term liabilities that were summarized in a table of Contractual Obligations in the company’s Annual Report on Form 10-K for the year ended December 31, 2018. Since December 31, 2018, there were no material changes to the contractual obligations of the company outside the ordinary course of the company’s business.

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Share-Repurchase Programs

The following table shows the company’s Board approved share-repurchase programs as of June 29, 2019 (in thousands):

Month of Board Approval	Dollar Value Approved for Repurchase		Dollar Value of Shares Repurchased		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
December 2016	$	400,000	$	400,000	$	—
December 2018	600,000		61,463		538,537
Total	$	1,000,000	$	461,463	$	538,537

Off-Balance Sheet Arrangements

The company has no off-balance sheet financing or unconsolidated special purpose entities.

Critical Accounting Policies and Estimates

The company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States.  The preparation of these financial statements requires the company to make significant estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and related disclosure of contingent assets and liabilities.  The company evaluates its estimates on an ongoing basis.  The company bases its estimates on historical experience and on various other assumptions that are believed reasonable under the circumstances; the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  Actual results may differ from these estimates under different assumptions or conditions.

Except for the impairments disclosed in Notes D and E, there were no significant changes during the first six months of 2019 to the items disclosed as Critical Accounting Policies and Estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the company’s Annual Report on Form 10-K for the year ended December 31, 2018 (See Notes B and C).

Impact of Recently Issued Accounting Standards

See Note B and Note C of the Notes to Consolidated Financial Statements for a full description of recent accounting pronouncements, including the anticipated dates of adoption and the effects on the company’s consolidated financial position and results of operations.

Information Relating to Forward-Looking Statements

This report includes forward-looking statements that are subject to numerous assumptions, risks, and uncertainties, which could cause actual results or facts to differ materially from such statements for a variety of reasons, including, but not limited to: industry conditions, changes in product supply, pricing and customer demand, competition, other vagaries in the global components and global ECS markets, changes in relationships with key suppliers, increased profit margin pressure, the effects of additional actions taken to become more efficient or lower costs, risks related to the integration of acquired businesses, changes in legal and regulatory matters, and the company’s ability to generate additional cash flow.  Forward-looking statements are those statements which are not statements of historical fact.  These forward-looking statements can be identified by forward-looking words such as “expects,” “anticipates,” “intends,” “plans,” “may,” “will,” “believes,” “seeks,” “estimates,” and similar expressions.  Shareholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made.  The company undertakes no obligation to update publicly or revise any of the forward-looking statements. 

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There were no material changes in market risk for changes in foreign currency exchange rates and interest rates from the information provided in Item 7A – Quantitative and Qualitative Disclosures About Market Risk in the company’s Annual Report on Form 10-K for the year ended December 31, 2018.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The company’s management, under the supervision and with the participation of the company’s Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of the company’s disclosure controls and procedures as of June 29, 2019 (the “Evaluation”). Based upon the Evaluation, the company’s Chief Executive Officer and Chief Financial Officer concluded that the company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) are effective.

Changes in Internal Control over Financial Reporting

There were no changes in the company’s internal control over financial reporting during the company’s most recent fiscal quarter that materially affected, or are reasonably likely to materially affect, the company’s internal control over financial reporting.

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PART II.  OTHER INFORMATION

Item 1A. Risk Factors

There were no material changes to the company’s risk factors as discussed in Item 1A - Risk Factors in the company’s Annual Report on Form 10-K for the year ended December 31, 2018.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table shows the share-repurchase activity for the quarter ended June 29, 2019 (in thousands):

Month	Total Number of Shares Purchased (a)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program (b)	Approximate Dollar Value of Shares that May Yet be Purchased Under the Programs
March 31 through April 27, 2019	476,472	$	83.07	476,472	$	649,027
April 28 through May 25, 2019	599,190	69.13		598,708	607,637
May 26 through June 29, 2019	1,023,784	67.49		1,023,784	538,537
Total	2,099,446			2,098,964

(a) Includes share repurchases under the Share-Repurchase Program and those associated with shares withheld from employees for stock-based awards, as permitted by the Omnibus Incentive Plan, in order to satisfy the required tax withholding obligations.

(b) The difference between the “total number of shares purchased” and the “total number of shares purchased as part of publicly announced program” for the quarter ended June 29, 2019 is 482 shares, which relate to shares withheld from employees for stock-based awards, as permitted by the Omnibus Incentive Plan, in order to satisfy the required tax withholding obligations.  The purchase of these shares were not made pursuant to any publicly announced repurchase plan.

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Item 6. Exhibits

Exhibit Number	Exhibit
31(i)	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31(ii)	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32(i)	Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32(ii)	Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
10(a)	Arrow Electronics, Inc. 2004 Omnibus Incentive Plan (as amended through March 12, 2019).
101.SCH	XBRL Taxonomy Extension Schema Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Documents.
101.DEF	XBRL Taxonomy Definition Linkbase Document.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		ARROW ELECTRONICS, INC.
Date:	August 1, 2019	By:	/s/ Chris D. Stansbury
			Chris D. Stansbury
			Senior Vice President and Chief Financial Officer

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EX-10.A

Exhibit 10(a)

Arrow Electronics, Inc.
2004 Omnibus Incentive Plan
(as amended through March 12, 2019)

Article 1.Establishment, Purpose, and Duration

1.1Establishment. Arrow Electronics, Inc., a New York corporation (hereinafter referred to as the “Company”), establishes an incentive compensation plan to be known as the 2004 Omnibus Incentive Plan (hereinafter referred to as the “Plan”), as set forth in this document.

The Plan permits the grant of Cash-Based Awards, Non-Qualified Stock Options, Incentive Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Shares, Performance Units, and Other Stock-Based Awards.

The Plan shall become effective upon shareholder approval (the “Effective Date”) and shall remain in effect as provided in Section 1.3 hereof.

1.2Purpose of the Plan. The purpose of the Plan is to promote the interests of the Company and its shareholders by strengthening the Company’s ability to attract, motivate, and retain Employees and Directors of the Company upon whose judgment, initiative, and efforts the financial success and growth of the business of the Company largely depend, and to provide an additional incentive for such individuals through stock ownership and other rights that promote and recognize the financial success and growth of the Company and create value for shareholders. This Plan is intended to replace all Prior Plans.

1.3Duration of the Plan. Unless sooner terminated as provided herein, the Plan shall terminate effective as of March 12, 2029. After the Plan is terminated, no Awards may be granted but Awards previously granted shall remain outstanding in accordance with their applicable terms and conditions and the Plan’s terms and conditions.

Article 2.Definitions

Whenever used in the Plan, the following terms shall have the meanings set forth below, and when the meaning is intended, the initial letter of the word shall be capitalized.

2.1“Affiliate” shall have the meaning ascribed to such term in Rule 12b-2 of the General Rules and Regulations of the Exchange Act.

2.2“Annual Award Limit” or “Annual Award Limits” have the meaning set forth in Section 4.3.

2.3“Award” means, individually or collectively, a grant under this Plan of Cash-Based Awards, Non-Qualified Stock Options, Incentive Stock Options, SARs, Restricted Stock, Restricted Stock Units, Performance Shares, Performance Units, or Other Stock-Based Awards, in each case subject to the terms of this Plan.

2.4“Award Agreement” means either (i) a written agreement entered into by the Company and a Participant setting forth the terms and provisions applicable to an Award granted under this Plan, or (ii) a written statement issued by the Company to a Participant describing the terms and provisions of such Award.

2.5“Beneficial Owner” or “Beneficial Ownership” shall have the meaning ascribed to such term in Rule 13d-3 of the General Rules and Regulations under the Exchange Act.

2.6“Board” or “Board of Directors” means the Board of Directors of the Company.

2.7“Cash-Based Award” means an Award granted to a Participant as described in Article 10.

2.8“Code” means the U.S. Internal Revenue Code of 1986, as amended from time to time.

2.9“Compensation Committee” means the Compensation Committee of the Board or any other committee designated by the Board to administer this Plan. The members of the Compensation Committee shall be appointed from time to time and shall serve at the discretion of the Board.

2.10“Company” means Arrow Electronics, Inc., a New York corporation, and any successor thereto as provided in Article 21 herein.

2.11“Director” means any individual who is a member of the Board of Directors of the Company.

2.12“Disability” means total and permanent disability as determined by the Compensation Committee.

2.13“Effective Date” has the meaning set forth in Section 1.1.

2.14“Employee” means any employee of the Company, its Affiliates, and/or Subsidiaries.

2.15“Exchange Act” means the Securities Exchange Act of 1934, as amended from time to time, or any successor act thereto.

2.16“Fair Market Value” or “FMV” means a price that is based on the opening, closing, actual, high, low, or average selling prices of a Share on the New York Stock Exchange (“NYSE”) or other established stock exchange (or exchanges) on the applicable date, the preceding trading days, the next succeeding trading day, or an average of trading days, as determined by the Compensation Committee in its discretion. Such definition(s) of FMV shall be determined by the Compensation Committee at its discretion. If, however, the required accounting standards used to account for equity Awards granted to Participants are substantially modified subsequent to the Effective Date of the Plan such that fair value accounting for such Awards becomes required, the Compensation Committee shall have the ability to determine an Award’s FMV based on the relevant facts and circumstances. If Shares are not traded on an established stock exchange, FMV shall be determined by the Compensation Committee based on objective criteria.

2.17“Full Value Award” means an Award other than in the form of an ISO, NQSO, or SAR, and which is settled by the issuance of Shares.

2.18“Freestanding SAR” means a SAR that is granted independently of any Options, as described in Article 7.

2.19“Grandfathered Award” means an Award that: (i) was granted under this Plan prior to November 2, 2017, (ii) has not been modified in any material respect on or after November 2, 2017, and (iii) was intended to constitute “performance-based compensation” exempt from the Code Section 162(m) $1 million limitation on deductibility of remuneration paid to “covered employees” (as all such terms are defined in Code Section 162(m) and the regulations and IRS guidance promulgated thereunder, or any successor statute).

2.20“Grant Price” means the price established at the time of grant of a SAR pursuant to Article 7, used to determine whether there is any payment due upon exercise of the SAR.

2.21“Incentive Stock Option” or “ISO” means an Option to purchase Shares granted under Article 6 to an Employee and that is designated as an Incentive Stock Option and that is intended to meet the requirements of Code Section 422, or any successor provision.

2.22“Insider” shall mean an individual who is, on the relevant date, an officer, Director, or more than ten percent (10%) Beneficial Owner of any class of the Company’s equity securities that is registered pursuant to Section 12 of the Exchange Act, as determined by the Board in accordance with Section 16 of the Exchange Act.

2.23“Non-Employee Director” means a Director who is not an Employee.

2.24“Non-Employee Director Award” means any NQSO, SAR, or Full Value Award granted, whether singly, in combination, or in tandem, to a Participant who is a Non-Employee Director pursuant to such applicable terms, conditions, and limitations as the Board may establish in accordance with this Plan.

2.25“Non-Qualified Stock Option” or “NQSO” means an Option that is not intended to meet the requirements of Code Section 422, or that otherwise does not meet such requirements.

2.26“Option” means an Incentive Stock Option or a Non-Qualified Stock Option, as described in Article 6.

2.27“Option Price” means the price at which a Share may be purchased by a Participant pursuant to an Option.

2.28“Other Stock-Based Award” means an equity-based or equity-related Award not otherwise described by the terms of this Plan, granted pursuant to Article 10.

2.29“Participant” means any eligible person as set forth in Article 5 to whom an Award is granted.

2.30“Performance-Based Compensation” means compensation under an Award, the payment or vesting of which is based upon one or more of the Performance Measures or performance goals described in Article 11.

2.31“Performance Measures” means measures as described in Article 11 on which the performance goals are based.

2.32“Performance Period” means the period of time during which the performance goals must be met in order to determine the degree of payout and/or vesting with respect to an Award.

2.33“Performance Share” means an Award granted to a Participant, as described in Article 9.

2.34“Performance Unit” means an Award granted to a Participant, as described in Article 9.

2.35“Period of Restriction” means the period when Restricted Stock or Restricted Stock Units are subject to a substantial risk of forfeiture (based on the passage of time, the achievement of performance goals, or upon the occurrence of other events as determined by the Compensation Committee, in its discretion), as provided in Article 8.

2.36“Person” shall have the meaning ascribed to such term in Section 3(a)(9) of the Exchange Act and used in Sections 13(d) and 14(d) thereof, including a “group” as defined in Section 12(d) thereof.

2.37“Plan” means the Arrow Electronics, Inc. 2004 Omnibus Incentive Plan, as amended or restated from time to time.

2.38“Plan Year” means the calendar year.

2.39“Prior Plans” means the Company’s Arrow Electronics, Inc. Stock Option Plan, as amended and restated effective as of February 27, 2002, the Arrow Electronics, Inc. Restricted Stock Plan, as amended and restated effective as of February 27, 2002, the Arrow Electronics, Inc. 2002 Non-Employee Directors Stock Option Plan, and the Non-Employee Directors Deferral Plan.

2.40“Prior Restatement” shall have the meaning ascribed to such term in Article 12.

2.41“Restricted Stock” means an Award granted to a Participant pursuant to Article 8.

2.42“Restricted Stock Unit” means an Award granted to a Participant pursuant to Article 8, except no Shares are actually awarded to the Participant on the date of grant.

2.43“Share” means a Share of common stock of the Company, $1.00 par value per Share.

2.44“Stock Appreciation Right” or “SAR” means an Award, designated as a SAR, pursuant to the terms of Article 7 herein.

2.45“Subsidiary” means any corporation or other entity, whether domestic or foreign, in which the Company has or obtains, directly or indirectly, a proprietary interest of more than fifty percent (50%) by reason of stock ownership or otherwise.

2.46“Tandem SAR” means a SAR that is granted in connection with a related Option pursuant to Article 7 herein, the exercise of which shall require forfeiture of the right to purchase a Share under the related Option (and when a Share is purchased under the Option, the Tandem SAR shall similarly be canceled).

2.47“Third Party Service Provider” means any consultant, agent, advisor, or independent contractor who renders services to the Company, a Subsidiary, or an Affiliate that (a) are not in connection with the offer and sale of the Company’s securities in a capital raising transaction, and (b) do not directly or indirectly promote or maintain a market for the Company’s securities.

Article 3.Administration

3.1General. The Compensation Committee shall be responsible for administering the Plan, subject to this Article 3 and the other provisions of the Plan. The Compensation Committee may employ attorneys, consultants, accountants, agents, and other persons, any of whom may be an Employee, and the Compensation Committee, the Company, and its officers and Directors shall be entitled to rely upon the advice, opinions, or valuations of any such persons. All actions taken and all interpretations and determinations made by the Compensation Committee shall be final and binding upon the Participants, the Company, and all other interested persons. The Compensation Committee shall have the authority to bring an action in the name of the Company in any court of competent jurisdiction to enforce, define or defend any action or determination under the Plan.

3.2Authority of the Compensation Committee. Subject to the terms of the Plan, the Compensation Committee shall have full and exclusive discretionary power to interpret the terms and the intent of the Plan and any Award Agreement or other agreement or document ancillary to or in connection with the Plan, to determine eligibility for Awards and to adopt such rules, regulations, forms, instruments, and guidelines for administering the Plan as the Compensation Committee may deem necessary or proper. Such authority shall include, but not be limited to, selecting Award recipients, establishing all Award terms and conditions, including the terms and conditions set forth in Award Agreements, and, subject to Article 19, adopting modifications and amendments to the Plan or any Award Agreement, including without limitation, any that are necessary to comply with the laws of the countries and other jurisdictions in which the Company, its Affiliates, and/or its Subsidiaries operate.

3.3Delegation. The Compensation Committee may delegate to one or more of its members or to one or more officers of the Company, and/or its Subsidiaries and Affiliates or to one or more agents or advisors such administrative duties or powers as it may deem advisable, and the Compensation Committee or any person to whom it has delegated duties or powers as aforesaid may employ one or more persons to render advice with respect to any responsibility the Compensation Committee or such person may have under the Plan. The Compensation Committee may, by resolution, authorize one or more officers of the Company to do any of the following on the same basis as can the Compensation Committee: (a) designate Employees to be recipients of Awards; (b) designate Third Party Service Providers to be recipients of Awards; and (c) determine the size of any such Awards. The Compensation Committee shall not delegate such responsibilities with respect to Awards granted to an officer who is considered an Insider. The resolution providing for such delegation shall set forth the total number of Awards such officer(s) may grant; and, the officer(s) shall report periodically to the Compensation Committee regarding the nature and scope of the Awards granted pursuant to the authority delegated.

Article 4.Shares Subject to the Plan and Maximum Awards

4.1Number of Shares Available for Awards.

a.Subject to adjustment as provided in Section 4.4 herein, the maximum number of Shares available for issuance to Participants under the Plan (the “Share Authorization”) shall be 32,300,000 Shares. The full amount of the Share Authorization shall be available for issuance to Participants under the Plan during the full term of the Plan until its termination pursuant to Section 1.3.

b.To the extent that a Share is issued pursuant to the grant or exercise of a Full Value Award, it shall reduce the Share Authorization by 1.69 Shares; and, to the extent that a Share is issued pursuant to the grant or exercise of an Award other than a Full Value Award, it shall reduce the Share Authorization by one (1) Share.

c.Subject to adjustment as provided in Section 4.4, and subject to the limit set forth in Section 4.1(a) on the number of Shares that may be issued in the aggregate under the Plan, and in order to comply with the requirements of Section 422 of the Code and the regulations thereunder, the maximum number of Shares available for issuance pursuant to Awards in the form of ISOs, from and after February 19, 2019, shall be 7,657,405 Shares.

d.Subject to adjustment in Section 4.4 and subject to the limit set forth in Section 4.1(a) on the number of Shares that may be issued in the aggregate under the Plan, the maximum number of shares that may be issued to Non-Employee Directors shall be four hundred thousand (400,000) Shares, and no Non-Employee Director may be granted an award covering more than twenty thousand (20,000) Shares in any Plan Year, except that this annual limit on Non-Employee Director Awards shall be increased to forty thousand (40,000) Shares for any Non-Employee Director serving as Chairman of the Board or as Lead Independent Director; provided, however, that in the Plan Year in which an individual is first appointed or elected to the Board as a Non-Employee Director, such individual may be granted an Award covering no more than an additional forty thousand (40,000) Shares (a “New Non-Employee Director Award”).

e.Except with respect to a maximum of five percent (5%) of all Shares authorized under the Plan at any time from or after its original adoption, any Full Value Awards, which vest on the basis of the Participant’s employment with or provision of service to the Company, shall not provide for vesting which is any more rapid than annual pro rata vesting over a three (3) year period, and any Full Value Awards which vest upon the attainment of performance goals, shall provide for a performance period of at least twelve (12) months.

4.2Share Usage.

a.Shares covered by an Award shall only be counted as used to the extent they are actually issued and delivered to a Participant, or, if permitted by the Compensation Committee, a Participant’s designated transferee. Any Shares related to Awards which terminate by expiration, forfeiture, cancellation, or otherwise without the issuance of such Shares, are settled in cash in lieu of Shares, or are exchanged with the Compensation Committee’s permission, prior to the issuance of Shares, for Awards not involving Shares, shall be available again for grant under the Plan. Notwithstanding the foregoing, if the Option Price of any Option granted under the Plan or the tax withholding requirements with respect to any Award granted under the Plan are satisfied by withholding or tendering Shares to the Company (by either actual delivery or by attestation), or if a SAR is exercised, both the number of Shares issued and the Shares withheld or tendered, if any, will be deemed delivered for purposes of determining the maximum number of Shares available for delivery under the Plan. The maximum number of Shares available for issuance under the Plan shall not be reduced to reflect any dividends or dividend equivalents that are reinvested into additional Shares or credited as additional Restricted Stock, Restricted Stock Units, Performance Shares, or Stock-Based Awards. The Shares available for issuance under the Plan may be authorized and unissued Shares or treasury Shares.

b.The Compensation Committee shall have the authority to grant Awards as an alternative to or as the form of payment for grants or rights earned or due under other compensation plans or arrangements of the Company.

4.3Annual Award Limits. The following limits (each an “Annual Award Limit” and, collectively, “Annual Award Limits”) shall apply to grants of Awards under the Plan:

a.Options. The maximum aggregate number of Shares that may be granted in the form of Options, pursuant to all Awards of such type granted in any one Plan Year to any one Participant shall be five hundred thousand (500,000), plus the amount of the Participant’s unused applicable Annual Award Limit for Options as of the close of the previous Plan Year.

b.SARs. The maximum number of Shares that may be granted in the form of Stock Appreciation Rights, pursuant to all Awards of such type granted in any one Plan Year to any one Participant shall be five hundred thousand (500,000), plus the amount of the Participant’s unused applicable Annual Award Limit for SARs as of the close of the previous Plan Year.

c.Restricted Stock or Restricted Stock Units. The maximum aggregate grant with respect to Awards of Restricted Stock or Restricted Stock Units granted in any one Plan Year to any one Participant shall be five hundred thousand (500,000), plus the amount of the Participant’s unused applicable Annual Award Limit for Restricted Stock or Restricted Stock Units as of the close of the previous Plan Year.

d.Performance Units or Performance Shares. The maximum aggregate Award of Performance Units or Performance Shares that a Participant may receive in any one Plan Year shall be five hundred thousand (500,000) Shares, or equal to the value of five hundred thousand (500,000) Shares determined as of the date of vesting or payout, as applicable, plus the amount of the Participant’s unused applicable Annual Award Limit for Performance Units or Performance Shares as of the close of the previous Plan Year.

e.Cash-Based Awards. The maximum aggregate amount awarded or credited with respect to Cash-Based Awards to any one Participant in any one Plan Year may not exceed the value of ten million dollars ($10,000,000) determined as of the date of vesting or payout, as applicable, plus the amount of the Participant’s unused applicable Annual Award Limit for Cash-Based Awards as of the close of the previous Plan Year.

f.Other Stock-Based Awards. The maximum aggregate grant with respect to other Stock-Based Awards pursuant to Section 10.2 granted in any one Plan Year to any one Participant shall be five hundred thousand (500,000), plus the amount of the Participant’s unused applicable Annual Award Limit for Other Stock-Based Awards as of the close of the previous Plan Year.

4.4Adjustments in Authorized Shares. In the event of any corporate event or transaction (including, but not limited to, a change in the Shares of the Company or the capitalization of the Company) such as a merger, consolidation, reorganization, recapitalization, separation, stock dividend, stock split, reverse stock split, split up, spin-off, or other distribution of stock or property of the Company, combination of Shares, exchange of Shares, dividend in kind, or other like change in capital structure or distribution (other than normal cash dividends) to shareholders of the Company, or any similar corporate event or transaction, the Compensation Committee, in its sole discretion, in order to prevent dilution or enlargement of Participants’ rights under the Plan, shall substitute or adjust, as applicable, the number and kind of Shares that may be issued under the Plan or under particular forms of Awards, the number and kind of Shares subject to outstanding Awards, the Option Price or Grant Price applicable to outstanding Awards, the Annual Award Limits, and other value determinations applicable to outstanding Awards.

The Compensation Committee shall, as and in the manner it deems necessary or appropriate, make adjustments in the terms of any Awards under the Plan to reflect or related to such changes or distributions and to modify any other terms of outstanding Awards, including modifications of performance goals and changes in the length of Performance Periods. The determination of the Compensation Committee as to the foregoing adjustments shall be conclusive and binding on Participants under the Plan.

Subject to the provisions of Article 19, without affecting the number of Shares reserved or available hereunder or the number or types of options that may be granted hereunder, the Compensation Committee may authorize the issuance or assumption of awards under this Plan in connection with any merger, consolidation, acquisition of property or stock or reorganization upon such terms and conditions as it may deem appropriate; provided, however, that, subject to adjustment as provided above, the maximum amount of Shares with respect to which ISOs, NQSOs and/or other Awards may be granted under this paragraph is as set forth in section 4.1(c) hereof.

Article 5.Eligibility and Participation

5.1Eligibility. Individuals eligible to participate in this Plan include all Employees, Directors, and Third Party Service Providers.

5.2Actual Participation. Subject to the provisions of the Plan, the Compensation Committee may, from time to time, select from all eligible individuals, those to whom Awards shall be granted and shall determine, in its sole discretion, the nature of, any and all terms permissible by law, and the amount of each Award, except that in the case of Non-Employee Directors, such determinations shall be made by the Board pursuant to Section 13.1.

Article 6.Stock Options

6.1Grant of Options. Subject to the terms and provisions of the Plan, Options may be granted to Participants in such number, and upon such terms, and at any time and from time to time as shall be determined by the Compensation Committee, in its sole discretion; provided that ISOs may be granted only to eligible employees of the Company or of any parent or subsidiary corporation (as permitted by Section 422 of the Code and the regulations thereunder).

6.2Award Agreement. Each Option grant shall be evidenced by an Award Agreement that shall specify the Option Price, the maximum duration of the Option, the number of Shares to which the Option pertains, the conditions upon which an Option shall become vested and exercisable, and such other provisions as the Compensation Committee shall determine which are not inconsistent with the terms of the Plan. The Award Agreement also shall specify whether the Option is intended to be an ISO or a NQSO.

6.3Option Price. The Option Price for each grant of an Option under this Plan shall be as determined by the Compensation Committee and shall be specified in the Award Agreement; provided, however, the Option Price shall not be less than one hundred percent (100%) of the Fair Market Value of a Share on the date the Option is granted.

6.4Duration of Options. Each Option granted to a Participant shall expire at such time as the Compensation Committee shall determine at the time of grant; provided, however, no Option shall be exercisable later than the tenth (10th) anniversary date of its grant. Notwithstanding the foregoing, for Options granted to Participants outside the United States, the Compensation Committee has the authority to grant Options that have a term greater than ten (10) years.

6.5Exercise of Options. Options granted under this Article 6 shall be exercisable at such times and be subject to such restrictions and conditions as the Compensation Committee shall in each instance approve, which terms and restrictions need not be the same for each grant or for each Participant.

6.6Payment. Options granted under this Article 6 shall be exercised by the delivery of a notice of exercise to the Company or an agent designated by the Company in a form specified or accepted by the Compensation Committee, or by complying with any alternative procedures which may be authorized by the Compensation Committee, setting forth the number of Shares with respect to which the Option is to be exercised, accompanied by full payment for the Shares.

A condition of the issuance of the Shares as to which an Option shall be exercised shall be the payment of the Option Price. The Option Price of any Option shall be payable to the Company in full either: (a) in cash or its equivalent; (b) by tendering (either by actual delivery or attestation) previously acquired Shares having an aggregate Fair Market Value at the time of exercise equal to the Option Price (provided that the Shares that are tendered must have been held by the Participant for at least six (6) months prior to their tender to satisfy the Option Price or have been purchased on the open market); (c) by a combination of (a) and (b); or (d) any other method approved or accepted by the Compensation Committee in its sole discretion.

Subject to any governing rules or regulations, as soon as practicable after receipt of written notification of exercise and full payment (including satisfaction of any applicable tax withholding), the Company shall deliver to the Participant evidence of book entry Shares, or upon the Participant’s request, Share certificates in an appropriate amount based upon the number of Shares purchased under the Option(s).

Unless otherwise determined by the Compensation Committee, all payments under all of the methods indicated above shall be paid in United States dollars.

6.7Restrictions on Share Transferability. The Compensation Committee may impose such restrictions on any Shares acquired pursuant to the exercise of an Option granted under this Article 6 as it may deem advisable, including, without limitation, minimum holding period requirements, restrictions under applicable federal securities laws, under the requirements of any stock exchange or market upon which such Shares are then listed and/or traded, or under any blue sky or state securities laws applicable to such Shares.

6.8Termination of Employment. Each Participant’s Award Agreement shall set forth the extent to which the Participant shall have the right to exercise the Option following termination of the Participant’s employment or provision of services to the Company, its Affiliates, or its Subsidiaries, as the case may be. Such provisions shall be determined in the sole discretion of the Compensation Committee, shall be included in the Award Agreement entered into with each Participant, need not be uniform among all Options issued pursuant to this Article 6, and may reflect distinctions based on the reasons for termination.

6.9Transferability of Options.

a.Incentive Stock Options. No ISO granted under the Plan may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Further, all ISOs granted to a Participant under this Article 6 shall be exercisable during his or her lifetime only by such Participant.

b.Non-Qualified Stock Options. Except as otherwise provided in a Participant’s Award Agreement or otherwise determined at any time by the Compensation Committee, no NQSO granted under this Article 6 may be sold, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution; provided that the Board or Compensation Committee may permit further transferability, on a general or a specific basis, and may impose conditions and limitations on any permitted transferability. Further, except as otherwise provided in a Participant’s Award Agreement or otherwise determined at any time by the Compensation Committee, or unless the Board or Compensation Committee decides to permit further transferability, all NQSOs granted to a Participant under this Article 6 shall be exercisable during his or her lifetime only by such Participant. With respect to those NQSOs, if any, that are permitted to be transferred to another person, references in the Plan to exercise or payment of the Option Price by the Participant shall be deemed to include, as determined by the Compensation Committee, the Participant’s permitted transferee.

6.10Notification of Disqualifying Disposition. If any Participant shall make any disposition of Shares issued pursuant to the exercise of an ISO under the circumstances described in Section 421(b) of the Code (relating to certain disqualifying dispositions), such Participant shall notify the Company of such disposition within ten (10) days thereof.

Article 7.Stock Appreciation Rights

7.1Grant of SARs. Subject to the terms and conditions of the Plan, SARs may be granted to Participants at any time and from time to time as shall be determined by the Compensation Committee. The Compensation Committee may grant Freestanding SARs, Tandem SARs, or any combination of these forms of SARs.

Subject to the terms and conditions of the Plan, the Compensation Committee shall have complete discretion in determining the number of SARs granted to each Participant and, consistent with the provisions of the Plan, in determining the terms and conditions pertaining to such SARs.

The Grant Price for each grant of a Freestanding SAR shall be determined by the Compensation Committee and shall be specified in the Award Agreement. The Grant Price may be based on one hundred percent (100%) of the FMV of the Shares on the date of grant, set at a premium to the FMV of the Shares on the date of grant, or indexed to the FMV of the Shares on the date of grant, with the index determined by the Compensation Committee, in its discretion. The Grant Price of Tandem SARs shall be equal to the Option Price of the related Option.

7.2SAR Agreement. Each SAR Award shall be evidenced by an Award Agreement that shall specify the Grant Price, the term of the SAR, and such other provisions as the Compensation Committee shall determine.

7.3Term of SAR. The term of a SAR granted under the Plan shall be determined by the Compensation Committee, in its sole discretion, and except as determined otherwise by the Compensation Committee and specified in the SAR Award Agreement, no SAR shall be exercisable later than the tenth (10th) anniversary date of its grant. Notwithstanding the foregoing, for SARs granted to Participants outside the United States, the Compensation Committee has the authority to grant SARs that have a term greater than ten (10) years.

7.4Exercise of Freestanding SARs. Freestanding SARs may be exercised upon whatever terms and conditions the Compensation Committee, in its sole discretion, imposes.

7.5Exercise of Tandem SARs. Tandem SARs may be exercised for all or part of the Shares subject to the related Option upon the surrender of the right to exercise the equivalent portion of the related Option. A Tandem SAR may be exercised only with respect to the Shares for which its related Option is then exercisable.

Notwithstanding any other provision of this Plan to the contrary, with respect to a Tandem SAR granted in connection with an ISO: (a) the Tandem SAR will expire no later than the expiration of the underlying ISO; (b) the value of the payout with respect to the Tandem SAR may be for no more than one hundred percent (100%) of the excess of the Fair Market Value of the Shares subject to the underlying ISO over the aggregate Option Price of the Shares subject to the underlying ISO at the time the Tandem SAR is exercised; and (c) the Tandem SAR may be exercised only when the Fair Market Value of the Shares subject to the ISO exceeds the aggregate Option Price of the ISO.

7.6Payment of SAR Amount. Upon the exercise of a SAR, a Participant shall be entitled to receive payment from the Company in an amount determined by multiplying:

a.The excess of the Fair Market Value of a Share on the date of exercise over the Grant Price; by

b.The number of Shares with respect to which the SAR is exercised.

At the discretion of the Compensation Committee, the payment upon SAR exercise may be in cash, Shares, or any combination thereof, or in any other manner approved by the Compensation Committee in its sole discretion. The Compensation Committee’s determination regarding the form of SAR payout shall be set forth in the Award Agreement pertaining to the grant of the SAR.

7.7Termination of Employment. Each Award Agreement shall set forth the extent to which the Participant shall have the right to exercise the SAR following termination of the Participant’s employment with or provision of services to the Company, its Affiliates, and/or its Subsidiaries, as the case may be. Such provisions shall be determined in the sole discretion of the Compensation Committee, shall be included in the Award Agreement entered into with Participants, need not be uniform among all SARs issued pursuant to the Plan, and may reflect distinctions based on the reasons for termination.

7.8Non-Transferability of SARs. Except as otherwise provided in a Participant’s Award Agreement or otherwise at any time by the Compensation Committee, no SAR granted under the Plan may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Further, except as otherwise provided in a Participant’s Award Agreement or otherwise at any time by the Compensation Committee, all SARs granted to a Participant under the Plan shall be exercisable during his or her lifetime only by such Participant. With respect to those SARs, if any, that are permitted to be transferred to another person, references in the Plan to exercise of the SAR by the Participant or payment of any amount to the Participant shall be deemed to include, as determined by the Compensation Committee, the Participant’s permitted transferee.

7.9Other Restrictions. The Compensation Committee shall impose such other conditions and/or restrictions on any Shares received upon exercise of a SAR granted pursuant to the Plan as it may deem advisable or desirable. These restrictions may include, but shall not be limited to, a requirement that the Participant hold the Shares received upon exercise of a SAR for a specified period of time.

Article 8.Restricted Stock and Restricted Stock Units

8.1Grant of Restricted Stock or Restricted Stock Units. Subject to the terms and provisions of the Plan, the Compensation Committee, at any time and from time to time, may grant Shares of Restricted Stock and/or Restricted Stock Units to Participants in such amounts as the Compensation Committee shall determine. Restricted Stock Units shall be similar to Restricted Stock except that no Shares are actually awarded to the Participant on the date of grant.

8.2Restricted Stock or Restricted Stock Unit Agreement. Each Restricted Stock and/or Restricted Stock Unit grant shall be evidenced by an Award Agreement that shall specify the Period(s) of Restriction, the number of Shares of Restricted Stock or the number of Restricted Stock Units granted, and such other provisions as the Compensation Committee shall determine.

8.3Transferability. Except as provided in this Plan or an Award Agreement, the Shares of Restricted Stock and/or Restricted Stock Units granted herein may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated until the end of the applicable Period of Restriction established by the Compensation Committee and specified in the Award Agreement (and in the case of Restricted Stock Units until the date of delivery or other payment), or upon earlier satisfaction of any other conditions, as specified by the Compensation Committee, in its sole discretion, and set forth in the Award Agreement or otherwise at any time by the Compensation Committee. All rights with respect to the Restricted Stock and/or Restricted Stock Units granted to a Participant under the Plan shall be available during his or her lifetime only to such Participant, except as otherwise provided in an Award Agreement or at any time by the Compensation Committee.

8.4Other Restrictions. The Compensation Committee shall impose such other conditions and/or restrictions on any Shares of Restricted Stock or Restricted Stock Units granted pursuant to the Plan as it may deem advisable including, without limitation, a requirement that Participants pay a stipulated purchase price for each Share of Restricted Stock or each Restricted Stock Unit, restrictions based upon the achievement of specific performance goals, time-based restrictions on vesting following the attainment of the performance goals, time-based restrictions, and/or restrictions under applicable laws or under the requirements of any stock exchange or market upon which such Shares are listed or traded, or holding requirements or sale restrictions placed on the Shares by the Company upon vesting of such Restricted Stock or Restricted Stock Units. In the case of Restricted Stock and/or Restricted Stock Units intended to constitute Performance-Based Compensation the applicable performance goal(s) for such Awards shall comply with the requirements of Article 11.

To the extent deemed appropriate by the Compensation Committee, the Company may retain the certificates representing Shares of Restricted Stock in the Company’s possession until such time as all conditions and/or restrictions applicable to such Shares have been satisfied or lapse.

Except as otherwise provided in this Article 8 or under applicable law, Shares of Restricted Stock covered by each Restricted Stock Award shall become freely transferable by the Participant after all conditions and restrictions applicable to such Shares have been satisfied or lapse (including satisfaction of any applicable tax withholding obligations), and Restricted Stock Units shall be paid in cash, Shares, or a combination of cash and Shares as the Compensation Committee, in its sole discretion shall determine.

8.5Certificate Legend. In addition to any legends placed on certificates pursuant to Section 8.4, each certificate representing Shares of Restricted Stock granted pursuant to the Plan may bear a legend such as the following or as otherwise determined by the Compensation Committee in its sole discretion:

The sale or transfer of Shares of stock represented by this certificate, whether voluntary, involuntary, or by operation of law, is subject to certain restrictions on transfer as set forth in the Arrow Electronics, Inc. 2004 Omnibus Incentive Plan, and in the associated Award Agreement. A copy of the Plan and such Award Agreement may be obtained from Arrow Electronics, Inc.

8.6Voting Rights. Unless otherwise determined by the Compensation Committee and set forth in a Participant’s Award Agreement, to the extent permitted or required by law, as determined by the Compensation Committee, Participants holding Shares of Restricted Stock granted hereunder may be granted the right to exercise full voting rights with respect to those Shares during the Period of Restriction. There shall be no voting rights with respect to any Restricted Stock Units granted hereunder.

8.7Termination of Employment. Each Award Agreement shall set forth the extent to which the Participant shall have the right to retain Restricted Stock and/or Restricted Stock Units following termination of the Participant’s employment with or provision of services to the Company, its Affiliates, and/or its Subsidiaries, as the case may be. Such provisions shall be determined in the sole discretion of the Compensation Committee, shall be included in the Award Agreement entered into with each Participant, need not be uniform among all Awards of Restricted Stock or Restricted Stock Units granted pursuant to the Plan, and may reflect distinctions based on the reasons for termination.

8.8Section 83(b) Election. The Compensation Committee may provide in an Award Agreement that the Award of Restricted Stock is conditioned upon the Participant making or refraining from making an election with respect to the Award under Section 83(b) of the Code. If a Participant makes an election pursuant to Section 83(b) of the Code concerning a Restricted Stock Award, the Participant shall be required to file promptly a copy of such election with the Company.

Article 9.Performance Units/ Performance Shares

9.1Grant of Performance Units/ Performance Shares. Subject to the terms and provisions of the Plan, the Compensation Committee, at any time and from time to time, may grant Performance Units and/or Performance Shares to Participants in such amounts and upon such terms as the Compensation Committee shall determine.

9.2Value of Performance Units/ Performance Shares. Each Performance Unit shall have an initial value that is established by the Compensation Committee at the time of grant. Each Performance Share shall have an initial value equal to the Fair Market Value of a Share on the date of grant. The Compensation Committee shall set performance goals in its discretion which, depending on the extent to which they are met, will determine the value and/or number of Performance Units/ Performance Shares that will be paid out to the Participant. In the case of Performance Units and or Performance Shares intended to constitute Performance-Based Compensation the applicable performance goal(s) for such Awards shall comply with the requirements of Article 11.

9.3Earning of Performance Units/ Performance Shares. Subject to the terms of this Plan, after the applicable Performance Period has ended, the holder of Performance Units/ Performance Shares shall be entitled to receive payout on the value and number of Performance Units/ Performance Shares earned by the Participant over the Performance Period, to be determined as a function of the extent to which the corresponding performance goals have been achieved.

9.4Form and Timing of Payment of Performance Units/ Performance Shares. Payment of earned Performance Units/ Performance Shares shall be as determined by the Compensation Committee and as evidenced in the Award Agreement. Subject to the terms of the Plan, the Compensation Committee, in its sole discretion, may pay earned Performance Units/ Performance Shares in the form of cash or in Shares (or in a combination thereof) equal to the value of the earned Performance Units/ Performance Shares. Payment will be made in accordance with the terms of the Award Agreement. Any Shares may be granted subject to any restrictions deemed appropriate by the Compensation Committee and as evidenced in the Award Agreement. The determination of the Compensation Committee with respect to the form of payout of such Awards and restrictions shall be set forth in the Award Agreement pertaining to the grant of the Award.

9.5Dividends and Other Distributions. At the discretion of the Compensation Committee, Participants holding Performance Shares may be entitled to receive dividend equivalents with respect to dividends declared with respect to the Shares. Such dividend equivalents may be in the form of cash, Shares, Restricted Stock, or Restricted Stock Units and may be subject to such accrual, forfeiture, or payout restrictions as determined by the Compensation Committee in its sole discretion and as evidenced in the Award Agreement. Notwithstanding the foregoing, with respect to Performance Awards granted after May 4, 2010, Participants holding Performance Shares may only be entitled to receive dividend equivalents with respect to the vested portions of Performance Awards.

9.6Termination of Employment. Each Award Agreement shall set forth the extent to which the Participant shall have the right to retain Performance Units and/or Performance Shares following termination of the Participant’s employment with or provision of services to the Company, its Affiliates, and/or its Subsidiaries, as the case may be. Such provisions shall be determined in the sole discretion of the Compensation Committee, shall be included in the Award Agreement entered into with each Participant, need not be uniform among all Awards of Performance Units or Performance Shares issued pursuant to the Plan, and may reflect distinctions based on the reasons for termination.

9.7Non-Transferability. Except as otherwise provided in a Participant’s Award Agreement or otherwise determined at any time by the Compensation Committee, Performance Units/ Performance Shares may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Further, except as otherwise provided in a Participant’s Award Agreement or otherwise determined at any time by the Compensation Committee, a Participant’s rights under the Plan shall be exercisable during his or her lifetime only by such Participant.

Article 10.Cash-Based Awards and Other Stock-Based Awards

10.1Grant of Cash-Based Awards. Subject to the terms and provisions of the Plan, the Compensation Committee, at any time and from time to time, may grant Cash-Based Awards to Participants in such amounts and upon such terms as the Compensation Committee may determine.

10.2Other Stock-Based Awards. The Compensation Committee may grant other types of equity-based or equity-related Awards not otherwise described by the terms of this Plan (including the grant or offer for sale of unrestricted Shares) in such amounts and subject to such terms and conditions, as the Compensation Committee shall determine. Such Awards may involve the transfer of actual Shares to Participants, or payment in cash or otherwise of amounts based on the value of Shares and may include, without limitation, Awards designed to comply with or take advantage of the applicable local laws of jurisdictions other than the United States.

10.3Value of Cash-Based and Other Stock-Based Awards. Each Cash-Based Award shall specify a payment amount or payment range as determined by the Compensation Committee. Each Other Stock-Based Award shall be expressed in terms of Shares or units based on Shares, as determined by the Compensation Committee. The Compensation Committee may establish performance goals in its discretion. If the Compensation Committee exercises its discretion to establish performance goals, the number and/or value of Cash-Based Awards or Other Stock-Based Awards that will be paid out to the Participant will depend on the extent to which the performance goals are met. In the case of Cash-Based Awards and/or Other Stock-Based Awards intended to constitute Performance-Based Compensation the applicable performance goals for such Awards shall comply with the requirements of Article 11.

10.4Payment of Cash-Based Awards and Other Stock-Based Awards. Payment, if any, with respect to a Cash-Based Award or an Other Stock-Based Award shall be made in accordance with the terms of the Award, in cash or Shares as the Compensation Committee determines.

10.5Termination of Employment. The Compensation Committee shall determine the extent to which the Participant shall have the right to receive Cash-Based Awards and Other Stock-Based Awards following termination of the Participant’s employment with or provision of services to the Company, its Affiliates, and/or its Subsidiaries, as the case may be. Such provisions shall be determined in the sole discretion of the Compensation Committee, such provisions may be included in an agreement entered into with each Participant, but need not be uniform among all Awards of Cash-Based Awards and Other Stock-Based Awards issued pursuant to the Plan, and may reflect distinctions based on the reasons for termination.

10.6Non-Transferability. Except as otherwise determined by the Compensation Committee, neither Cash-Based Awards nor Other Stock-Based Awards may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Further, except as otherwise provided by the Compensation Committee, a Participant’s rights under the Plan, if exercisable, shall be exercisable during his or her lifetime only by such Participant. With respect to those Cash-Based Awards or Other Stock-Based Awards, if any, that are permitted to be transferred to another person, references in the Plan to exercise or payment of such Awards by or to the Participant shall be deemed to include, as determined by the Compensation Committee, the Participant’s permitted transferee.

Article 11.Performance Measures

11.1Performance Measures. Subject to Section 11.4, the performance goals upon which the payment or vesting of an Award that is designated as Performance-Based Compensation may be limited to the following Performance Measures:

a.net income;

b.earnings per share;

c.sales growth;

d.income before taxes;

e.net operating profit;

f.return measures (including, but not limited to, return on assets, capital, equity, or sales);

g.cash flow (including, but not limited to, operating cash flow and free cash flow);

h.earnings before, interest, taxes, depreciation, and/or amortization;

i.operating margins including gross profit, operating expenses and operating income as a percentage of sales;

j.productivity ratios;

k.share price (including, but not limited to, growth measures and total shareholder return);

l.expense targets;

m.operating efficiency;

n.customer satisfaction;

o.working capital targets; and

p.economic value-added.

Any Performance Measure(s) may be used to measure the performance of the Company, Subsidiary, and/or Affiliate as a whole or any business unit of the Company, Subsidiary, and/or Affiliate or any combination thereof, as the Compensation Committee may deem appropriate, or any of the above Performance Measures as compared to the performance of a group of comparator companies, or published or special index that the Compensation Committee, in its sole discretion, deems appropriate, or the Company may select Performance Measure (j) above as compared to various stock market indices. The Compensation Committee also has the authority to provide for accelerated vesting of any Award based on the achievement of performance goals pursuant to the Performance Measures specified in this Article 11.

11.2Evaluation of Performance. The Compensation Committee may provide in any such Award that any evaluation of performance may include or exclude any of the following events that occur during a Performance Period: (a) asset write-downs, (b) litigation or claim judgments or settlements, (c) the effect of changes in tax laws, accounting principles, or other laws or provisions affecting reported results, (d) any reorganization and restructuring programs, (e) unusual or infrequently occurring items as described in FASB Accounting Standards Codification 220-20 and/or in management’s discussion and analysis of financial condition and results of operations appearing in the Company’s annual report to shareholders for the applicable year, (f) acquisitions or divestitures, and (g) foreign exchange gains and losses.

11.3Adjustment of Performance-Based Compensation. Awards that are designated as Performance-Based Compensation may be adjusted upward or downward, either on a formula or discretionary basis or any combination, as the Compensation Committee determines.

11.4Compensation Committee Discretion. In the event that applicable tax and/or securities laws change to permit Compensation Committee discretion to alter the governing Performance Measures without obtaining shareholder approval of such changes, the Compensation Committee shall have sole discretion to make such changes without obtaining shareholder approval. In addition, the payment or vesting of an Award that is designated as Performance-Based Compensation may be based on Performance Measures in addition to or other than those set forth in Section 11.1.

Article 12.Application to Grandfathered Awards

Notwithstanding anything in this Plan to the contrary, all Grandfathered Awards shall be subject to and comply with the provisions of this Plan as amended and restated effective February 17, 2015 (the “Prior Restatement”) regarding Section 162(m) of the Code. The Grandfathered Awards shall be administered pursuant to such terms of the Prior Restatement with the intent that the characterization of the Grandfathered Awards as “Performance-Based Compensation,” as that term was defined under the Prior Restatement, is preserved following November 2, 2017, in accordance with the terms of Section 162(m) of the Code (as amended by the Tax Cuts and Jobs Act) and the regulations and IRS guidance promulgated thereunder, including but not limited to IRS Notice 2018-68.

Article 13.Non-Employee Director Awards

13.1Non-Employee Director Awards. Non-Employee Directors may only be granted Awards under the Plan in accordance with this Article 13 and which shall not be subject to management’s discretion. From time to time, the Board shall set the amount(s) and type(s) of equity awards that shall be granted to all Non-Employee Directors on a periodic, nondiscriminatory basis pursuant to the Plan, as well as any additional amount(s), if any, to be awarded, also on a periodic, nondiscriminatory basis, based on each of the following: the number of committees of the Board on which a Non-Employee Director serves, service of a Non-Employee Director as the chair of a committee of the Board, service of a Non-Employee Director as Chairman of the Board or service of a Non-Employee Director as Lead Independent Director, or the first selection or appointment of an individual to the Board as a Non-Employee Director. Subject to the limits set forth in Section 4.1(d) and the foregoing, the Board shall grant such Awards to Non-Employee Directors, the Non-Employee Chairman of the Board and the Lead Independent Director, and grant New Non-Employee Director Awards, as it shall from time to time determine.

13.2Non-Employee Director Deferrals. This Section 13.2 governs Non-Employee Director deferrals of annual retainers earned and vested as of December 31, 2004. In order to comply with Section 409A of the Code, annual retainers for 2005 and later shall be subject to deferral only in accordance with the Arrow Electronics, Inc. Non-Employee Directors Deferred Stock Unit Plan or Arrow Electronics, Inc. Non-Employee Directors Deferred Compensation Plan (which also permits elective deferrals of Board and Board committee meeting fees).

a.Mandatory Deferral. Fifty percent (50%) of each payment comprising any annual retainer fees payable by the Company to each Non-Employee Director shall automatically be withheld by the Company and deferred hereunder, except to the extent that the Non-Employee Director has made an Optional Deferral Election in accordance with Section 13.2(b).

b.Optional Deferral Elections. A Non-Employee Director may submit a written election to the Secretary of the Company not to have the deferral provisions of Section 13.2(a) apply to the Non-Employee Director’s retainer fees or to have a deferral of a percentage other than fifty percent (50%) apply (an “Optional Deferral Election”) as follows:

(i)Prior to the Effective Date of the Plan, each Non-Employee Director may submit an Optional Deferral Election, which may specify that no portion of the Non-Employee Director’s retainer fees will be deferred under Section 13.2 or that a selected percentage other than fifty percent (50%) of the Non-Employee Director’s retainer fees will be deferred under Section 13.2. Such Optional Deferral Election will be effective unless and until it is revoked in writing.

(ii)Each Non-Employee Director initially elected after the Effective Date of the Plan may submit an Optional Deferral Election prior to the Non-Employee Director’s receipt of any portion of any retainer fee which may specify that no portion of the Non-Employee Director’s retainer fees will be deferred under Section 13.2 or that a selected percentage other than fifty percent (50%) of the Non-Employee Director’s retainer fees will be deferred under Section 13.2, such Optional Deferral Election will be effective unless and until it is revoked in writing.

(iii)On an ongoing basis, each Non-Employee Director who has not made a standing Optional Deferral Election may make an Optional Deferral Election requesting the cessation of deferrals from his or her future payments of annual retainer fees or specifying that a selected percentage other than fifty percent (50%) of the Non-Employee Director’s retainer fees will be deferred under Section 13.2. In addition, any Non-Employee Director who has previously made a standing Optional Deferral Election may submit a new Optional Deferral Election, which will supersede the prior Optional Deferral Election. Any such election will take effect as of the commencement of the calendar year following the year in which the election is made and will be honored unless and until it is revoked in writing prior to the commencement of the calendar year in which such revocation is to become effective. However, any amounts deferred prior to the effective date of the new Optional Deferral Election will continue to be deferred under Section 13.2.

c.Maintenance of Deferred Accounts. A recordkeeping account shall be established and maintained in the name of each Non-Employee Director. Amounts which are deferred hereunder shall be converted into units (“Units”) based on the Fair Market Value of the Company’s common stock, and such Units (including any fractional Units) shall be credited to the Non-Employee Director’s account. The conversion and crediting of deferrals shall occur as of the date that such deferred amounts would otherwise have been payable to the Non-Employee Director. Dividend equivalents earned on the basis of whole Units previously credited to a Non-Employee Director’s account shall be credited to the Non-Employee Director’s account as Units, including fractional Units, on the date any such dividend has been declared to be payable on Shares. Units, excluding fractional Units, shall earn dividend equivalents from the date such Units are credited to a Non-Employee Director’s account until the date such Units are converted into Shares and distributed. Dividend equivalents shall be computed by multiplying the dividend paid per Share during the period Units are credited to a Non-Employee Director’s account times the number of whole Units so credited, but Units shall earn such dividend equivalents only as, if, and when dividends are declared and paid on Shares.

d.Method of Distribution of Deferrals. No distribution of deferrals may be made except as provided in this Section 13.2(d) or in a deferral agreement between the Company and a Non-employee Director. As of the last business day of the calendar month in which a Non-Employee Director’s service as a director of the Company ceases, each whole Unit then credited to the Non-Employee Director’s deferral account shall be converted into one Share and any fractional Unit shall be converted into cash by multiplying such fraction by the Fair Market Value of a Share as of such date. Such Shares and cash shall be distributed to the Non-Employee Director in a single lump sum, as soon as practicable following such date. At the written request of a Non-Employee Director, the Board of Directors, in its sole discretion, may accelerate payment of amounts deferred hereunder, upon a showing of unforeseeable emergency by such Non-Employee Director. For purposes of this paragraph, “unforeseeable emergency” is defined as severe financial hardship resulting from extraordinary and unanticipated circumstances arising as a result of one or more recent events beyond the control of the Non-Employee Director. In any event, payment may not be made to the extent such emergency is or may be relieved: (1) through reimbursement or compensation by insurance or otherwise; (2) by liquidation of the Non-Employee Director’s assets, to the extent the liquidation of such assets would not, itself, cause severe financial hardship; and (3) by cessation of deferrals under the Plan. Examples of events that are not considered to be unforeseeable emergencies include the need to send a Non-Employee Director’s child to college or the desire to purchase a home.

Article 14.Dividend Equivalents

Any Participant selected by the Compensation Committee may be granted dividend equivalents based on the dividends declared on Shares that are subject to any Award, to be credited as of dividend payment dates, during the period between the date the Award is granted and the date the Award is exercised, vests or expires, as determined by the Compensation Committee; provided, however, that, with respect to Awards granted after May 4, 2010, dividend equivalents may only be credited with respect to the vested portions of Awards. Such dividend equivalents shall be converted to cash or additional Shares by such formula and at such time and subject to such limitations as may be determined by the Compensation Committee.

Dividend equivalents granted with respect to Options or SARs that are intended to be Performance-Based Compensation shall be payable, with respect to pre-exercise periods, regardless of whether such Option or SAR is subsequently exercised.

Article 15.Beneficiary Designation

Each Participant under the Plan may, from time to time, name any beneficiary or beneficiaries (who may be named contingently or successively) to whom any benefit under the Plan is to be paid in case of his or her death before he or she receives any or all of such benefit. Each such designation shall revoke all prior designations by the same Participant, shall be in a form prescribed by the Compensation Committee, and will be effective only when filed by the Participant in writing with the Company during the Participant’s lifetime. In the absence of any such designation, benefits remaining unpaid at the Participant’s death shall be paid to the Participant’s estate.

Article 16.Deferrals

The Compensation Committee may permit or, in an Award Agreement, require officers or Non-Employee Directors to defer receipt of the payment of cash or the delivery of Shares that would otherwise be due to such officers or Non-Employee Directors by virtue of the lapse or waiver of restrictions with respect to Restricted Stock or Restricted Stock Units, or the satisfaction of any requirements or performance goals with respect to Performance Shares, Performance Units, Cash-Based Awards, Other Stock-Based Awards, or Cash-Based Awards. If any such deferral election is required or permitted, the Compensation Committee shall, in its sole discretion, establish rules and procedures for such payment deferrals.

Article 17.Rights of Participants

17.1Employment. Nothing in the Plan or an Award Agreement shall interfere with or limit in any way the right of the Company, its Affiliates, and/or its Subsidiaries, to terminate any Participant’s employment or service on the Board or to the Company at any time or for any reason not prohibited by law, nor confer upon any Participant any right to continue his or her employment or service as a Director or Third Party Service Provider for any specified period of time.

Neither an Award nor any benefits arising under this Plan shall constitute an employment contract with the Company, its Affiliates, and/or its Subsidiaries and, accordingly, subject to Articles 3 and 19, this Plan and the benefits hereunder may be terminated at any time in the sole and exclusive discretion of the Committee Compensation Committee without giving rise to any liability on the part of the Company, its Affiliates, and/or its Subsidiaries.

17.2Participation. No individual shall have the right to be selected to receive an Award under this Plan, or, having been so selected, to be selected to receive a future Award.

17.3Rights as a Shareholder. Except as otherwise provided herein, a Participant shall have none of the rights of a shareholder with respect to Shares covered by any Award until the Participant becomes the record holder of such Shares.

17.4No Third Party Beneficiaries. This Plan does not confer any right or remedy other than to Participants, the Company, and their respective permitted successors and assigns, and no action may be brought against the Company, the Board, the Compensation Committee, or any of the Compensation Committee’s delegates by any third party claiming as a third party beneficiary to the Plan or any Award Agreement.

Article 18.Corporate Events

Unless otherwise set forth in the Award Agreement, upon a dissolution or liquidation of the Company, or a sale of substantially all of the assets of the Company, its Subsidiaries, and its Affiliates and the acquiring entity does not substitute new and equivalent Awards for the outstanding Awards hereunder, or a merger or consolidation in which the surviving corporation does not substitute new and equivalent Awards for the outstanding Awards hereunder, (each a “Corporate Event”) each Participant shall be given at least ten days prior written notice of the occurrence of such Corporate Event, every Award outstanding hereunder shall become fully vested and exercisable, all restrictions on such Awards shall lapse and each Participant may exercise any Award that is in the form of an Option or SAR, in whole or in part, prior to or simultaneously with such Corporate Event. Unless otherwise set forth in the Award Agreement, upon the occurrence of any such Corporate Event, any Option or SAR not exercised pursuant hereto shall terminate. Unless otherwise set forth in the Award Agreement, furthermore, upon the occurrence of a Corporate Event, the Company shall have the option to cancel every outstanding Award hereunder (other than Options and SARs outstanding the cancellation which would be handled by the preceding sentence) and to pay the holder of such Awards the value of those Awards as determined by the Board or Compensation Committee in their sole discretion.

Article 19.Amendment, Modification, Suspension, and Termination

19.1Amendment, Modification, Suspension, and Termination. Subject to Section 19.3, the Compensation Committee may, at any time and from time to time, alter, amend, modify, suspend, or terminate the Plan and any Award Agreement in whole or in part; provided, however, that, without the prior approval of the Company’s shareholders and except as provided in Section 4.4 hereof, Options issued under the Plan will not be repriced, replaced, or regranted through cancellation, or by lowering the Option Price of a previously granted Option, and no amendment of the Plan shall be made without shareholder approval if shareholder approval is required by law, regulation, or stock exchange rule, including, but not limited to, the Securities Exchange Act of 1934, as amended, the Internal Revenue Code of 1986, as amended, and, if applicable, the New York Stock Exchange Listed Company Manual.

19.2Adjustment of Awards Upon the Occurrence of Certain Unusual or Non-recurring Events. The Compensation Committee shall, as and in the manner it deems necessary or appropriate, make adjustments in the terms and conditions of, and the criteria included in, Awards in recognition of unusual, unforeseen or nonrecurring events (including, without limitation, the events described in Section 4.4 hereof, restructuring charges and income or expenses related to acquisitions and dispositions, tax and litigation settlements, and capital projects not contemplated at the time an Award was made) affecting the Corporation or the financial statements of the Corporation or of changes in applicable laws, regulations, or accounting principles, in order to prevent the unintended dilution or enlargement of the benefits or potential benefits intended to be made available under the Plan. The determination of the Compensation Committee as to the foregoing adjustments shall be conclusive and binding on Participants under the Plan.

19.3Awards Previously Granted. Notwithstanding any other provision of the Plan to the contrary, no termination, amendment, suspension, or modification of the Plan or an Award Agreement shall adversely affect in any material way any Award previously granted under the Plan, without the written consent of the Participant holding such Award or any predecessor plans.

Article 20.Withholding

20.1Tax Withholding. The Company shall have the power and the right to deduct or withhold, or require a Participant to remit to the Company, the minimum statutory amount to satisfy federal, state, and local taxes, domestic or foreign, required by law or regulation to be withheld with respect to any taxable event arising as a result of this Plan.

20.2Share Withholding. With respect to withholding required upon the exercise of Options or SARs, upon the lapse of restrictions on Restricted Stock and Restricted Stock Units, or upon the achievement of performance goals related to Performance Shares, or any other taxable event arising as a result of an Award granted hereunder, the Compensation Committee may decide to permit Participants to satisfy the withholding requirement, in whole or in part, by having the Company withhold Shares having a Fair Market Value on the date the tax is to be determined equal to the minimum statutory total tax that could be imposed on the transaction. If permitted by the Compensation Committee, all Participant elections related to share withholding shall be irrevocable, made in writing, and signed by the Participant, and shall be subject to any restrictions or limitations that the Compensation Committee, in its sole discretion, deems appropriate.

Article 21.Successors

All obligations of the Company under the Plan with respect to Awards granted hereunder shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or substantially all of the business and/or assets of the Company.

Article 22.General Provisions

22.1Forfeiture Events.

a.The Compensation Committee may specify in an Award Agreement that the Participant’s rights, payments, and benefits with respect to an Award shall be subject to reduction, cancellation, forfeiture, or recoupment upon the occurrence of certain specified events, in addition to any otherwise applicable vesting or performance conditions of an Award. Such events may include, but shall not be limited to, termination of employment for cause, termination of the Participant’s provision of services to the Company, Affiliate, and/or Subsidiary, violation of material Company, Affiliate, and/or Subsidiary policies, breach of noncompetition, confidentiality, or other restrictive covenants that may apply to the Participant, or other conduct by the Participant that is detrimental to the business or reputation of the Company, its Affiliates, and/or its Subsidiaries.

b.If Section 304 of the Sarbanes-Oxley Act of 2002 applies to any Award or payment in settlement of any Award, the Participant shall and hereby agrees to reimburse the Company for any such amounts or Awards as provided by Section 304 of the Sarbanes-Oxley Act of 2002.

22.2Legend. The certificates for Shares may include any legend which the Compensation Committee deems appropriate to reflect any restrictions on transfer of such Shares.

22.3Gender and Number. Except where otherwise indicated by the context, any masculine term used herein also shall include the feminine, the plural shall include the singular, and the singular shall include the plural.

22.4Severability. In the event any provision of the Plan shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining parts of the Plan, and the Plan shall be construed and enforced as if the illegal or invalid provision had not been included.

22.5Requirements of Law. The granting of Awards and the issuance of Shares under the Plan shall be subject to all applicable laws, rules, and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required.

22.6Delivery of Title. The Company shall have no obligation to issue or deliver evidence of title for Shares issued under the Plan prior to:

a.Obtaining any approvals from governmental agencies that the Company determines are necessary or advisable; and

b.Completion of any registration or other qualification of the Shares under any applicable national or foreign law or ruling of any governmental body that the Company determines to be necessary or advisable.

22.7Inability to Obtain Authority. The inability of the Company to obtain authority from any regulatory body having jurisdiction, which authority is deemed by the Company’s counsel to be necessary to the lawful issuance and sale of any Shares hereunder, shall relieve the Company of any liability in respect of the failure to issue or sell such Shares as to which such requisite authority shall not have been obtained.

22.8Investment Representations. The Compensation Committee may require any person receiving Shares pursuant to an Award under this Plan to represent and warrant in writing that the person is acquiring the Shares for investment and without any present intention to sell or distribute such Shares.

22.9Employees, Directors, Third Party Service Providers, and Participants Based Outside of the United States. Notwithstanding any provision of the Plan to the contrary, in order to comply with the laws in other countries in which the Company, its Affiliates, and/or its Subsidiaries operate or have Employees, Directors, Third Party Service Providers, or Participants, the Compensation Committee, in its sole discretion, shall have the power and authority to:

a.Determine which Affiliates and Subsidiaries shall be covered by the Plan;

b.Determine which Employees, Directors, Third Party Service Providers, or Participants outside the United States are eligible to participate in the Plan;

c.Modify the terms and conditions of any Award granted to Employees, Directors, Third Party Service Providers, or Participants outside the United States to comply with applicable foreign laws;

d.Establish subplans and modify exercise procedures and other terms and procedures, to the extent such actions may be necessary or advisable. Any subplans and modifications to Plan terms and procedures established under this Section 22.9 by the Compensation Committee shall be attached to this Plan document as appendices; and

e.Take any action, before or after an Award is made, that it deems advisable to obtain approval or comply with any necessary local government regulatory exemptions or approvals.

Notwithstanding the above, the Compensation Committee may not take any actions hereunder, and no Awards shall be granted, that would violate applicable law.

22.10Uncertificated Shares. To the extent that the Plan provides for issuance of certificates to reflect the transfer of Shares, the transfer of such Shares may be effected on a uncertificated basis, to the extent not prohibited by applicable law or the rules of any stock exchange.

22.11Unfunded Plan. Participants shall have no right, title, or interest whatsoever in or to any investments that the Company, and/or its Subsidiaries, and/or Affiliates may make to aid it in meeting its obligations under the Plan. Nothing contained in the Plan, and no action taken pursuant to its provisions, shall create or be construed to create a trust of any kind, or a fiduciary relationship between the Company and any Participant, beneficiary, legal representative, or any other person. To the extent that any person acquires a right to receive payments from the Company, and/or its Subsidiaries, and/or Affiliates under the Plan, such right shall be no greater than the right of an unsecured general creditor of the Company, a Subsidiary, or an Affiliate, as the case may be. All payments to be made hereunder shall be paid from the general funds of the Company, a Subsidiary, or an Affiliate, as the case may be and no special or separate fund shall be established and no segregation of assets shall be made to assure payment of such amounts except as expressly set forth in the Plan. The Plan is not subject to ERISA.

22.12No Fractional Shares. No fractional Shares shall be issued or delivered pursuant to the Plan or any Award. The Compensation Committee shall determine whether cash, Awards, or other property shall be issued or paid in lieu of fractional Shares or whether such fractional Shares or any rights thereto shall be forfeited or otherwise eliminated.

22.13Retirement and Welfare Plans. Neither Awards made under the Plan nor Shares or cash paid pursuant to such Awards will be included as “compensation” for purposes of computing the benefits payable to any Participant under the Company’s or any Subsidiary’s or Affiliate’s retirement plans (both qualified and non-qualified) or welfare benefit plans unless such other plan expressly provides that such compensation shall be taken into account in computing a participant’s benefit.

22.14Non-exclusivity of the Plan. The adoption of this Plan shall not be construed as creating any limitations on the power of the Board or Compensation Committee to adopt such other compensation arrangements as it may deem desirable for any Participant.

22.15No Constraint on Corporate Action. Nothing in this Plan shall be construed to: (i) limit, impair, or otherwise affect the Company’s or a Subsidiary’s or an Affiliate’s right or power to make adjustments, reclassifications, reorganizations, or changes of its capital or business structure, or to merge or consolidate, or dissolve, liquidate, sell, or transfer all or any part of its business or assets; or, (ii) limit the right or power of the Company or a Subsidiary or an Affiliate to take any action which such entity deems to be necessary or appropriate.

22.16Right of First Refusal. Unless otherwise set forth in the Award Agreement, shares acquired under the Plan by a Participant may not be sold or otherwise disposed of in any way (including a transfer or gift or by reason of the death of the Participant) until the Participant (or his legal representative, legatee or distributee of his or her estate) first offers to sell the Shares to the Company as herein provided. The price per Share at which the Shares shall be offered to the Company shall be the closing price per Share reported on the Consolidated Tape (as such price is reported in the Wall Street Journal or if such publication is unavailable then Reuters) on the date the Participant’s offer is received by the Secretary of the Company. If the Company fails to accept the offer to purchase such Shares within seven days after such date, the Shares shall thereafter be free of all restrictions under the Plan.

22.17Ratification of Actions. By accepting any Award or other benefit under the Plan, each Participant and each person claiming under or through each Participant shall be conclusively deemed to have indicated his or her acceptance and ratification of, and consent to, any action taken under the Plan by the Company, the Board or the Compensation Committee.

22.18Governing Law. The Plan and each Award Agreement shall be governed by the laws of the State of New York excluding any conflicts or choice of law rule or principle that might otherwise refer construction or interpretation of the Plan to the substantive law of another jurisdiction. Unless otherwise provided in the Award Agreement, recipients of an Award under the Plan are deemed to submit to the exclusive jurisdiction and venue of the federal or state courts of New York, to resolve any and all issues that may arise out of or relate to the Plan or any related Award Agreement.

22.19Jury Waiver. Every Participant, every person claiming under or through a Participant, and the Company hereby waives to the fullest extent permitted by applicable law any right to a trial by jury with respect to any litigation directly or indirectly arising out of, under, or in connection with the Plan or any Award Agreement issued pursuant to the Plan.

49218074.7

EX-31.I

Exhibit 31(i)

Arrow Electronics, Inc.

Certification of Chief Executive Officer Pursuant to Section 302 of the

Sarbanes-Oxley Act of 2002

I, Michael J. Long, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Arrow Electronics, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors  (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	August 1, 2019	By:	/s/ Michael J. Long
			Michael J. Long
			Chairman, President, and Chief Executive Officer

EX-31.II

Exhibit 31(ii)

Arrow Electronics, Inc.

Certification of Chief Financial Officer Pursuant to Section 302 of the

Sarbanes-Oxley Act of 2002

I, Chris D. Stansbury, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Arrow Electronics, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors  (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	August 1, 2019	By:	/s/ Chris D. Stansbury
			Chris D. Stansbury
			Senior Vice President and Chief Financial Officer

EX-32.I

Exhibit 32(i)

Arrow Electronics, Inc.

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant

to Section 906 of the Sarbanes-Oxley Act of 2002 (“Section 906”)

In connection with the Quarterly Report on Form 10-Q of Arrow Electronics, Inc. (the "company") for the quarter ended June 29, 2019 (the "Report"), I, Michael J. Long, Chairman, President, and Chief Executive Officer of the company, certify, pursuant to the requirements of Section 906, that, to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the company.

Date:	August 1, 2019	By:	/s/ Michael J. Long
			Michael J. Long
			Chairman, President, and Chief Executive
			Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the company and will be retained by the company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.II

Exhibit 32(ii)

Arrow Electronics, Inc.

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002 (“Section 906”)

In connection with the Quarterly Report on Form 10-Q of Arrow Electronics, Inc. (the "company") for the quarter ended June 29, 2019 (the "Report"), I, Chris D. Stansbury, Senior Vice President and Chief Financial Officer of the company, certify, pursuant to the requirements of Section 906, that, to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the company.

Date:	August 1, 2019	By:	/s/ Chris D. Stansbury
			Chris D. Stansbury
			Senior Vice President and Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the company and will be retained by the company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Cover Document - shares	6 Months Ended
	Jun. 29, 2019	Jul. 25, 2019
Cover page.
Document Type	10-Q
Entity Central Index Key	0000007536
Document Quarterly report	true
Document Period End Date	Jun. 29, 2019
Document Transition Report	false
Entity File Number	1-4482
Entity Registrant Name	ARROW ELECTRONICS INC
Entity Incorporation, State or Country Code	NY
Entity Tax Identification Number	11-1806155
Entity Address, Address Line One	9201 East Dry Creek Road
Entity Address, City or Town	Centennial
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80112
City Area Code	(303)
Local Phone Number	824-4000
Title of 12(b) Security	Common Stock, $1 par value
Trading Symbol	ARW
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		83,140,368

XML

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Income Statement [Abstract]
Document Period End Date				Jun. 29, 2019
Sales	[1]	$ 7,344,548	$ 7,392,528	$ 14,500,539	$ 14,268,141
Cost of sales		6,529,639	6,459,708	12,823,942	12,466,377
Gross profit		814,909	932,820	1,676,597	1,801,764
Operating expenses:
Selling, general, and administrative expenses		599,212	580,388	1,155,288	1,143,357
Depreciation and amortization		46,982	46,422	94,508	93,669
Loss on disposition of businesses, net		0	0	866	1,562
Impairments (Notes D and E)		697,993	0	697,993	0
Restructuring, integration, and other charges		19,912	19,183	31,572	40,354
Total operating expenses		1,364,099	645,993	1,980,227	1,278,942
Operating income (loss)		(549,190)	286,827	(303,630)	522,822
Equity in earnings (losses) of affiliated companies		382	517	(1,085)	(156)
Gain (loss) on investments, net		1,390	(2,563)	6,738	(5,015)
Employee benefit plan expense		1,139	1,257	2,278	2,488
Interest and other financing expense, net		51,563	60,803	103,544	105,982
Income (loss) before income taxes		(600,120)	222,721	(403,799)	409,181
Provision (benefit) for income taxes		(52,369)	51,681	1,538	98,271
Consolidated net income (loss)		(547,751)	171,040	(405,337)	310,910
Noncontrolling interests		1,215	1,125	2,894	1,901
Net income (loss) attributable to shareholders		$ (548,966)	$ 169,915	$ (408,231)	$ 309,009
Net income (loss) per share:
Basic		$ (6.48)	$ 1.94	$ (4.80)	$ 3.52
Diluted	[2]	$ (6.48)	$ 1.92	$ (4.80)	$ 3.48
Weighted-average shares outstanding:
Basic		84,652	87,802	85,022	87,878
Diluted		84,652	88,652	85,022	88,841

[1] Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

[2] Stock-based compensation awards for the issuance of 915 and 515 shares for the second quarter and first six months of 2018, respectively, were excluded from the computation of net income per share on a diluted basis as their effect was anti-dilutive.

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Consolidated net income (loss)	$ (547,751)	$ 171,040	$ (405,337)	$ 310,910
Other comprehensive income (loss):
Foreign currency translation adjustment and other	16,021	(146,807)	20,463	(101,838)
Unrealized gain (loss) on foreign exchange contracts designated as net investment hedges, net of taxes	(1,427)	0	4,106	0
Unrealized gain (loss) on interest rate swaps designated as cash flow hedges, net of taxes	(6,606)	231	(6,366)	459
Employee benefit plan items, net of taxes	85	613	404	895
Other comprehensive income (loss)	8,073	(145,963)	18,607	(100,484)
Comprehensive income (loss)	(539,678)	25,077	(386,730)	210,426
Less: Comprehensive income (loss) attributable to noncontrolling interests	1,730	(534)	2,761	(11)
Comprehensive income (loss) attributable to shareholders	$ (541,408)	$ 25,611	$ (389,491)	$ 210,437

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 29, 2019		Dec. 31, 2018
ASSETS
Cash and cash equivalents	$ 269,989		$ 509,327
Accounts receivable, net	7,976,603		8,945,463
Inventories	3,596,613		3,878,678
Other current assets	267,151		274,832
Total current assets	12,110,356		13,608,300
Property, plant, and equipment, at cost:
Land	7,873		7,882
Buildings and improvements	156,124		158,712
Machinery and equipment	1,443,901		1,425,933
Less: Accumulated depreciation and amortization	(793,981)		(767,827)
Property, plant, and equipment, net	813,917		824,700
Property, plant, and equipment, gross	1,607,898		1,592,527
Investments in affiliated companies	86,157		83,693
Intangible assets, net	290,236		372,644
Goodwill	2,067,499	[1]	2,624,690	[2]
Other assets	656,204		270,418
Total assets	16,024,369		17,784,445
LIABILITIES AND EQUITY
Accounts payable	6,245,068		7,631,879
Accrued expenses	853,735		912,292
Short-term borrowings, including current portion of long-term debt	279,158		246,257
Total current liabilities	7,377,961		8,790,428
Long-term debt	3,157,274		3,239,115
Other liabilities	666,419		378,536
Equity:
Issued - 125,424 shares in both 2019 and 2018, respectively	125,424		125,424
Capital in excess of par value	1,136,649		1,135,934
Treasury stock (42,283 and 40,233 shares in 2019 and 2018, respectively), at cost	(2,139,743)		(1,972,254)
Retained earnings	5,927,104		6,335,335
Accumulated other comprehensive loss	(280,709)		(299,449)
Total shareholders' equity	4,768,725		5,324,990
Noncontrolling interests	53,990		51,376
Total equity	4,822,715		5,376,366
Total liabilities and equity	$ 16,024,369		$ 17,784,445

[1] The total carrying value of goodwill as of June 29, 2019 in the table above is reflected net of $1,588,955 of accumulated impairment charges, of which $1,287,100 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

[2] The total carrying value of goodwill as of December 31, 2018 in the table above is reflected net of $1,018,780 of accumulated impairment charges, of which $716,925 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

XML

CONSOLIDATED BALANCE SHEETS Parenthetical - $ / shares shares in Thousands	Jun. 29, 2019	Dec. 31, 2018
Common Stock, Par or Stated Value Per Share	$ 1.00	$ 1.00
Common Stock, Shares Authorized	160,000	160,000
Common Stock, Shares, Issued	125,424	125,424
Treasury Stock, Shares	42,283	40,233

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018
Document Period End Date	Jun. 29, 2019
Cash flows from operating activities:
Consolidated net income (loss)	$ (405,337)	$ 310,910
Adjustments to reconcile consolidated net income (loss) to net cash provided by (used for) operations:
Depreciation and amortization	94,508	93,669
Amortization of stock-based compensation	27,629	25,662
Equity in losses of affiliated companies	1,085	156
Deferred income taxes	(71,846)	12,706
impairments	697,993	0
(Gain) loss on investments, net	(6,738)	5,015
Other	11,956	5,605
Change in assets and liabilities, net of effects of acquired and disposed businesses:
Accounts receivable	895,553	(73,647)
Inventories	278,142	(499,917)
Accounts payable	(1,346,176)	(240,725)
Accrued expenses	(71,394)	(516)
Other assets and liabilities	(28,956)	(123,767)
Net cash provided by (used for) operating activities	76,419	(484,849)
Cash flows from investing activities:
Cash consideration paid for acquired businesses, net of cash acquired	0	(331,563)
Proceeds from disposition of businesses	9,460	34,291
Acquisition of property, plant, and equipment	(81,636)	(66,551)
Other	2,940	(8,000)
Net cash used for investing activities	(69,236)	(371,823)
Cash flows from financing activities:
Change in short-term and other borrowings	(173,356)	59,613
Proceeds from long-term bank borrowings, net	118,977	759,334
Redemption of notes	0	(300,000)
Proceeds from exercise of stock options	9,622	5,985
Repurchases of common stock	(200,924)	(72,551)
Other	(147)	(156)
Net cash provided by (used for) financing activities	(245,828)	452,225
Effect of exchange rate changes on cash	(693)	4,883
Net decrease in cash and cash equivalents	(239,338)	(399,564)
Cash and cash equivalents at beginning of period	509,327	730,083
Cash and cash equivalents at end of period	$ 269,989	$ 330,519

XML

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands	Total	Common Stock at Par Value	Capital in Excess of Par Value	Treasury Stock	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interest	Stockholders' Equity, Total [Member]
Balance at Dec. 31, 2017	$ 4,997,940	$ 125,424	$ 1,114,167	$ (1,762,239)	$ 5,596,786	$ (124,883)	$ 48,685
Effect of new accounting principles	0	0	0	0	22,354	(22,354)	0
Consolidated net income (loss)	139,870	0	0	0	139,094	0	776
Other comprehensive income (loss)	45,477	0	0	0	0	45,732	(255)
Amortization of stock-based compensation	13,043	0	13,043	0	0	0	0
Shares issued for stock-based compensation awards	4,997	0	(22,102)	27,099	0	0	0
Repurchases of common stock	(52,513)	0	0	(52,513)	0	0	0
Balance at Mar. 31, 2018	5,148,814	125,424	1,105,108	(1,787,653)	5,758,234	(101,505)	49,206
Balance at Dec. 31, 2017	4,997,940	125,424	1,114,167	(1,762,239)	5,596,786	(124,883)	48,685
Consolidated net income (loss)	310,910
Other comprehensive income (loss)	(100,484)
Balance at Jun. 30, 2018	5,167,307	125,424	1,117,389	(1,806,362)	5,928,149	(245,809)	48,516
Balance at Mar. 31, 2018	5,148,814	125,424	1,105,108	(1,787,653)	5,758,234	(101,505)	49,206
Consolidated net income (loss)	171,040	0	0	0	169,915	0	1,125
Other comprehensive income (loss)	(145,963)	0	0	0	0	(144,304)	(1,658)	$ (145,962)
Amortization of stock-based compensation	12,619	0	12,619	0	0	0	0
Shares issued for stock-based compensation awards	991	0	(338)	1,329	0	0	0
Repurchases of common stock	(20,038)	0	0	(20,038)	0	0	0
Distributions	(157)	0	0	0	0	0	(157)
Balance at Jun. 30, 2018	5,167,307	125,424	1,117,389	(1,806,362)	5,928,149	(245,809)	48,516
Balance at Dec. 31, 2018	5,376,366	125,424	1,135,934	(1,972,254)	6,335,335	(299,449)	51,376
Consolidated net income (loss)	142,414	0	0	0	140,735	0	1,679
Other comprehensive income (loss)	10,534	0	0	0	0	11,182	(648)
Amortization of stock-based compensation	19,090	0	19,090	0	0	0	0
Shares issued for stock-based compensation awards	6,931	0	(26,267)	33,198	0	0	0
Repurchases of common stock	(53,925)	0	0	(53,925)	0	0	0
Balance at Mar. 30, 2019	5,501,410	125,424	1,128,757	(1,992,981)	6,476,070	(288,267)	52,407
Balance at Dec. 31, 2018	5,376,366	125,424	1,135,934	(1,972,254)	6,335,335	(299,449)	51,376
Consolidated net income (loss)	(405,337)
Other comprehensive income (loss)	18,607
Balance at Jun. 29, 2019	4,822,715	125,424	1,136,649	(2,139,743)	5,927,104	(280,709)	53,990
Balance at Mar. 30, 2019	5,501,410	125,424	1,128,757	(1,992,981)	6,476,070	(288,267)	52,407
Consolidated net income (loss)	(547,751)	0	0	0	(548,966)	0	1,215
Other comprehensive income (loss)	8,073	0	0	0	0	7,558	515
Amortization of stock-based compensation	8,539	0	8,539	0	0	0	0
Shares issued for stock-based compensation awards	2,693	0	(647)	3,340	0	0	0
Repurchases of common stock	(150,102)	0	0	(150,102)	0	0	0
Distributions	(147)	0	0	0	0	0	(147)
Balance at Jun. 29, 2019	$ 4,822,715	$ 125,424	$ 1,136,649	$ (2,139,743)	$ 5,927,104	$ (280,709)	$ 53,990

XML

Basis of Presentation

6 Months Ended

Jun. 29, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Basis of Presentation

The accompanying consolidated financial statements of Arrow Electronics, Inc. (the “company”) were prepared in accordance with accounting principles generally accepted in the United States and reflect all adjustments of a normal recurring nature, which are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations at and for the periods presented.  The consolidated results of operations for the interim periods are not necessarily indicative of results for the full year.

These consolidated financial statements do not include all of the information or notes necessary for a complete presentation and, accordingly, should be read in conjunction with the company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2018, as filed in the company’s Annual Report on Form 10-K.

Quarter End

The company operates on a quarterly calendar that closes on the Saturday closest to the end of the calendar quarter.

Reclassification

Certain prior period amounts were reclassified to conform to the current period presentation. These reclassifications did not have a material impact on previously reported amounts.

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Impact of Recently Issued Accounting Standards

6 Months Ended

Jun. 29, 2019

Accounting Policies [Abstract]

Basis of Presentation and Significant Accounting Policies [Text Block]

Impact of Recently Issued Accounting Standards

In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2018-15, Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (a consensus of the FASB Emerging Issues Task Force) (“ASU No. 2018-15”). ASU No. 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop internal-use software. ASU No. 2018-15 is effective for the company in the first quarter of 2020, with early adoption permitted, and is to be applied either retrospectively or prospectively. The company is currently evaluating the potential effects of adopting the provisions of ASU No. 2018-15. The adoption is not expected to be material to the consolidated financial statements.

In August 2017, the FASB issued Accounting Standards Update No. 2017-12, Derivatives and Hedging (Topic 815) (“ASU No. 2017-12”). ASU No. 2017-12 simplifies certain aspects of hedge accounting and results in a more accurate portrayal of the economics of an entity’s risk management activities in its financial statements. On January 1, 2019, the company adopted the provisions of ASU No. 2017-12 on a modified retrospective basis. The adoption of the provisions of ASU No. 2017-12 did not materially impact the company’s consolidated financial position or results of operations.

In June 2016, the FASB issued Accounting Standards Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU No. 2016-13”). ASU No. 2016-13 revises the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. In November 2018, the FASB issued ASU No. 2018-19,  Codification Improvements to Topic 326, Financial Instruments-Credit Losses, in April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments, and in May 2019, the FASB issued ASU No. 2019-05, Financial Instruments—Credit Losses (Topic 326), Targeted Transition Relief. These ASU’s provide supplemental guidance and clarification to ASU No. 2016-13 and must be adopted concurrently with the adoption of ASU No. 2016-13, cumulatively referred to as “Topic 326.” Topic 326 is effective for the company in the first quarter of 2020, with early adoption permitted, and is to be applied using a modified retrospective approach. The company is currently evaluating the potential effects of adopting the provisions of Topic 326.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). ASU No. 2016-02 requires the entity to recognize the assets and liabilities for the rights and obligations created by leased assets. Leases will be classified as either finance or operating, with classification affecting expense recognition in the income statement. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, and ASU No. 2018-11, Leases (Topic 842) Targeted Improvements. In March 2019, the FASB issued ASU No. 2019-01, Codification Improvements to Topic 842, Leases.

These ASU’s provide supplemental adoption guidance and clarification to ASU No. 2016-02, and must be adopted concurrently with the adoption of ASU No. 2016-02, cumulatively referred to as “Topic 842.”

On January 1, 2019, the company adopted Topic 842 applying the optional transition method, which allows an entity to apply the new standard at the adoption date with a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. In addition, the company elected a package of practical expedients and the short-term lease exception outlined in Topic 842. The company also implemented internal controls and key systems to enable the preparation of financial information on adoption. As a result of adopting Topic 842, the company recognized assets and liabilities for the rights and obligations created by operating leases, refer to Note L.

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Significant Accounting Policies

6 Months Ended

Jun. 29, 2019

Significant Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

Significant Accounting Policies

Except for the changes below and the impairments disclosed in Notes D and E, no material changes have been made to the company’s significant accounting policies disclosed in Note 1, Summary of Significant Accounting Policies, in its Annual Report on Form 10-K, filed on February 7, 2019, for the year ended December 31, 2018.

Leases

The company determines if a contract contains a lease at inception based on whether it conveys the right to control the use of an identified asset. Substantially all of the company’s leases are classified as operating leases. The company has determined that operating lease right-of-use assets will be recorded to “Other assets” and lease liabilities will be recorded to “Other liabilities” and “Accrued expenses” in the consolidated balance sheets. Lease expense will be recorded to “Selling, general, and administrative expenses” in the consolidated statements of operations. Operating lease payments will be recorded to “Operating cash flows” in the consolidated statements of cash flows.

Operating lease right-of-use assets and lease liabilities are recognized based on the net present value of future minimum lease payments over the lease term starting on the commencement date. The company generally is not able to determine the rate implicit in its leases and, as such, will apply an incremental borrowing rate based on the company’s cost of borrowing for the relevant terms of each lease. Lease expense for minimum lease payments are recognized on a straight-line basis over the lease term. Lease terms may include an option to extend or terminate a lease if it is reasonably certain that the company will exercise such options. The company has elected the practical expedient to not separate lease components from non-lease components, and also has elected not to record a right-of-use asset or lease liability for leases which, at inception, have a term of twelve months or less. Variable lease payments are recognized in the period in which the obligation for those payments is incurred.

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Impairments of Long-Lived Assets

6 Months Ended

Jun. 29, 2019

Impairment or Disposal of Tangible Assets Disclosure [Abstract]

Impairments of Long-Lived Assets [Text Block]

Impairment of Long-Lived AssetsThe company committed to a plan to close its personal computer and mobility asset disposition business within the global components business segment. In light of the plan, the company performed an impairment analysis of the long-lived assets of the personal computer and mobility asset disposition business in accordance with ASC 360 and recorded a pre-tax impairment charge of $74,908 to write-down certain assets of the personal computer and mobility asset disposition business to estimated fair value in the second quarter of 2019. The company also recorded $6,910 in impairment charges related to various other fixed assets in the second quarter of 2019, unrelated to the personal computer and mobility asset disposition business.

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Goodwill and Intangible Assets

6 Months Ended

Jun. 29, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill and Intangible Assets

Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets acquired. The company tests goodwill and other indefinite-lived intangible assets for impairment annually as of the first day of the fourth quarter, or more frequently if indicators of potential impairment exist.

During the second quarter of 2019, as a result of the company’s downward revision of forecasted future earnings previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019 and the decision to wind down the company’s personal computer and mobility asset disposition business, the company determined that it was more likely than not that an impairment may exist within the Americas components and Asia-Pacific components reporting units. The company evaluated its other four reporting units and concluded an interim impairment analysis was not required based on the results of those reporting units and historical levels of headroom in each of those reporting units. The interim goodwill impairment analysis related to the Americas components reporting

unit resulted in partial goodwill impairment charge of $509,000 ($457,806 net of tax) with $601,336 of goodwill remaining in the reporting unit and full impairment of $61,175 ($61,175 net of tax) within the Asia-Pacific reporting unit.

The company estimated the fair value of these reporting units using the income approach. For the purposes of the income approach, fair value was determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The fair value conclusion as of June 29, 2019 for the Americas components reporting unit is highly sensitive to changes in the assumptions used in the income approach which include forecasted revenues, gross profit margins, operating income margins, working capital cash flow, forecasted capital expenditures, perpetual growth rates, and long-term discount rates, among others, all of which require significant judgments by management. As the Americas components reporting unit has 0% excess fair value over the carrying value of the reporting unit, the remaining $601,336 of goodwill is susceptible to future period impairments. For example, a 100 basis point decrease in forecasted gross profit margin could result in a full impairment of the remaining $601,336 of goodwill, absent other inputs improving. The company has used recent historical performance, current forecasted financial information, and broad-based industry and economic statistics as a basis to estimate the key assumptions utilized in the discounted cash flow model. These key assumptions are inherently uncertain and require a high degree of estimation and judgment based on an evaluation of historical performance, current industry and global economic and geo-political conditions, and the timing and success of the implementation of current strategic initiatives.

Goodwill of companies acquired, allocated to the company’s business segments, is as follows:

	Global Components			Global ECS			Total
Balance as of December 31, 2018 (a)	$	1,437,501		$	1,187,189		$	2,624,690
Impairments and dispositions	(570,175		)	(1,386		)	(571,561		)
Foreign currency translation adjustment	16,823			(2,453		)	14,370
Balance as of June 29, 2019 (b)	$	884,149		$	1,183,350		$	2,067,499

(a) The total carrying value of goodwill as of December 31, 2018 in the table above is reflected net of $1,018,780 of accumulated impairment charges, of which $716,925 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

(b) The total carrying value of goodwill as of June 29, 2019 in the table above is reflected net of $1,588,955 of accumulated impairment charges, of which $1,287,100 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

Intangible assets, net, are comprised of the following as of June 29, 2019:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	10 years	$	443,223	$	(225,446	)	$	217,777
Developed technology	5 years	1,940		(1,035		)	905
Amortizable trade name	8 years	76,407		(4,853		)	71,554
		$	521,570	$	(231,334	)	$	290,236

Intangible assets, net, are comprised of the following as of December 31, 2018:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Non-amortizable trade names	indefinite	$	101,000	$	—		$	101,000
Customer relationships	11 years	475,050		(221,822		)	253,228
Developed technology	5 years	6,340		(4,311		)	2,029
Amortizable trade name	9 years	19,940		(3,553		)	16,387
		$	602,330	$	(229,686	)	$	372,644

During the second quarter of 2019, the company initiated actions to further integrate two global components businesses. These businesses held indefinite-lived trade names with a carrying value of $101,000. As a result of the company’s decision to integrate these brands, we determined the useful lives of the trade names were no longer indefinite. The company will begin amortizing these trade names over their estimated remaining useful lives. The trade names were tested for impairment during the second quarter as a result of the change in estimated useful lives. The company estimated the fair value of the trade names to be $55,000 using the relief from royalty method and recorded a non-cash impairment charge of $46,000 ($34,653 net of tax). The drivers of the impairment were primarily due to the shortened useful lives of the asset and a decline of the forecasted revenues attributable to the trade names as integration to the Arrow brand occurs over the estimated remaining useful lives.

During the second quarter of 2019 and 2018, the company recorded amortization expense related to identifiable intangible assets of $11,413 and $11,955, respectively. During the first six months of 2019 and 2018, amortization expense related to identifiable intangible assets was $23,343 and $25,475, respectively.

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Investments in Affiliated Companies

6 Months Ended

Jun. 29, 2019

Equity Method Investments and Joint Ventures [Abstract]

Investments in Affiliated Companies [Text Block]

Investments in Affiliated Companies

The company owns a 50% interest in several joint ventures with Marubun Corporation (collectively “Marubun/Arrow”) and several interests ranging from 19% to 50% in other joint ventures and equity method investments.  These investments are accounted for using the equity method.

The following table presents the company’s investment in affiliated companies:

	June 29, 2019		December 31, 2018
Marubun/Arrow	$	75,532	$	73,253
Other	10,625		10,440
	$	86,157	$	83,693

The equity in earnings (losses) of affiliated companies consists of the following:

	Quarter Ended					Six Months Ended
	June 29, 2019		June 30, 2018			June 29, 2019			June 30, 2018
Marubun/Arrow	$	227	$	1,483		$	1,453		$	2,574
Other	155		(966		)	(2,538		)	(2,730		)
	$	382	$	517		$	(1,085	)	$	(156	)

Under the terms of various joint venture agreements, the company is required to pay its pro-rata share of the third party debt of the joint ventures in the event that the joint ventures are unable to meet their obligations. At June 29, 2019 and December 31, 2018, the company’s pro-rata share of this debt was approximately $6,800 and $2,860, respectively. The company believes there is sufficient equity in each of the joint ventures to meet the obligations.

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Accounts Receivable

6 Months Ended

Jun. 29, 2019

Receivables [Abstract]

Accounts Receivable [Text Block]

Accounts Receivable

Accounts receivable, net, consists of the following:

	June 29, 2019			December 31, 2018
Accounts receivable	$	8,045,924		$	9,021,051
Allowances for doubtful accounts	(69,321		)	(75,588		)
	$	7,976,603		$	8,945,463

The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments.  The allowances for doubtful accounts are determined using a combination of factors, including the length of time the receivables are outstanding, the current business environment, and historical experience. The company also has notes receivables with certain customers, which are included in “Accounts receivable, net” in the company’s consolidated balance sheets.

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Debt

6 Months Ended

Jun. 29, 2019

Debt Disclosure [Abstract]

Debt [Text Block]

Debt

Short-term borrowings, including current portion of long-term debt, consists of the following:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	209,234	$	—
Borrowings on lines of credit	—		180,000
Other short-term borrowings	69,924		66,257
	$	279,158	$	246,257

Other short-term borrowings are primarily utilized to support working capital requirements. The weighted-average interest rate on these borrowings was 3.68% and 2.49% at June 29, 2019 and December 31, 2018, respectively.

The company has $200,000 in uncommitted lines of credit. There were no outstanding borrowings and $180,000 of outstanding borrowings under the uncommitted lines of credit at June 29, 2019 and December 31, 2018, respectively. These borrowings were provided on a short-term basis and the maturity is agreed upon between the company and the lender. The lines had a weighted-average effective interest rate of 3.36% and 3.39% at June 29, 2019 and December 31, 2018, respectively.

The company has a commercial paper program and the maximum aggregate balance of commercial paper outstanding may not exceed the borrowing capacity of $1,200,000. The company had no outstanding borrowings under this program at June 29, 2019 and December 31, 2018. The program had a weighted-average effective interest rate of 2.96% and 2.93% at June 29, 2019 and December 31, 2018, respectively.

Long-term debt consists of the following:

	June 29, 2019		December 31, 2018
Asset securitization program	$	930,000	$	810,000
6.00% notes, due 2020	—		209,147
5.125% notes, due 2021	130,618		130,546
3.50% notes, due 2022	347,684		347,288
4.50% notes, due 2023	297,882		297,622
3.25% notes, due 2024	494,564		494,091
4.00% notes, due 2025	346,062		345,762
7.50% senior debentures, due 2027	109,817		109,776
3.875% notes, due 2028	494,368		494,095
Other obligations with various interest rates and due dates	6,279		788
	$	3,157,274	$	3,239,115

The 7.50% senior debentures are not redeemable prior to their maturity.  All other notes may be called at the option of the company subject to “make whole” clauses.

The estimated fair market value, using quoted market prices, is as follows:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	214,500	$	214,500
5.125% notes, due 2021	135,500		134,500
3.50% notes, due 2022	356,000		345,000
4.50% notes, due 2023	315,000		303,500
3.25% notes, due 2024	500,500		467,000
4.00% notes, due 2025	359,000		340,500
7.50% senior debentures, due 2027	133,500		128,000
3.875% notes, due 2028	495,500		458,500

The carrying amount of the company’s short-term borrowings in various countries, revolving credit facility, asset securitization program, commercial paper, and other obligations approximate their fair value.

The company has a $2,000,000 revolving credit facility maturing in December 2023. This facility may be used by the company for general corporate purposes including working capital in the ordinary course of business, letters of credit, repayment, prepayment or purchase of long-term indebtedness, acquisitions, and as support for the company’s commercial paper program, as applicable. Interest on borrowings under the revolving credit facility is calculated using a base rate or a Eurocurrency rate plus a spread (1.18% at June 29, 2019), which is based on the company’s credit ratings, or an effective interest rate of 3.50% at June 29, 2019. The facility fee, which is based on the company’s credit ratings, was .20% of the total borrowing capacity at June 29, 2019. The company had no outstanding borrowings under the revolving credit facility at June 29, 2019 and December 31, 2018.

The company has an asset securitization program collateralized by accounts receivable of certain of its subsidiaries. The company may borrow up to $1,200,000 under the asset securitization program, which matures in June 2021. The asset securitization program is conducted through Arrow Electronics Funding Corporation (“AFC”), a wholly-owned, bankruptcy remote subsidiary. The asset securitization program does not qualify for true sale treatment. Accordingly, the accounts receivable and related debt obligation remain on the company’s consolidated balance sheets. Interest on borrowings is calculated using a base rate plus a spread (.40% at June 29, 2019), or an effective interest rate of 2.90% at June 29, 2019. The facility fee is .40% of the total borrowing capacity.

At June 29, 2019 and December 31, 2018, the company had $930,000 and $810,000, respectively, in outstanding borrowings under the asset securitization program, which was included in “Long-term debt” in the company’s consolidated balance sheets. Total

collateralized accounts receivable of approximately $2,413,243 and $2,754,400, respectively, were held by AFC and were included in “Accounts receivable, net” in the company’s consolidated balance sheets. Any accounts receivable held by AFC would likely not be available to other creditors of the company in the event of bankruptcy or insolvency proceedings before repayment of any outstanding borrowings under the asset securitization program.

Both the revolving credit facility and asset securitization program include terms and conditions that limit the incurrence of additional borrowings and require that certain financial ratios be maintained at designated levels. The company was in compliance with all covenants as of June 29, 2019 and is currently not aware of any events that would cause non-compliance with any covenants in the future.  

During 2018, the company redeemed $300,000 principal amount of its 3.00% notes due March 2018.

In the normal course of business, certain of the company’s subsidiaries have agreements to sell, without recourse, selected trade receivables to financial institutions. The company does not retain financial or legal interests in these receivables, and, accordingly they are accounted for as sales of the related receivables and the receivables are removed from the company’s consolidated balance sheets. Financing costs related to these transactions were not material and are included in “Interest and other financing expense, net” in the company’s consolidated statements of operations.

Interest and other financing expense, net, includes interest and dividend income of $14,492 and $28,537 for the second quarter and first six months of 2019, respectively. Interest and other financing expense, net, includes interest and dividend income of $11,303 and $20,557 for the second quarter and first six months of 2018, respectively.

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Financial Instruments Measured at Fair Value

6 Months Ended

Jun. 29, 2019

Fair Value Disclosures [Abstract]

Financial Instruments Measured At Fair Value [Text Block]

Financial Instruments Measured at Fair Value

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  The company utilizes a fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.  The fair value hierarchy has three levels of inputs that may be used to measure fair value:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.

The following table presents assets (liabilities) measured at fair value on a recurring basis at June 29, 2019:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,120	$	—		$	—	$	22,120
Equity investments (b)	Other assets	42,637		—			—		42,637
Interest rate swaps	Other liabilities	—		(9,168		)	—		(9,168		)
Foreign exchange contracts	Other current assets/ other assets	—		13,122			—		13,122
Foreign exchange contracts	Accrued expenses	—		(2,950		)	—		(2,950		)
		$	64,757	$	1,004		$	—	$	65,761

The following table presents assets (liabilities) measured at fair value on a recurring basis at December 31, 2018:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,883	$	—		$	—	$	22,883
Equity investments (b)	Other assets	38,045		—			—		38,045
Interest rate swaps	Other liabilities	—		(589		)	—		(589		)
Foreign exchange contracts	Other current assets	—		4,163			—		4,163
Foreign exchange contracts	Accrued expenses	—		(2,384		)	—		(2,384		)
		$	60,928	$	1,190		$	—	$	62,118

(a) Cash equivalents include highly liquid investments with an original maturity of less than three months.

(b) The company has an 8.4% equity ownership interest in Marubun Corporation and a portfolio of mutual funds with quoted market prices. The company recorded an unrealized gain of $8 and $1,842 for the second quarter and six months ended June 29, 2019, respectively, on equity securities held at the end of the quarter. The company recorded an unrealized loss of $4,633 and $7,288 for the second quarter and six months ended June 30, 2018, respectively, on equity securities held at the end of the quarter.

Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to goodwill, identifiable intangible assets, and long-lived assets (see Notes D and E). The company tests these assets for impairment if indicators of potential impairment exist or at least annually if indefinite lived.

Derivative Instruments

The company uses various financial instruments, including derivative instruments, for purposes other than trading. Certain derivative instruments are designated at inception as hedges and measured for effectiveness both at inception and on an ongoing basis. Derivative instruments not designated as hedges are marked-to-market each reporting period with any unrealized gains or losses recognized in earnings.

Interest Rate Swaps

The company occasionally enters into interest rate swap transactions that convert certain fixed-rate debt to variable-rate debt or variable-rate debt to fixed-rate debt in order to manage its targeted mix of fixed- and floating-rate debt. The company uses the hypothetical derivative method to assess the effectiveness of its interest rate swaps designated as fair value hedges on a quarterly basis. The change in the fair value of interest rate swaps designated as fair value hedges is recorded as a change to the carrying value of the related hedged debt, and the change in fair value of interest rate swaps designated as cash flow hedges is recorded in the shareholders’ equity section in the company’s consolidated balance sheets in “Accumulated other comprehensive income.”

As of June 29, 2019 and December 31, 2018, the company had one outstanding interest rate swap designated as a fair value hedge, the terms of which are as follows:

Maturity Date	Notional Amount	Interest rate due from counterparty	Interest rate due to counterparty
April 2020	50,000	6.000%	6 mo. USD LIBOR + 3.896%

In May 2019, the company entered into a series of ten-year forward-starting interest rate swaps (the “2019 swaps”) which locked in an average treasury rate of 2.33% on a total aggregate notional amount of $300,000. The 2019 swaps were designated as cash flow hedges and managed the risk associated with changes in treasury rates and the impact of future interest payments on anticipated debt issuances to replace the company's 6% notes due to mature in April 2020. The fair value of the 2019 swaps is recorded in the shareholders' equity section in the company's consolidated balance sheets in “Accumulated other comprehensive income (loss)” and will be reclassified into income over the life of the anticipated debt issuance. Losses of $6,849 related to the 2019 swaps were recorded in other comprehensive income (loss), net of taxes, for the second quarter of 2019.

Foreign Exchange Contracts

The company’s foreign currency exposure relates primarily to international transactions where the currency collected from customers can be different from the currency used to purchase the product. The company’s transactions in its foreign operations are denominated primarily in the following currencies: Euro, Chinese Renminbi, Canadian Dollar, Indian Rupee, and British Pound. The company enters into foreign exchange forward, option, or swap contracts (collectively, the “foreign exchange contracts”) to mitigate the impact of changes in foreign currency exchange rates related to these transactions.  These contracts are executed to facilitate the hedging of foreign currency exposures resulting from inventory purchases and sales and generally have terms of no more than six months. Gains or losses on these contracts are deferred and recognized when the underlying future purchase or sale is recognized or when the corresponding asset or liability is revalued. The company does not enter into foreign exchange contracts for trading purposes. The risk of loss on a foreign exchange contract is the risk of nonperformance by the counterparties, which the company minimizes by limiting its counterparties to major financial institutions. The fair value of the foreign exchange contracts are estimated using market quotes. The notional amount of the foreign exchange contracts at June 29, 2019 and December 31, 2018 was $941,093 (inclusive of foreign exchange contracts designated as a net investment hedge) and $607,747, respectively.

Gains and losses related to non-designated foreign currency exchange contracts are recorded in “Cost of sales” in the company’s consolidated statements of operations. Gains and losses related to foreign currency exchange contracts designated as cash flow hedges are recorded in “Cost of sales,” “Selling, general, and administrative expenses,” and “Interest and other financing expense, net” based upon the nature of the underlying hedged transaction, in the company’s consolidated statements of operations and were not material for the second quarter and first six months of 2019 and 2018.

During the first quarter of 2019, the company entered into a series of foreign exchange contracts to sell Euro and buy United States Dollars, with various maturity dates as noted in the table below:

Maturity Date	Notional Amount
March 2023	EUR 50,000
September 2024	EUR 50,000
April 2025	EUR 100,000
January 2028	EUR 100,000
Total	EUR 300,000

The contracts above have been designated as a net investment hedge which is in place to hedge a portion of the company’s net investment in subsidiaries with euro-denominated net assets. The change in the fair value of derivatives designated as net investment hedges will be recorded in “foreign currency translation adjustment” (“CTA”) within “Accumulated other comprehensive loss” in the company’s consolidated balance sheets. Amounts excluded from the assessment of hedge effectiveness will be included in “Interest and other financing expense, net” in the company’s consolidated statements of operations.

The gains (losses) recorded in CTA within other comprehensive income (loss) related to net investment hedges were $224 and $6,816 for the second quarter and six months ended June 29, 2019, net of taxes, respectively. For the second quarter and six months ended June 29, 2019 gains of $2,192 and $3,598 for outstanding net investment hedges were reclassified from CTA to “Interest and other financing expense, net” in the company’s consolidated statements of operations.

The effects of derivative instruments on the company’s consolidated statements of operations and other comprehensive income are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Gain (Loss) Recognized in Income
Foreign exchange contracts	$	774		$	6,260		$	4,263		$	518
Interest rate swaps	(322		)	(308		)	(641		)	(611		)
Total	$	452		$	5,952		$	3,622		$	(93	)
Gain (Loss) Recognized in Other Comprehensive Income before reclassifications, net of tax
Foreign exchange contracts	$	1,294		$	(58	)	$	7,247		$	(1,135	)
Interest rate swaps	(6,849		)	—			(6,849		)	—
Total	$	(5,555	)	$	(58	)	$	398		$	(1,135	)

Other

The carrying amount of cash and cash equivalents, accounts receivable, net, and accounts payable approximate their fair value due to the short maturities of these financial instruments.

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Restructuring, Integration, and Other Charges

6 Months Ended

Jun. 29, 2019

Restructuring Charges [Abstract]

Restructuring, Integration and Other Charges [Text Block]

Restructuring, Integration, and Other Charges

Restructuring initiatives are due to the company’s continued efforts to lower cost and drive operational efficiency. Integration costs are primarily related to the integration of acquired businesses within the company’s pre-existing business and the consolidation of certain operations. The following table presents the components of the restructuring, integration, and other charges:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Restructuring and integration charges - current period actions	$	5,071	$	8,798	$	8,078	$	20,230
Restructuring and integration charges - actions taken in prior periods	1,424		2,931		1,363		4,280
Other charges	13,417		7,454		22,131		15,844
	$	19,912	$	19,183	$	31,572	$	40,354

Restructuring and Integration Accrual Summary

The restructuring and integration accrual was $13,516 and $25,829 at June 29, 2019 and December 31, 2018, respectively. A transition adjustment of $9,968 was recorded on January 1, 2019 to reclassify restructuring and integration accruals for facilities costs by adjusting the related lease right-of-use assets recorded upon adoption of ASU No. 2016-02, Topic 842. During the six months ended June 29, 2019, the company made $11,977 of payments related to restructuring and integration accruals. Substantially all amounts accrued at June 29, 2019 and all restructuring and integration charges for the six months ending June 29, 2019 relate to the termination of personnel. All amounts accrued at June 29, 2019 are expected to be spent in cash within two years.

Other Charges

Included in restructuring, integration, and other charges for the second quarter and the first six months of 2019 are other expenses of $13,417 and $22,131, respectively. The following items were included in other charges and credits recorded to restructuring, integration, and other charges for the second quarter and six months ended June 29, 2019:

• acquisition-related charges for the second quarter and first six months of $223 and $1,245, respectively, related to professional and other fees directly related to recent acquisition activity as well as contingent consideration for acquisitions completed in prior years.

• relocation and other charges associated with centralization efforts to maximize operating efficiencies for the second quarter and first six months of $3,174 and $8,733, respectively.

Included in restructuring, integration, and other charges for the second quarter and first six months of 2018 are other expenses of $7,454 and $15,844, respectively. The following items represent other charges and credits recorded to restructuring, integration, and other charges for the second quarter and six months ended June 30, 2018:

• acquisition related charges for the second quarter and first six months of $1,384 and $7,538, respectively, related to professional and other fees directly related to recent acquisition activity as well as contingent consideration for acquisitions completed in prior years.

As previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019, the company has also initiated separate and distinct actions to reduce its annual operating expenses, which are expected to generate approximately $130,000 in annualized cost savings. Substantially all of these actions will be completed by the end of 2019. The company expects to recognize approximately $45,000 in cash severance costs as well as approximately $4,000 in other non-cash asset impairments and approximately $10,000 in cash contract termination costs. Substantially all of the severance, assets impairments, and termination costs are expected to be recognized in the third quarter of 2019.

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Net Income (Loss) per Share

6 Months Ended

Jun. 29, 2019

Earnings Per Share [Abstract]

Net Income per Share [Text Block]

Net Income (Loss) per Share

The following table presents the computation of net income (loss) per share on a basic and diluted basis (shares in thousands):

	Quarter Ended					Six Months Ended
	June 29, 2019			June 30, 2018		June 29, 2019			June 30, 2018
Net income (loss) attributable to shareholders	$	(548,966	)	$	169,915	$	(408,231	)	$	309,009
Weighted-average shares outstanding - basic	84,652			87,802		85,022			87,878
Net effect of various dilutive stock-based compensation awards	—			850		—			963
Weighted-average shares outstanding - diluted	84,652			88,652		85,022			88,841
Net income (loss) per share:
Basic	$	(6.48	)	$	1.94	$	(4.80	)	$	3.52
Diluted (a)	$	(6.48	)	$	1.92	$	(4.80	)	$	3.48

(a)

As the company reported a net loss attributable to shareholders for the second quarter and first six months of 2019, basic and diluted net loss per share attributable to shareholders are the same. Stock-based compensation awards for the issuance of 915 and 515 shares for the second quarter and first six months of 2018, respectively, were excluded from the computation of net income per share on a diluted basis as their effect was anti-dilutive.

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Lease Commitments

6 Months Ended

Jun. 29, 2019

Leases [Abstract]

Lease Commitments

Lease Commitments

The company leases certain office, distribution, and other property under non-cancelable operating leases expiring at various dates through 2033. Substantially all leases are classified as operating leases. During the second quarter and first six months of 2019, the company recorded operating lease cost of $23,264 and $49,990, respectively.

The following amounts were recorded in the consolidated balance sheets at June 29, 2019:

	June 29, 2019
Operating Leases
Right-of-use asset	$	312,975
Lease liability - current	52,792
Lease liability - non-current	311,075
Total operating lease liabilities	$	363,867

Maturities of operating lease liabilities at June 29, 2019 were as follows:

	June 29, 2019
2019	$	47,470
2020	76,683
2021	60,112
2022	47,123
2023	36,713
Thereafter	158,150
Total lease payments	426,251
Less imputed interest	(62,384		)
Total	$	363,867

Other information pertaining to leases consists of the following:

	June 29, 2019
Supplemental Cash Flow Information
Cash paid for amounts included in the measurement of operating lease liabilities	$	57,791
Right-of-use assets obtained in exchange for operating lease obligations	37,957
Operating Lease Term and Discount Rate
Weighted-average remaining lease term in years	8
Weighted-average discount rate	5.2		%

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Shareholders' Equity

6 Months Ended

Jun. 29, 2019

Accumulated Other Comprehensive Income (Loss) [Line Items]

Stockholders' Equity Note Disclosure [Text Block]

Shareholders’ Equity

Accumulated Other Comprehensive Income (Loss)

The following table presents the changes in Accumulated other comprehensive income (loss), excluding noncontrolling interests:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Foreign Currency Translation Adjustment and Other:
Other comprehensive income (loss) before reclassifications (a)	$	15,560		$	(146,203	)	$	20,836		$	(99,803	)
Amounts reclassified into income	(54		)	1,055			(240		)	(123		)
Unrealized Gain (Loss) on Foreign Exchange Contracts Designated as Net Investment Hedges, Net:
Other comprehensive income before reclassifications	224			—			6,816			—
Amounts reclassified into income	(1,651		)	—			(2,710		)	—
Unrealized Gain (Loss) on Interest Rate Swaps Designated as Cash Flow Hedges, Net:
Other comprehensive income before reclassifications	(6,849		)	—			(6,849		)	—
Amounts reclassified into income	243			231			483			459
Employee Benefit Plan Items, Net:
Amounts reclassified into income	85			613			404			895
Other:
Retained earnings adjustment (b)	—			—			—			(22,354		)
Net change in Accumulated other comprehensive income (loss)	$	7,558		$	(144,304	)	$	18,740		$	(120,926	)

(a) Includes intra-entity foreign currency transactions that are of a long-term investment nature of $9,079 and $780 for the second quarter and first six months of 2019 and $14,774 and $2,850 for the second quarter and first six months 2018, respectively.

(b) Amounts relate to unrealized gains and losses on investments and stranded tax effects reclassified from “Accumulated other comprehensive income” to “Retained earnings” in accordance with ASU No. 2018-02 and ASU No. 2016-01.

Share-Repurchase Program

The following table shows the company’s Board of Directors (the “Board”) approved share-repurchase programs as of June 29, 2019:

Month of Board Approval	Dollar Value Approved for Repurchase		Dollar Value of Shares Repurchased		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
December 2016	$	400,000	$	400,000	$	—
December 2018	600,000		61,463		538,537
Total	$	1,000,000	$	461,463	$	538,537

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Contingencies

6 Months Ended

Jun. 29, 2019

Commitments and Contingencies Disclosure [Abstract]

Contingencies [Text Block]

Contingencies

Environmental Matters

In connection with the purchase of Wyle in August 2000, the company acquired certain of the then outstanding obligations of Wyle, including Wyle’s indemnification obligations to the purchasers of its Wyle Laboratories division for environmental clean-up costs associated with any then existing contamination or violation of environmental regulations. Under the terms of the company’s purchase of Wyle from the sellers, the sellers agreed to indemnify the company for certain costs associated with the Wyle environmental obligations, among other things. In 2012, the company entered into a settlement agreement with the sellers pursuant to which the sellers paid $110,000 and the company released the sellers from their indemnification obligation. As part of the settlement agreement, the company accepted responsibility for any potential subsequent costs incurred related to the Wyle matters. The company is aware of two Wyle Laboratories facilities (in Huntsville, Alabama and Norco, California) at which contaminated groundwater was identified and will require environmental remediation. In addition, the company was named as a defendant in several lawsuits related to the Norco facility and a third site in El Segundo, California which have now been settled to the satisfaction of the parties.

The company expects these environmental liabilities to be resolved over an extended period of time. Costs are recorded for environmental matters when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Accruals for environmental liabilities are adjusted periodically as facts and circumstances change, assessment and remediation efforts progress, or as additional technical or legal information becomes available. Environmental liabilities are difficult to assess and estimate due to various unknown factors such as the timing and extent of remediation, improvements in remediation technologies, and the extent to which environmental laws and regulations may change in the future. Accordingly, the company cannot presently fully estimate the ultimate potential costs related to these sites until such time as a substantial portion of the investigation at the sites is completed and remedial action plans are developed and, in some instances, implemented. To the extent that future environmental costs exceed amounts currently accrued by the company, net income would be adversely impacted and such impact could be material.

Accruals for environmental liabilities are included in “Accrued expenses” and “Other liabilities” in the company’s consolidated balance sheets. The company has determined that there is no amount within the environmental liability range that is a better estimate than any other amount, and therefore has recorded the accruals at the minimum amount of the ranges.

As successor-in-interest to Wyle, the company is the beneficiary of various Wyle insurance policies that covered liabilities arising out of operations at Norco and Huntsville. To date, the company has recovered approximately $37,000 from certain insurance carriers relating to environmental clean-up matters at the Norco site. The company is considering the best way to pursue its potential claims against insurers regarding liabilities arising out of operations at Huntsville. The resolution of these matters will likely take several years. The company has not recorded a receivable for any potential future insurance recoveries related to the Norco and Huntsville environmental matters, as the realization of the claims for recovery are not deemed probable at this time.

Environmental Matters - Huntsville

In February 2015, the company and the Alabama Department of Environmental Management (“ADEM”) finalized and executed a consent decree in connection with the Huntsville, Alabama site. Characterization of the extent of contaminated soil and groundwater is complete and has been approved by ADEM. Approximately $6,600 was spent to date and the company currently anticipates no additional investigative and related expenditures. The nature and scope of subsequent remediation at the site has not yet been determined, but assuming the outcome includes source control and certain other measures, the cost is estimated to be between $3,800 and $10,000.

Despite the amount of work undertaken and planned to date, the company is unable to estimate any potential costs in addition to those discussed above because the complete scope of the work is not yet known, and, accordingly, the associated costs have yet to be determined.

Environmental Matters - Norco

In October 2003, the company entered into a consent decree with Wyle Laboratories and the California Department of Toxic Substance Control (the “DTSC”) in connection with the Norco site. In April 2005, a Remedial Investigation Work Plan was approved by DTSC that provided for site-wide characterization of known and potential environmental issues. Investigations performed in connection with this work plan and a series of subsequent technical memoranda continued until the filing of a final Remedial Investigation Report early in 2008. Work is under way pertaining to the remediation of contaminated groundwater at certain areas on the Norco site and of soil gas in a limited area immediately adjacent to the site. In 2008, a hydraulic containment system (“HCS”) was installed to capture and treat groundwater before it moves into the adjacent offsite area. In September 2013, the DTSC approved the final Remedial Action Plan (“RAP”) and work is currently progressing under the RAP. The approved RAP included the potential for additional remedial action after the five year review of the HCS if the review found that contaminants were not sufficiently reduced in the offsite area. The HCS five year review submitted to DTSC in December 2016 identified significant reductions in contaminants offsite except in a key area identified in the RAP. This exception triggered the need for additional offsite remediation that began in 2018.

Approximately $72,200 was spent to date on remediation, project management, regulatory oversight, and investigative and feasibility study activities. The company currently estimates that these activities will give rise to an additional $8,500 to $19,200. Project management and regulatory oversight include costs incurred by project consultants for project management and costs billed by DTSC to provide regulatory oversight.

Despite the amount of work undertaken and planned to date, the company is unable to estimate any potential costs in addition to those discussed above because the complete scope of the work under the RAP is not yet known, and, accordingly, the associated costs have yet to be determined.

Other

From time to time, in the normal course of business, the company may become liable with respect to other pending and threatened litigation, environmental, regulatory, labor, product, and tax matters. While such matters are subject to inherent uncertainties, it is not currently anticipated that any such matters will materially impact the company’s consolidated financial position, liquidity, or results of operations.

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Segment and Geographic Information

6 Months Ended

Jun. 29, 2019

Segment Reporting [Abstract]

Segment and Geographic Information [Text Block]

Segment and Geographic Information

The company is a global provider of products, services, and solutions to industrial and commercial users of electronic components and enterprise computing solutions.  The company distributes electronic components to original equipment manufacturers and contract manufacturers through its global components business segment and provides enterprise computing solutions to value-added resellers and managed service providers through its global ECS business segment.  As a result of the company’s philosophy of maximizing operating efficiencies through the centralization of certain functions, selected fixed assets and related depreciation, as well as borrowings, are not directly attributable to the individual operating segments and are included in the corporate business segment.

Sales, by segment by geographic area, are as follows:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Components:
Americas	$	1,876,799	$	1,937,882	$	3,783,828	$	3,734,580
EMEA (a)	1,415,888		1,447,972		2,919,254		2,926,358
Asia/Pacific	1,978,248		1,898,510		3,759,780		3,553,358
Global components	$	5,270,935	$	5,284,364	$	10,462,862	$	10,214,296
ECS:
Americas	$	1,372,456	$	1,387,034	$	2,573,363	$	2,582,445
EMEA (a)	701,157		721,130		1,464,314		1,471,400
Global ECS	$	2,073,613	$	2,108,164	$	4,037,677	$	4,053,845
Consolidated (b)	$	7,344,548	$	7,392,528	$	14,500,539	$	14,268,141

(a) Defined as Europe, the Middle East, and Africa.

(b) Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

Operating income (loss), by segment, are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Operating income (loss):
Global components (c)	$	(561,878	)	$	253,840		$	(327,346	)	$	483,386
Global ECS	98,388			109,417			185,106			193,223
Corporate (d)	(85,700		)	(76,430		)	(161,390		)	(153,787		)
Consolidated	$	(549,190	)	$	286,827		$	(303,630	)	$	522,822

(c) Global components operating income includes impairments of $697,993 for the second quarter and first six months of 2019. Also included is a non-recurring charge of $20,114 in the second quarter of 2019 related to a subset of inventory held by its digital business and a non-recurring charge of $15,851 related to the receivables and inventory of its financing solutions business. The company has made the decision to narrow its digital inventory offerings and will no longer provide notes to its components customers. 

(d) Includes restructuring, integration, and other charges of $19,912 and $31,572 for the second quarter and first six months of 2019 and $19,183 and $40,354 for the second quarter and first six months of 2018, respectively.

Total assets, by segment, is as follows:

	June 29, 2019		December 31, 2018
Global components	$	10,644,553	$	11,425,579
Global ECS	4,571,761		5,632,102
Corporate	808,055		726,764
Consolidated	$	16,024,369	$	17,784,445

Net property, plant, and equipment, by geographic area, is as follows:

	June 29, 2019		December 31, 2018
Americas (e)	$	630,645	$	673,228
EMEA	132,722		110,996
Asia/Pacific	50,550		40,476
Consolidated	$	813,917	$	824,700

(e)

Includes net property, plant, and equipment related to the United States of $627,908 and $670,201 at June 29, 2019 and December 31, 2018, respectively.

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Income Taxes

6 Months Ended

Jun. 29, 2019

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

Income Taxes

The principal causes of the difference between the U.S. federal statutory tax rate of 21% and effective income tax rates are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Provision (benefit) at statutory tax rate	$	(126,025	)	$	46,771		$	(84,798	)	$	85,928
State taxes, net of federal benefit	(11,533		)	3,732			(7,504		)	7,984
International effective tax rate differential	3,238			(758		)	8,217			2,798
U.S. Tax on foreign earnings	4,953			2,592			9,880			8,213
Changes in tax accruals	902			306			920			1,293
Tax credits	(1,971		)	(1,868		)	(4,001		)	(3,737		)
Non-deductible portion of impairment of goodwill	76,153			—			76,153			—
Tax Act's impact on deferred taxes (a)	—			—			—			(4,340		)
Other	1,914			906			2,671			132
Provision (benefit) for income taxes	(52,369		)	51,681			1,538			98,271

(a)

Tax benefit related to the net change in deferred tax liabilities stemming from the U.S. federal government enacting tax legislation reducing the U.S. federal tax rate from 35% to 21%.

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 29, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Accounting Policy

The accompanying consolidated financial statements of Arrow Electronics, Inc. (the “company”) were prepared in accordance with accounting principles generally accepted in the United States and reflect all adjustments of a normal recurring nature, which are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations at and for the periods presented.  The consolidated results of operations for the interim periods are not necessarily indicative of results for the full year.

These consolidated financial statements do not include all of the information or notes necessary for a complete presentation and, accordingly, should be read in conjunction with the company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2018, as filed in the company’s Annual Report on Form 10-K.

Fiscal Period Policy

The company operates on a quarterly calendar that closes on the Saturday closest to the end of the calendar quarter.

Goodwill and Intangible Assets Policy

Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets acquired. The company tests goodwill and other indefinite-lived intangible assets for impairment annually as of the first day of the fourth quarter, or more frequently if indicators of potential impairment exist.

During the second quarter of 2019, as a result of the company’s downward revision of forecasted future earnings previously disclosed in Item 2.02 Form 8-K filed on July 15, 2019 and the decision to wind down the company’s personal computer and mobility asset disposition business, the company determined that it was more likely than not that an impairment may exist within the Americas components and Asia-Pacific components reporting units. The company evaluated its other four reporting units and concluded an interim impairment analysis was not required based on the results of those reporting units and historical levels of headroom in each of those reporting units. The interim goodwill impairment analysis related to the Americas components reporting

unit resulted in partial goodwill impairment charge of $509,000 ($457,806 net of tax) with $601,336 of goodwill remaining in the reporting unit and full impairment of $61,175 ($61,175 net of tax) within the Asia-Pacific reporting unit.

The company estimated the fair value of these reporting units using the income approach. For the purposes of the income approach, fair value was determined based on the present value of estimated future cash flows, discounted at an appropriate risk adjusted rate. The fair value conclusion as of June 29, 2019 for the Americas components reporting unit is highly sensitive to changes in the assumptions used in the income approach which include forecasted revenues, gross profit margins, operating income margins, working capital cash flow, forecasted capital expenditures, perpetual growth rates, and long-term discount rates, among others, all of which require significant judgments by management. As the Americas components reporting unit has 0% excess fair value over the carrying value of the reporting unit, the remaining $601,336 of goodwill is susceptible to future period impairments. For example, a 100 basis point decrease in forecasted gross profit margin could result in a full impairment of the remaining $601,336 of goodwill, absent other inputs improving. The company has used recent historical performance, current forecasted financial information, and broad-based industry and economic statistics as a basis to estimate the key assumptions utilized in the discounted cash flow model. These key assumptions are inherently uncertain and require a high degree of estimation and judgment based on an evaluation of historical performance, current industry and global economic and geo-political conditions, and the timing and success of the implementation of current strategic initiatives.

Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block]

The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments.  The allowances for doubtful accounts are determined using a combination of factors, including the length of time the receivables are outstanding, the current business environment, and historical experience. The company also has notes receivables with certain customers, which are included in “Accounts receivable, net” in the company’s consolidated balance sheets.

Fair Value of Debt Policy

The carrying amount of the company’s short-term borrowings in various countries, revolving credit facility, asset securitization program, commercial paper, and other obligations approximate their fair value.

Fair Value of Financial Instruments Policy

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.  The company utilizes a fair value hierarchy, which maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value.  The fair value hierarchy has three levels of inputs that may be used to measure fair value:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 Quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3

Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable.

Leases of Lessee Disclosure

The company determines if a contract contains a lease at inception based on whether it conveys the right to control the use of an identified asset. Substantially all of the company’s leases are classified as operating leases. The company has determined that operating lease right-of-use assets will be recorded to “Other assets” and lease liabilities will be recorded to “Other liabilities” and “Accrued expenses” in the consolidated balance sheets. Lease expense will be recorded to “Selling, general, and administrative expenses” in the consolidated statements of operations. Operating lease payments will be recorded to “Operating cash flows” in the consolidated statements of cash flows.

Operating lease right-of-use assets and lease liabilities are recognized based on the net present value of future minimum lease payments over the lease term starting on the commencement date. The company generally is not able to determine the rate implicit in its leases and, as such, will apply an incremental borrowing rate based on the company’s cost of borrowing for the relevant terms of each lease. Lease expense for minimum lease payments are recognized on a straight-line basis over the lease term. Lease terms may include an option to extend or terminate a lease if it is reasonably certain that the company will exercise such options. The company has elected the practical expedient to not separate lease components from non-lease components, and also has elected not to record a right-of-use asset or lease liability for leases which, at inception, have a term of twelve months or less. Variable lease payments are recognized in the period in which the obligation for those payments is incurred.

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Goodwill and Intangible Assets (Tables)

6 Months Ended

Jun. 29, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill [Text Block]

Goodwill of companies acquired, allocated to the company’s business segments, is as follows:

	Global Components			Global ECS			Total
Balance as of December 31, 2018 (a)	$	1,437,501		$	1,187,189		$	2,624,690
Impairments and dispositions	(570,175		)	(1,386		)	(571,561		)
Foreign currency translation adjustment	16,823			(2,453		)	14,370
Balance as of June 29, 2019 (b)	$	884,149		$	1,183,350		$	2,067,499

(a) The total carrying value of goodwill as of December 31, 2018 in the table above is reflected net of $1,018,780 of accumulated impairment charges, of which $716,925 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

(b) The total carrying value of goodwill as of June 29, 2019 in the table above is reflected net of $1,588,955 of accumulated impairment charges, of which $1,287,100 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

Intangible Assets Disclosure [Text Block]

Intangible assets, net, are comprised of the following as of June 29, 2019:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships	10 years	$	443,223	$	(225,446	)	$	217,777
Developed technology	5 years	1,940		(1,035		)	905
Amortizable trade name	8 years	76,407		(4,853		)	71,554
		$	521,570	$	(231,334	)	$	290,236

Intangible assets, net, are comprised of the following as of December 31, 2018:

	Weighted-Average Life	Gross Carrying Amount		Accumulated Amortization			Net
Non-amortizable trade names	indefinite	$	101,000	$	—		$	101,000
Customer relationships	11 years	475,050		(221,822		)	253,228
Developed technology	5 years	6,340		(4,311		)	2,029
Amortizable trade name	9 years	19,940		(3,553		)	16,387
		$	602,330	$	(229,686	)	$	372,644

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Investments in Affiliated Companies (Tables)

6 Months Ended

Jun. 29, 2019

Equity Method Investments and Joint Ventures [Abstract]

Equity Method Investments [Text Block]

The following table presents the company’s investment in affiliated companies:

	June 29, 2019		December 31, 2018
Marubun/Arrow	$	75,532	$	73,253
Other	10,625		10,440
	$	86,157	$	83,693

Equity in Earnings of Affiliated Companies [Text Block]

The equity in earnings (losses) of affiliated companies consists of the following:

	Quarter Ended					Six Months Ended
	June 29, 2019		June 30, 2018			June 29, 2019			June 30, 2018
Marubun/Arrow	$	227	$	1,483		$	1,453		$	2,574
Other	155		(966		)	(2,538		)	(2,730		)
	$	382	$	517		$	(1,085	)	$	(156	)

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Accounts Receivable (Tables)

6 Months Ended

Jun. 29, 2019

Receivables [Abstract]

Schedule of Accounts, Notes, Loans and Financing Receivable [Text Block]

Accounts receivable, net, consists of the following:

	June 29, 2019			December 31, 2018
Accounts receivable	$	8,045,924		$	9,021,051
Allowances for doubtful accounts	(69,321		)	(75,588		)
	$	7,976,603		$	8,945,463

The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments.  The allowances for doubtful accounts are determined using a combination of factors, including the length of time the receivables are outstanding, the current business environment, and historical experience. The company also has notes receivables with certain customers, which are included in “Accounts receivable, net” in the company’s consolidated balance sheets.

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ST Debt (Tables)

6 Months Ended

Jun. 29, 2019

ST Debt [Abstract]

Schedule of Short-term Debt [Table Text Block]

Short-term borrowings, including current portion of long-term debt, consists of the following:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	209,234	$	—
Borrowings on lines of credit	—		180,000
Other short-term borrowings	69,924		66,257
	$	279,158	$	246,257

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LT Debt (Tables)

6 Months Ended

Jun. 29, 2019

Schedule of Long-term Debt Instruments [Abstract]

Schedule of Long-term Debt Instruments [Table Text Block]

Long-term debt consists of the following:

	June 29, 2019		December 31, 2018
Asset securitization program	$	930,000	$	810,000
6.00% notes, due 2020	—		209,147
5.125% notes, due 2021	130,618		130,546
3.50% notes, due 2022	347,684		347,288
4.50% notes, due 2023	297,882		297,622
3.25% notes, due 2024	494,564		494,091
4.00% notes, due 2025	346,062		345,762
7.50% senior debentures, due 2027	109,817		109,776
3.875% notes, due 2028	494,368		494,095
Other obligations with various interest rates and due dates	6,279		788
	$	3,157,274	$	3,239,115

Schedule of Fair Value of Debt [Text Block]

The estimated fair market value, using quoted market prices, is as follows:

	June 29, 2019		December 31, 2018
6.00% notes, due 2020	$	214,500	$	214,500
5.125% notes, due 2021	135,500		134,500
3.50% notes, due 2022	356,000		345,000
4.50% notes, due 2023	315,000		303,500
3.25% notes, due 2024	500,500		467,000
4.00% notes, due 2025	359,000		340,500
7.50% senior debentures, due 2027	133,500		128,000
3.875% notes, due 2028	495,500		458,500

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Financial Instruments Measured at Fair Value (Tables)

6 Months Ended

Jun. 29, 2019

Fair Value Disclosures

Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis Table [Text Block]

The following table presents assets (liabilities) measured at fair value on a recurring basis at June 29, 2019:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,120	$	—		$	—	$	22,120
Equity investments (b)	Other assets	42,637		—			—		42,637
Interest rate swaps	Other liabilities	—		(9,168		)	—		(9,168		)
Foreign exchange contracts	Other current assets/ other assets	—		13,122			—		13,122
Foreign exchange contracts	Accrued expenses	—		(2,950		)	—		(2,950		)
		$	64,757	$	1,004		$	—	$	65,761

The following table presents assets (liabilities) measured at fair value on a recurring basis at December 31, 2018:

	Balance Sheet Location	Level 1		Level 2			Level 3		Total
Cash equivalents (a)	Cash and cash equivalents/ other assets	$	22,883	$	—		$	—	$	22,883
Equity investments (b)	Other assets	38,045		—			—		38,045
Interest rate swaps	Other liabilities	—		(589		)	—		(589		)
Foreign exchange contracts	Other current assets	—		4,163			—		4,163
Foreign exchange contracts	Accrued expenses	—		(2,384		)	—		(2,384		)
		$	60,928	$	1,190		$	—	$	62,118

(a) Cash equivalents include highly liquid investments with an original maturity of less than three months.

(b) The company has an 8.4% equity ownership interest in Marubun Corporation and a portfolio of mutual funds with quoted market prices. The company recorded an unrealized gain of $8 and $1,842 for the second quarter and six months ended June 29, 2019, respectively, on equity securities held at the end of the quarter. The company recorded an unrealized loss of $4,633 and $7,288 for the second quarter and six months ended June 30, 2018, respectively, on equity securities held at the end of the quarter.

Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance [Text Block]

The effects of derivative instruments on the company’s consolidated statements of operations and other comprehensive income are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Gain (Loss) Recognized in Income
Foreign exchange contracts	$	774		$	6,260		$	4,263		$	518
Interest rate swaps	(322		)	(308		)	(641		)	(611		)
Total	$	452		$	5,952		$	3,622		$	(93	)
Gain (Loss) Recognized in Other Comprehensive Income before reclassifications, net of tax
Foreign exchange contracts	$	1,294		$	(58	)	$	7,247		$	(1,135	)
Interest rate swaps	(6,849		)	—			(6,849		)	—
Total	$	(5,555	)	$	(58	)	$	398		$	(1,135	)

Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member]

Fair Value Disclosures

Description of Derivative Hedging Instruments

During the first quarter of 2019, the company entered into a series of foreign exchange contracts to sell Euro and buy United States Dollars, with various maturity dates as noted in the table below:

Maturity Date	Notional Amount
March 2023	EUR 50,000
September 2024	EUR 50,000
April 2025	EUR 100,000
January 2028	EUR 100,000
Total	EUR 300,000

Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]

Fair Value Disclosures

Description of Derivative Hedging Instruments

As of June 29, 2019 and December 31, 2018, the company had one outstanding interest rate swap designated as a fair value hedge, the terms of which are as follows:

Maturity Date	Notional Amount	Interest rate due from counterparty	Interest rate due to counterparty
April 2020	50,000	6.000%	6 mo. USD LIBOR + 3.896%

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Restructuring, Integration, and Other Charges (Tables)

6 Months Ended

Jun. 29, 2019

Restructuring Charges [Abstract]

Schedule of Restructuring and Related Costs [Text Block]

The following table presents the components of the restructuring, integration, and other charges:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Restructuring and integration charges - current period actions	$	5,071	$	8,798	$	8,078	$	20,230
Restructuring and integration charges - actions taken in prior periods	1,424		2,931		1,363		4,280
Other charges	13,417		7,454		22,131		15,844
	$	19,912	$	19,183	$	31,572	$	40,354

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Net Income per Share (Tables)

6 Months Ended

Jun. 29, 2019

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The following table presents the computation of net income (loss) per share on a basic and diluted basis (shares in thousands):

	Quarter Ended					Six Months Ended
	June 29, 2019			June 30, 2018		June 29, 2019			June 30, 2018
Net income (loss) attributable to shareholders	$	(548,966	)	$	169,915	$	(408,231	)	$	309,009
Weighted-average shares outstanding - basic	84,652			87,802		85,022			87,878
Net effect of various dilutive stock-based compensation awards	—			850		—			963
Weighted-average shares outstanding - diluted	84,652			88,652		85,022			88,841
Net income (loss) per share:
Basic	$	(6.48	)	$	1.94	$	(4.80	)	$	3.52
Diluted (a)	$	(6.48	)	$	1.92	$	(4.80	)	$	3.48

(a)

As the company reported a net loss attributable to shareholders for the second quarter and first six months of 2019, basic and diluted net loss per share attributable to shareholders are the same. Stock-based compensation awards for the issuance of 915 and 515 shares for the second quarter and first six months of 2018, respectively, were excluded from the computation of net income per share on a diluted basis as their effect was anti-dilutive.

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Lease Commitments (Tables)

6 Months Ended

Jun. 29, 2019

Leases Commitments [Abstract]

Schedule of supplemental balance sheet information related to leases [Table Text Block]

The following amounts were recorded in the consolidated balance sheets at June 29, 2019:

	June 29, 2019
Operating Leases
Right-of-use asset	$	312,975
Lease liability - current	52,792
Lease liability - non-current	311,075
Total operating lease liabilities	$	363,867

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Maturities of operating lease liabilities at June 29, 2019 were as follows:

	June 29, 2019
2019	$	47,470
2020	76,683
2021	60,112
2022	47,123
2023	36,713
Thereafter	158,150
Total lease payments	426,251
Less imputed interest	(62,384		)
Total	$	363,867

Supplemental Cash Flow and Operating Lease Information [Table Text Block]

Other information pertaining to leases consists of the following:

	June 29, 2019
Supplemental Cash Flow Information
Cash paid for amounts included in the measurement of operating lease liabilities	$	57,791
Right-of-use assets obtained in exchange for operating lease obligations	37,957
Operating Lease Term and Discount Rate
Weighted-average remaining lease term in years	8
Weighted-average discount rate	5.2		%

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Shareholders' Equity Components of Other Comprehensive Income (Tables)

6 Months Ended

Jun. 29, 2019

Changes in Components of Accumulated Other Comprehensive Income [Abstract]

Components of Accumulated Other Comprehensive Income [Table Text Block]

The following table presents the changes in Accumulated other comprehensive income (loss), excluding noncontrolling interests:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Foreign Currency Translation Adjustment and Other:
Other comprehensive income (loss) before reclassifications (a)	$	15,560		$	(146,203	)	$	20,836		$	(99,803	)
Amounts reclassified into income	(54		)	1,055			(240		)	(123		)
Unrealized Gain (Loss) on Foreign Exchange Contracts Designated as Net Investment Hedges, Net:
Other comprehensive income before reclassifications	224			—			6,816			—
Amounts reclassified into income	(1,651		)	—			(2,710		)	—
Unrealized Gain (Loss) on Interest Rate Swaps Designated as Cash Flow Hedges, Net:
Other comprehensive income before reclassifications	(6,849		)	—			(6,849		)	—
Amounts reclassified into income	243			231			483			459
Employee Benefit Plan Items, Net:
Amounts reclassified into income	85			613			404			895
Other:
Retained earnings adjustment (b)	—			—			—			(22,354		)
Net change in Accumulated other comprehensive income (loss)	$	7,558		$	(144,304	)	$	18,740		$	(120,926	)

(a) Includes intra-entity foreign currency transactions that are of a long-term investment nature of $9,079 and $780 for the second quarter and first six months of 2019 and $14,774 and $2,850 for the second quarter and first six months 2018, respectively.

(b) Amounts relate to unrealized gains and losses on investments and stranded tax effects reclassified from “Accumulated other comprehensive income” to “Retained earnings” in accordance with ASU No. 2018-02 and ASU No. 2016-01.

Share-Repurchase Programs [Table Text Block]

The following table shows the company’s Board of Directors (the “Board”) approved share-repurchase programs as of June 29, 2019:

Month of Board Approval	Dollar Value Approved for Repurchase		Dollar Value of Shares Repurchased		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
December 2016	$	400,000	$	400,000	$	—
December 2018	600,000		61,463		538,537
Total	$	1,000,000	$	461,463	$	538,537

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Segment and Geographic Information (Tables)

6 Months Ended

Jun. 29, 2019

Segment Reporting Information [Line Items]

Schedule of Segment Reporting Information, by Segment [Text Block]

Sales, by segment by geographic area, are as follows:

	Quarter Ended				Six Months Ended
	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Components:
Americas	$	1,876,799	$	1,937,882	$	3,783,828	$	3,734,580
EMEA (a)	1,415,888		1,447,972		2,919,254		2,926,358
Asia/Pacific	1,978,248		1,898,510		3,759,780		3,553,358
Global components	$	5,270,935	$	5,284,364	$	10,462,862	$	10,214,296
ECS:
Americas	$	1,372,456	$	1,387,034	$	2,573,363	$	2,582,445
EMEA (a)	701,157		721,130		1,464,314		1,471,400
Global ECS	$	2,073,613	$	2,108,164	$	4,037,677	$	4,053,845
Consolidated (b)	$	7,344,548	$	7,392,528	$	14,500,539	$	14,268,141

(a) Defined as Europe, the Middle East, and Africa.

(b) Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

Operating income (loss), by segment, are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Operating income (loss):
Global components (c)	$	(561,878	)	$	253,840		$	(327,346	)	$	483,386
Global ECS	98,388			109,417			185,106			193,223
Corporate (d)	(85,700		)	(76,430		)	(161,390		)	(153,787		)
Consolidated	$	(549,190	)	$	286,827		$	(303,630	)	$	522,822

(c) Global components operating income includes impairments of $697,993 for the second quarter and first six months of 2019. Also included is a non-recurring charge of $20,114 in the second quarter of 2019 related to a subset of inventory held by its digital business and a non-recurring charge of $15,851 related to the receivables and inventory of its financing solutions business. The company has made the decision to narrow its digital inventory offerings and will no longer provide notes to its components customers. 

(d)

Includes restructuring, integration, and other charges of $19,912 and $31,572 for the second quarter and first six months of 2019 and $19,183 and $40,354 for the second quarter and first six months of 2018, respectively.

Reconciliation of Assets from Segment to Consolidated [Text Block]

Total assets, by segment, is as follows:

	June 29, 2019		December 31, 2018
Global components	$	10,644,553	$	11,425,579
Global ECS	4,571,761		5,632,102
Corporate	808,055		726,764
Consolidated	$	16,024,369	$	17,784,445

Disclosure on Geographic Areas, Long-Lived Assets

Net property, plant, and equipment, by geographic area, is as follows:

	June 29, 2019		December 31, 2018
Americas (e)	$	630,645	$	673,228
EMEA	132,722		110,996
Asia/Pacific	50,550		40,476
Consolidated	$	813,917	$	824,700

(e)

Includes net property, plant, and equipment related to the United States of $627,908 and $670,201 at June 29, 2019 and December 31, 2018, respectively.

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Income Taxes (Tables)

6 Months Ended

Jun. 29, 2019

Income Taxes [Abstract]

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

The principal causes of the difference between the U.S. federal statutory tax rate of 21% and effective income tax rates are as follows:

	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Provision (benefit) at statutory tax rate	$	(126,025	)	$	46,771		$	(84,798	)	$	85,928
State taxes, net of federal benefit	(11,533		)	3,732			(7,504		)	7,984
International effective tax rate differential	3,238			(758		)	8,217			2,798
U.S. Tax on foreign earnings	4,953			2,592			9,880			8,213
Changes in tax accruals	902			306			920			1,293
Tax credits	(1,971		)	(1,868		)	(4,001		)	(3,737		)
Non-deductible portion of impairment of goodwill	76,153			—			76,153			—
Tax Act's impact on deferred taxes (a)	—			—			—			(4,340		)
Other	1,914			906			2,671			132
Provision (benefit) for income taxes	(52,369		)	51,681			1,538			98,271

(a)

Tax benefit related to the net change in deferred tax liabilities stemming from the U.S. federal government enacting tax legislation reducing the U.S. federal tax rate from 35% to 21%.

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Impairments of Long-Lived Assets Impairment of Long-Lived Assets (Details) $ in Thousands	3 Months Ended
	Jun. 29, 2019 USD ($)
Tangible Asset Impairment Charges [Abstract]
Impairment of Long-Lived Assets Held-for-use	$ 74,908
Impairment of Long-Lived Assets to be Disposed of	$ 6,910

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Goodwill (Details) - USD ($) $ in Thousands		3 Months Ended	6 Months Ended
		Jun. 29, 2019	Jun. 29, 2019	Dec. 31, 2018
Goodwill [Roll Forward]
Goodwill, Beginning Balance	[1]		$ 2,624,690
Impairments and dispositions			(571,561)
Foreign currency translation adjustment			14,370
Goodwill, Ending Balance	[2]	$ 2,067,499	2,067,499
Goodwill, Impaired, Accumulated Impairment Loss		$ 1,588,955	$ 1,588,955	$ 1,018,780
Document Period End Date			Jun. 29, 2019
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount		0.00%	0.00%
Global Components [Member]
Goodwill [Roll Forward]
Goodwill, Beginning Balance	[1]		$ 1,437,501
Impairments and dispositions			(570,175)
Foreign currency translation adjustment			16,823
Goodwill, Ending Balance	[2]	$ 884,149	884,149
Goodwill, Impaired, Accumulated Impairment Loss		1,287,100	1,287,100	716,925
Global ECS [Member]
Goodwill [Roll Forward]
Goodwill, Beginning Balance	[1]		1,187,189
Impairments and dispositions			(1,386)
Foreign currency translation adjustment			(2,453)
Goodwill, Ending Balance	[2]	1,183,350	1,183,350
Goodwill, Impaired, Accumulated Impairment Loss		301,855	301,855	$ 301,855
Americas [Member] | Global Components [Member]
Goodwill [Line Items]
Goodwill, Impairment Loss		509,000
Goodwill [Roll Forward]
Goodwill, Ending Balance		601,336	$ 601,336
Goodwill, Impairment Loss, Net of Tax		457,806
Asia Pacific [Member] | Global Components [Member]
Goodwill [Roll Forward]
Goodwill, Impairment Loss, Net of Tax		$ 61,175

[1] The total carrying value of goodwill as of December 31, 2018 in the table above is reflected net of $1,018,780 of accumulated impairment charges, of which $716,925 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

[2] The total carrying value of goodwill as of June 29, 2019 in the table above is reflected net of $1,588,955 of accumulated impairment charges, of which $1,287,100 was recorded in the global components business segment and $301,855 was recorded in the global enterprise computing solutions (“ECS”) business segment.

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Goodwill - Intangibles (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Finite And Indefinite Lived Intangible Assets [Line Items]
Document Period End Date			Jun. 29, 2019
Gross Carrying Amount	$ 521,570		$ 521,570		$ 602,330
Accumulated Amortization	(231,334)		(231,334)		(229,686)
Net	290,236		290,236		$ 372,644
Amortization of Intangible Assets	11,413	$ 11,955	$ 23,343	$ 25,475
Customer Relationships [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Life			10 years		11 years
Gross Carrying Amount	443,223		$ 443,223		$ 475,050
Accumulated Amortization	(225,446)		(225,446)		(221,822)
Net	217,777		$ 217,777		$ 253,228
Developed Technology [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Life			5 years		5 years
Gross Carrying Amount	1,940		$ 1,940		$ 6,340
Accumulated Amortization	(1,035)		(1,035)		(4,311)
Net	905		$ 905		$ 2,029
Amortizable Trade Name [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Weighted-Average Life			8 years		9 years
Gross Carrying Amount	76,407		$ 76,407		$ 19,940
Accumulated Amortization	(4,853)		(4,853)		(3,553)
Net	71,554		71,554		16,387
Trade Names [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Gross Carrying Amount					101,000
Impairment of Intangible Assets, Finite-lived	55,000		$ 55,000
Impairment of Intangible Assets (Excluding Goodwill)	46,000
Accumulated Amortization					0
Net					$ 101,000
Net of Tax [Member] | Trade Names [Member]
Finite And Indefinite Lived Intangible Assets [Line Items]
Impairment of Intangible Assets (Excluding Goodwill)	$ 34,653

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Investments in Affiliated Companies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Schedule of Equity Method Investments [Line Items]
Document Period End Date			Jun. 29, 2019
Investments in affiliated companies	$ 86,157		$ 86,157		$ 83,693
Equity in earnings (losses) of affiliated companies	382	$ 517	(1,085)	$ (156)
Equity Method Investment Pro Rata Share of Debt Obligations of Joint Venture	6,800		6,800		2,860
Marubun Arrow [Member]
Schedule of Equity Method Investments [Line Items]
Investments in affiliated companies	75,532		75,532		73,253
Equity in earnings (losses) of affiliated companies	$ 227	1,483	$ 1,453	2,574
Equity Method Investment, Ownership Percentage	50.00%		50.00%
Other joint ventures [Member]
Schedule of Equity Method Investments [Line Items]
Investments in affiliated companies	$ 10,625		$ 10,625		$ 10,440
Equity in earnings (losses) of affiliated companies	$ 155	$ (966)	$ (2,538)	$ (2,730)
Equity Method Investment, Ownership Percentage, Maximum	50.00%		50.00%
Equity Method Investment, Ownership Percentage, Minimum	19.00%		19.00%

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Accounts Receivable (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 29, 2019	Dec. 31, 2018
Accounts, Notes, Loans and Financing Receivable [Line Items]
Document Period End Date	Jun. 29, 2019
Accounts receivable	$ 8,045,924	$ 9,021,051
Allowances for doubtful accounts	(69,321)	(75,588)
Accounts receivable, net	$ 7,976,603	$ 8,945,463

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Debt - ST Debt (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 29, 2019	Dec. 31, 2018
Short-term Debt [Line Items]
Document Period End Date	Jun. 29, 2019
Debt, Current	$ 279,158	$ 246,257
Notes Due in 2020 [Member]
Short-term Debt [Line Items]
Debt, Current	209,234
Line of Credit [Member]
Short-term Debt [Line Items]
Debt, Current	0	$ 180,000
Line of Credit Facility, Maximum Borrowing Capacity	$ 200,000
Short-term Debt, Weighted Average Interest Rate, at Point in Time	3.36%	3.39%
Commercial Paper [Member]
Short-term Debt [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 1,200,000
Short-term Debt, Weighted Average Interest Rate, at Point in Time	2.96%	2.93%
Short-term borrowings in various countries [Member]
Short-term Debt [Line Items]
Debt, Current	$ 69,924	$ 66,257
Short-term Debt, Weighted Average Interest Rate, at Point in Time	3.68%	2.49%
3.00% notes, due 2018 [Member]
Short-term Debt [Line Items]
Debt, Current		$ 0
Debt Instrument, Face Amount	$ 300,000
Debt Instrument, Interest Rate, Stated Percentage	3.00%

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Debt - LT Debt (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Debt Instrument [Line Items]
Document Period End Date			Jun. 29, 2019
Long-term debt	$ 3,157,274		$ 3,157,274		$ 3,239,115
Accounts receivable, net	7,976,603		7,976,603		8,945,463
Investment Income, Interest and Dividend	14,492	$ 11,303	28,537	$ 20,557
Revolving Credit Facility due in 2021 [Member]
Debt Instrument [Line Items]
Maximum Borrowing Capacity	$ 2,000,000		$ 2,000,000
Debt Instrument, Interest Rate, Effective Percentage	3.50%		3.50%
Debt Instrument, Basis Spread on Variable Rate			1.18%
Line of Credit Facility, Commitment Fee Percentage			0.20%
Asset securitization program [Member]
Debt Instrument [Line Items]
Long-term debt	$ 930,000		$ 930,000		810,000
Maximum Borrowing Capacity	$ 1,200,000		$ 1,200,000
Debt Instrument, Interest Rate, Effective Percentage	2.90%		2.90%
Debt Instrument, Basis Spread on Variable Rate			0.40%
Line of Credit Facility, Commitment Fee Percentage			0.40%
Accounts receivable, net	$ 2,413,243		$ 2,413,243		2,754,400
6.00% notes, due 2020 [Member]
Debt Instrument [Line Items]
Long-term debt	0		0		209,147
Debt Instrument, Fair Value Disclosure	$ 214,500		$ 214,500		214,500
Debt Instrument, Interest Rate, Stated Percentage	6.00%		6.00%
5.125% notes, due 2021 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 130,618		$ 130,618		130,546
Debt Instrument, Fair Value Disclosure	$ 135,500		$ 135,500		134,500
Debt Instrument, Interest Rate, Stated Percentage	5.125%		5.125%
3.50% notes, due 2022 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 347,684		$ 347,684		347,288
Debt Instrument, Fair Value Disclosure	$ 356,000		$ 356,000		345,000
Debt Instrument, Interest Rate, Stated Percentage	3.50%		3.50%
4.50% notes, due 2023 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 297,882		$ 297,882		297,622
Debt Instrument, Fair Value Disclosure	$ 315,000		$ 315,000		303,500
Debt Instrument, Interest Rate, Stated Percentage	4.50%		4.50%
3.25% notes, due 2024 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 494,564		$ 494,564		494,091
Debt Instrument, Fair Value Disclosure	$ 500,500		$ 500,500		467,000
Debt Instrument, Interest Rate, Stated Percentage	3.25%		3.25%
4.00% notes, due 2025 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 346,062		$ 346,062		345,762
Debt Instrument, Fair Value Disclosure	$ 359,000		$ 359,000		340,500
Debt Instrument, Interest Rate, Stated Percentage	4.00%		4.00%
7.5% senior debentures, due 2027 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 109,817		$ 109,817		109,776
Debt Instrument, Fair Value Disclosure	$ 133,500		$ 133,500		128,000
Debt Instrument, Interest Rate, Stated Percentage	7.50%		7.50%
3.875% notes, due 2028 [Member]
Debt Instrument [Line Items]
Long-term debt	$ 494,368		$ 494,368		494,095
Debt Instrument, Fair Value Disclosure	$ 495,500		$ 495,500		458,500
Debt Instrument, Interest Rate, Stated Percentage	3.875%		3.875%
Other obligations with various interest rates and due dates [Member]
Debt Instrument [Line Items]
Other Notes Payable, Noncurrent	$ 6,279		$ 6,279		$ 788

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Financial Instruments Measured at Fair Value - Fair Value Hierarchy (Details) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease)		$ (1,427)	$ 0	$ 4,106	$ 0
Document Period End Date				Jun. 29, 2019
Unrealized Gain on Securities		8		$ 1,842
Unrealized Loss on Securities			$ (4,633)		$ (7,288)
Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash Equivalents		22,120		22,120		$ 22,883
Equity investments		42,637		42,637		38,045
Interest rate swaps- liability		(9,168)		(9,168)		(589)
Foreign exchange contracts - asset		13,122		13,122		4,163
Foreign exchange contracts - liability		(2,950)		(2,950)		(2,384)
Total Fair Value Assets And Liabilities Measured On Recurring Basis		65,761		65,761		62,118
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash Equivalents	[1]	22,120		22,120		22,883
Equity investments	[2]	42,637		42,637		38,045
Interest rate swaps- liability		0		0		0
Foreign exchange contracts - asset		0		0		0
Foreign exchange contracts - liability		0		0		0
Total Fair Value Assets And Liabilities Measured On Recurring Basis		64,757		64,757		60,928
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash Equivalents		0		0		0
Equity investments		0		0		0
Interest rate swaps- liability		(9,168)		(9,168)		(589)
Foreign exchange contracts - asset		13,122		13,122		4,163
Foreign exchange contracts - liability		(2,950)		(2,950)		(2,384)
Total Fair Value Assets And Liabilities Measured On Recurring Basis		1,004		1,004		1,190
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash Equivalents		0		0		0
Equity investments		0		0		0
Interest rate swaps- liability		0		0		0
Foreign exchange contracts - asset		0		0		0
Foreign exchange contracts - liability		0		0		0
Total Fair Value Assets And Liabilities Measured On Recurring Basis		$ 0		$ 0		$ 0
Marubun [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investment Ownership Percentage		8.40%		8.40%
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease)		$ 224		$ 6,816

[1] Cash equivalents include highly liquid investments with an original maturity of less than three months.

[2] The company has an 8.4% equity ownership interest in Marubun Corporation and a portfolio of mutual funds with quoted market prices. The company recorded an unrealized gain of $8 and $1,842 for the second quarter and six months ended June 29, 2019, respectively, on equity securities held at the end of the quarter. The company recorded an unrealized loss of $4,633 and $7,288 for the second quarter and six months ended June 30, 2018, respectively, on equity securities held at the end of the quarter.

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Financial Instruments Measured at Fair Value - Derivatives (Details) € in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019 USD ($)	Jun. 30, 2018 USD ($)	Jun. 29, 2019 USD ($)	Jun. 30, 2018 USD ($)	Jun. 29, 2019 EUR (€) Rate	Jun. 29, 2019 USD ($) Rate	Dec. 31, 2018 USD ($)
Derivatives, Fair Value [Line Items]
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax	$ (1,427)	$ 0	$ 4,106	$ 0
Document Period End Date			Jun. 29, 2019
Notional Amount of Derivative Contracts						$ 941,093	$ 607,747
Derivative Instruments, Gain (Loss) Recognized in Income, Net	452	5,952	$ 3,622	(93)
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income, Effective Portion, Net	(6,606)	231	(6,366)	459
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	(5,555)	(58)	$ 398	(1,135)
Interest rate swaps designated as fair value hedges [Member] | Notes Due in 2020 [Member]
Derivatives, Fair Value [Line Items]
Debt Instrument, Description of Variable Rate Basis			6 mo. USD LIBOR +
Notional Amount of Derivative Contracts						$ 50,000
Derivative, Fixed Interest Rate					6.00%	6.00%
Derivative, Variable Interest Rate | Rate					3.896%	3.896%
Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Net	(322)	(308)	$ (641)	(611)
Foreign Exchange Contract [Member]
Derivatives, Fair Value [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Income, Net	774	6,260	4,263	518
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	1,294	(58)	7,247	(1,135)
Net Investment Hedging [Member] | Designated as Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax	224		6,816
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Before Tax	2,192		3,598
Cash Flow Hedging [Member] | Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income, Effective Portion, Net	6,849
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member]
Derivatives, Fair Value [Line Items]
Derivative, Average Fixed Interest Rate					2.33%	2.33%
Notional Amount of Derivative Contracts						$ 300,000
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	$ (6,849)	$ 0	$ (6,849)	$ 0
Maturity March 2023 [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Notional Amount of Derivative Contracts | €					€ 50,000
Maturity September 2024 [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Notional Amount of Derivative Contracts | €					50,000
Maturity April 2025 [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Notional Amount of Derivative Contracts | €					100,000
Maturity January 2028 [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Notional Amount of Derivative Contracts | €					100,000
All Maturities [Member] | Foreign Exchange Forward [Member]
Derivatives, Fair Value [Line Items]
Notional Amount of Derivative Contracts | €					€ 300,000

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Restructuring, Integration, and Other Charges (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Restructuring Cost and Reserve [Line Items]
Restructuring, integration, and other charges	$ 19,912	$ 19,183	$ 31,572	$ 40,354
Restructuring and integration charges			31,572	40,354
Other charges	13,417	7,454	22,131	15,844
Acquisition-related charges	223	1,384	1,245	7,538
Relocation and other centralization charges	3,174		8,733
Restructuring Charges From Current Period [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and integration charges	5,071	8,798	8,078	20,230
Restructuring Charges From Prior Periods [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and integration charges	$ 1,424	$ 2,931	$ 1,363	$ 4,280

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Restructuring, Integration, and Other Charges - Accrual (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 29, 2019	Mar. 30, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Restructuring Cost and Reserve [Line Items]
Document Period End Date				Jun. 29, 2019
Restructuring Reserve [Roll Forward]
Restructuring Reserve		$ 25,829		$ 25,829
Restructuring Reserve, Accrual Transition Adjustment				(9,968)
Restructuring and integration charges				31,572	$ 40,354
Other Nonrecurring (Income) Expense	$ 13,417		$ 7,454	22,131	15,844
Payments for restructuring and integration				(11,977)
Restructuring Reserve	13,516			13,516
Number of Years for the Accrual to Be Spent		1 year
Restructuring Charges From Current Period [Member]
Restructuring Reserve [Roll Forward]
Restructuring and integration charges	5,071		8,798	8,078	20,230
Restructuring Charges From Prior Periods [Member]
Restructuring Reserve [Roll Forward]
Restructuring and integration charges	$ 1,424		$ 2,931	$ 1,363	$ 4,280

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Restructuring, Integration, and Other Charges Effect on future earnings and cash flows (Details) $ in Millions	3 Months Ended
	Jun. 29, 2019 USD ($)
Annualized Cost Savings [Member]
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items]
Effect on Future Earnings, Amount	$ 130
Severance Costs [Member]
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items]
Effect on Future Earnings, Amount	45
Non-cash asset impairments [Member]
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items]
Effect on Future Earnings, Amount	4
Contract termination costs [Member] [Member]
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items]
Effect on Future Earnings, Amount	$ 10

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Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Earnings Per Share, Diluted [Line Items]
Net income (loss) attributable to shareholders		$ (548,966)	$ 169,915	$ (408,231)	$ 309,009
Weighted-average shares outstanding - basic		84,652	87,802	85,022	87,878
Net effect of various dilutive stock-based compensation awards		0	850	0	963
Weighted-average shares outstanding - diluted		84,652	88,652	85,022	88,841
Net income (Loss) per share:
Basic		$ (6.48)	$ 1.94	$ (4.80)	$ 3.52
Diluted	[1]	$ (6.48)	$ 1.92	$ (4.80)	$ 3.48
Document Period End Date				Jun. 29, 2019
Stock Compensation Plan [Member]
Net income (Loss) per share:
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount			915		515

[1] Stock-based compensation awards for the issuance of 915 and 515 shares for the second quarter and first six months of 2018, respectively, were excluded from the computation of net income per share on a diluted basis as their effect was anti-dilutive.

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Lease Costs (Details) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 29, 2019 USD ($)	Jun. 29, 2019 USD ($)
Lease, Cost [Abstract]
Lease Expiration Date		Mar. 31, 2033
Operating Lease, Cost	$ 23,264	$ 49,990
Cash paid for amounts included in the measurement of operating lease liabilities		57,791
Right-of-use assets obtained in exchange for operating lease obligations		$ 37,957
Weighted average remaining lease term in years	8 years	8 years
Weighted average discount rate	5.20%	5.20%

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Operating leases (Details) $ in Thousands	Jun. 29, 2019 USD ($)
Leases Commitments [Abstract]
Right of use asset	$ 312,975
Lease Liability - Current	52,792
Lease Liability - Non-Current	311,075
Total operating lease liabilities	$ 363,867

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Maturities of operating lease liabilities (Details) $ in Thousands	Jun. 29, 2019 USD ($)
Leases [Abstract]
2019	$ 47,470
2020	76,683
2021	60,112
2022	47,123
2023	36,713
Thereafter	158,150
Total Lease Payments	426,251
Less imputed interest	(62,384)
Total	$ 363,867

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Shareholders' Equity (Details) - USD ($) $ in Thousands		3 Months Ended						6 Months Ended		9 Months Ended
		Jun. 29, 2019		Mar. 30, 2019	Jun. 30, 2018		Mar. 31, 2018	Jun. 29, 2019	Jun. 30, 2018	Sep. 29, 2018	Sep. 30, 2017
Changes In Components Of OCI [Line Items]
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment and Other		$ 16,021			$ (146,807)			$ 20,463	$ (101,838)
Document Period End Date								Jun. 29, 2019
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease)		(1,427)			0			$ 4,106	0
Other Comprehensive Income, Unrealized Gain on Derivatives Arising During Period, Net		(6,606)			231			(6,366)	459
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax		(85)			(613)			(404)	(895)
Cumulative Effect on Retained Earnings, Net of Tax							$ 0
Net change in Accumulated other comprehensive income (loss)		7,558			(144,304)			18,740	(120,926)
Other comprehensive income before reclassifications [Member]
Changes In Components Of OCI [Line Items]
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment and Other	[1]	15,560			(146,203)			20,836	(99,803)
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease)		224			0
Other Comprehensive Income (Loss) Unrealized gain (loss) on investment securities, net								6,816	0
Other Comprehensive Income, Unrealized Gain on Derivatives Arising During Period, Net				$ (6,849)	0					$ (6,849)	$ 0
Other comprehensive income before reclassifications [Member] | Intra-entity foreign currency transactions [Member]
Changes In Components Of OCI [Line Items]
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment and Other		9,079			14,774			780	2,850
Reclassification out of Accumulated Other Comprehensive Income [Member]
Changes In Components Of OCI [Line Items]
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment and Other		(54)			1,055			(240)	(123)
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease)		(1,651)			0
Other Comprehensive Income (Loss) Unrealized gain (loss) on investment securities, net								(2,710)	0
Other Comprehensive Income, Unrealized Gain on Derivatives Arising During Period, Net		243			231			483	459
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, after Tax		85			613			(404)	(895)
Cumulative impact of newly adopted accounting standard updates [Member]
Changes In Components Of OCI [Line Items]
Cumulative Effect on Retained Earnings, Net of Tax		$ 0	[2]		$ 0	[2]		$ 0	$ (22,354)

[1] Includes intra-entity foreign currency transactions that are of a long-term investment nature of $9,079 and $780 for the second quarter and first six months of 2019 and $14,774 and $2,850 for the second quarter and first six months 2018, respectively.

[2] Amounts relate to unrealized gains and losses on investments and stranded tax effects reclassified from “Accumulated other comprehensive income” to “Retained earnings” in accordance with ASU No. 2018-02 and ASU No. 2016-01.

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Shareholders' Equity Share-Repurchase Programs (Details) $ in Thousands	Jun. 29, 2019 USD ($)
Share-Repurchase Programs [Line Items]
Stock Repurchase Program, Authorized Amount	$ 1,000,000
Stock Repurchase Program, Dollar Value of Shares Repurchased	461,463
Stock Repurchase Program, Remaining Authorized Repurchase Amount	538,537
Shares Approved December 2016 [Member]
Share-Repurchase Programs [Line Items]
Stock Repurchase Program, Authorized Amount	400,000
Stock Repurchase Program, Dollar Value of Shares Repurchased	400,000
Stock Repurchase Program, Remaining Authorized Repurchase Amount	0
Shares Approved December 2018 [Member]
Share-Repurchase Programs [Line Items]
Stock Repurchase Program, Authorized Amount	600,000
Stock Repurchase Program, Dollar Value of Shares Repurchased	61,463
Stock Repurchase Program, Remaining Authorized Repurchase Amount	$ 538,537

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Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Mar. 31, 2012	Jun. 29, 2019
Site Contingency [Line Items]
Litigation Settlement, Amount	$ 110,000
Environmental Costs Recovered		$ 37,000
Huntsville Site [Member]
Site Contingency [Line Items]
Environmental Remediation Expense To Date		6,600
Additional Expected Project Expenditures Low Estimate		3,800
Additional Expected Project Expenditures High Estimate		10,000
Norco Site [Member] | Remediation, Project Management, Regulatory Oversight, and Investigative and Feasability Studies [Member]
Site Contingency [Line Items]
Environmental Remediation Expense To Date		72,200
Additional Expected Project Expenditures Low Estimate		8,500
Additional Expected Project Expenditures High Estimate		$ 19,200

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Segment and Geographic Information (Details) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Segment Reporting Information [Line Items]
Document Period End Date				Jun. 29, 2019
Sales:
Sales	[1]	$ 7,344,548	$ 7,392,528	$ 14,500,539	$ 14,268,141
impairments		697,993	0	697,993	0
Operating income (loss):
Operating income (loss)		(549,190)	286,827	(303,630)	522,822
Restructuring, integration, and other charges		19,912	19,183	31,572	40,354
Loss on disposition of businesses, net		0	0	866	1,562
Assets		16,024,369		16,024,369		$ 17,784,445
Global Components [Member]
Sales:
Sales		5,270,935	5,284,364	10,462,862	10,214,296
impairments		697,993
Operating income (loss):
Operating income (loss)	[2]	(561,878)	253,840	(327,346)	483,386
Inventory Write-down		20,114
Receivables and Inventory write down		15,851
Assets		10,644,553		10,644,553		11,425,579
Global ECS [Member]
Sales:
Sales		2,073,613	2,108,164	4,037,677	4,053,845
Operating income (loss):
Operating income (loss)		98,388	109,417	185,106	193,223
Assets		4,571,761		4,571,761		5,632,102
Corporate Segment [Member]
Operating income (loss):
Operating income (loss)	[3]	(85,700)	$ (76,430)	(161,390)	$ (153,787)
Assets		$ 808,055		$ 808,055		$ 726,764

[1] Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

[2] Global components operating income includes impairments of $697,993 for the second quarter and first six months of 2019. Also included is a non-recurring charge of $20,114 in the second quarter of 2019 related to a subset of inventory held by its digital business and a non-recurring charge of $15,851 related to the receivables and inventory of its financing solutions business. The company has made the decision to narrow its digital inventory offerings and will no longer provide notes to its components customers.

[3] Includes restructuring, integration, and other charges of $19,912 and $31,572 for the second quarter and first six months of 2019 and $19,183 and $40,354 for the second quarter and first six months of 2018, respectively.

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Segment and Geographic Information - Geographic Sales & PP&E (Details) - USD ($) $ in Thousands		3 Months Ended		6 Months Ended
		Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018	Dec. 31, 2018
Revenues From External Customers And Long Lived Assets [Line Items]
Document Period End Date				Jun. 29, 2019
Sales	[1]	$ 7,344,548	$ 7,392,528	$ 14,500,539	$ 14,268,141
Property, plant, and equipment, net		813,917		813,917		$ 824,700
Americas [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Property, plant, and equipment, net	[2]	630,645		630,645		673,228
EMEA [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Property, plant, and equipment, net		132,722		132,722		110,996
Asia Pacific [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Property, plant, and equipment, net		50,550		50,550		40,476
United States [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		2,902,393	2,968,469	5,684,428	5,618,137
Property, plant, and equipment, net		627,908		627,908		$ 670,201
Global Components [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		5,270,935	5,284,364	10,462,862	10,214,296
Global Components [Member] | Americas [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		1,876,799	1,937,882	3,783,828	3,734,580
Global Components [Member] | EMEA [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales	[3]	1,415,888	1,447,972	2,919,254	2,926,358
Global Components [Member] | Asia Pacific [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		1,978,248	1,898,510	3,759,780	3,553,358
Global ECS [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		2,073,613	2,108,164	4,037,677	4,053,845
Global ECS [Member] | Americas [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales		1,372,456	1,387,034	2,573,363	2,582,445
Global ECS [Member] | EMEA [Member]
Revenues From External Customers And Long Lived Assets [Line Items]
Sales	[3]	$ 701,157	$ 721,130	$ 1,464,314	$ 1,471,400

[1] Includes sales related to the United States of $2,902,393 and $5,684,428 for the second quarter and first six months of 2019 and $2,968,469 and $5,618,137 for the second quarter and first six months of 2018, respectively.

[2] Includes net property, plant, and equipment related to the United States of $627,908 and $670,201 at June 29, 2019 and December 31, 2018, respectively.

[3] Defined as Europe, the Middle East, and Africa.

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 29, 2019	Jun. 30, 2018	Jun. 29, 2019	Jun. 30, 2018
Effective Income Tax Rate Reconciliation, Amount [Abstract]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent			21.00%
Provision (benefit) at statutory tax rate	$ (126,025)	$ 46,771	$ (84,798)	$ 85,928
State taxes, net of federal benefit	(11,533)	3,732	(7,504)	7,984
International effective tax rate differential	3,238	(758)	8,217	2,798
U.S. Tax on foreign earnings	4,953	2,592	9,880	8,213
Changes in tax accruals	902	306	920	1,293
Tax credits	(1,971)	(1,868)	(4,001)	(3,737)
Impairment of goodwill	76,153	0	76,153	0
Tax Act's impact on deferred taxes	0	0	0	(4,340)
Other	1,914	906	2,671	132
Provision (benefit) for income taxes	$ (52,369)	$ 51,681	$ 1,538	$ 98,271