8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 1, 2019

ARROW ELECTRONICS, INC.

(Exact Name of Registrant as Specified in Charter)

NEW YORK	1-4482	11-1806155
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

9201 EAST DRY CREEK ROAD, CENTENNIAL, COLORADO  80112

(Address of Principal Executive Offices)

Registrant's telephone number, including area code: (303) 824-4000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

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

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 1, 2019, the Registrant issued a press release announcing its second quarter 2019 earnings.  A copy of the press release is attached hereto as an Exhibit (99.1).

On August 1, 2019, the Registrant also issued a press release containing a second quarter 2019 CFO commentary related to its second quarter 2019 earnings.  A copy of that press release is attached hereto as an Exhibit (99.2).

The information in this Current Report on Form 8-K and the Exhibit attached hereto is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)           EXHIBITS

99.1 Earnings press release dated August 1, 2019.

99.2 CFO commentary press release dated August 1, 2019.

SIGNATURES

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 hereunto duly authorized.

		ARROW ELECTRONICS, INC.
Date:	August 1, 2019	By:	/s/ Lily Hughes
		Name:	Lily Hughes
		Title:	Senior Vice President, Chief Legal Officer and Corporate Secretary

EXHIBIT INDEX

Exhibit	Description
99.1	Earnings press release issued by Arrow Electronics, Inc., dated August 1, 2019.
99.2	CFO commentary press release issued by Arrow Electronics, Inc., dated August 1, 2019.

EX-99.1

ARROW ELECTRONICS, INC. 9201 E. DRY CREEK ROAD CENTENNIAL, CO 80112 303-824-4000 NEWS

Exhibit 99.1

Arrow Electronics Reports Second-Quarter 2019 Results

-- Cash Provided by Operating Activities of $405 Million --

-- Repurchased $150 Million of Common Stock --

CENTENNIAL, Colo.--(BUSINESS WIRE)-Aug. 1, 2019--Arrow Electronics, Inc. (NYSE:ARW) today reported second-quarter 2019 sales of $7.34 billion, a decrease of 1 percent from sales of $7.39 billion in the second quarter of 2018. Second-quarter sales, as adjusted, increased 2 percent year over year. The company reported a second-quarter net loss of $549 million, or $(6.48) per share on a diluted basis, compared with net income of $170 million, or $1.92 per share on a diluted basis, in the second quarter of 2018. Excluding certain items¹, net income would have been $137 million, or $1.60 per share on a diluted basis, in the second quarter of 2019, compared with net income of $194 million, or $2.19 per share on a diluted basis, in the second quarter of 2018. In the second quarter of 2019, changes in foreign currencies negatively impacted growth by approximately $148 million or 2 percent on sales and $.06 or 2 percent on earnings per share on a diluted basis compared to the second quarter of 2018.

Global components second-quarter sales of $5.27 billion were flat year over year. Sales, as adjusted, increased2 percent year over year. Europe components sales decreased 2 percent year over year. Sales in the region, as adjusted, increased 4 percent year over year. Asia-Pacific components sales increased 4 percent year over year. Americas components sales decreased 3 percent year over year. Global components second-quarter operating loss was $562 million. Second-quarter operating income, excluding amortization of intangibles expense, as adjusted, was $207 million.

“Despite facing challenging market conditions in the second quarter, and an ongoing inventory correction, we are encouraged by the significant progress we continue to make in executing our long-term strategy,” said Michael J. Long, chairman, president, and chief executive officer. “We are leveraging our integrated solutions and expanded reach to drive innovation forward for our customers, and remain committed to continuing to expand engineering services and lead the convergence of information technology with operational technology. We are confident that the steps we are taking today to strengthen our focus on the key technology areas of smart cities, smart homes, and smart connected vehicles, will not only enhance shareholder value, but also improve people's lives.”

Global enterprise computing solutions second-quarter sales of $2.07 billion decreased 2 percent year over year. Sales, as adjusted, increased 1 percent year over year. Europe enterprise computing solutions sales decreased 3 percent year over year. Sales in the region, as adjusted, increased 5 percent year over year. Americas enterprise computing solutions sales decreased 1 percent year over year. Sales in the region, as adjusted, were flat year over year. Global enterprise computing solutions second-quarter operating income was $98 million. Second-quarter operating income, excluding amortization of intangibles expense, as adjusted, totaled $101 million.

“Arrow is committed to capitalizing on opportunities available to us, and to that end, we continue to align and evolve our enterprise computing solutions business toward advanced, higher-value software-led solutions,” said Mr. Long. “We are pleased that our infrastructure software and security solutions again produced healthy growth on a year-over-year basis in the second quarter.”

“Second-quarter cash provided by operating activities was $405 million. As we advance our efforts to reduce working capital and use our strong, countercyclical cash flow to position the company for long-term profit acceleration when market conditions improve, we also remain focused on preserving near-term profitability. We have commenced our previously announced cost optimization program, and are executing on our plan to drive efficiencies while generating approximately $130 million in annualized cost savings,” said Chris Stansbury, senior vice president and chief financial officer. “We remain committed to returning excess cash to shareholders. Consistent with this commitment, we returned approximately $150 million to shareholders through our stock repurchase program during the second quarter. At the end of the quarter, we had approximately $539 million of remaining authorization under our share repurchase program.”

¹ A reconciliation of non-GAAP adjusted financial measures, including sales, as adjusted, operating income, as adjusted, net income attributable to shareholders, as adjusted, and net income per share, as adjusted, to GAAP financial measures is presented in the reconciliation tables included herein.

1

GUIDANCE

“Our third-quarter outlook excludes the financial results from the PC and mobility asset disposition business. As we look to the third quarter, we expect total sales to range between $6.850 billion and $7.250 billion, with global components sales between $4.925 billion and $5.125 billion, and global enterprise computing solutions sales between $1.925 billion and $2.125 billion. As a result of this outlook, we expect earnings per share on a diluted basis to range from $.97 to $1.09, and earnings per share on a diluted basis, excluding certain items¹, to range from $1.62 to $1.74 per share. Our guidance assumes interest expense will total approximately $54 million. Our guidance also assumes an average tax rate at the high end of the long-term range of 23.5 percent to 25.5 percent, and average diluted shares outstanding of approximately 85 million. We are expecting the average USD-to-Euro exchange rate for the third quarter to be approximately $1.12 to €1. We estimate changes in foreign currencies will have a negative impact on growth of approximately $90 million, or 1 percent on sales, and $.05, or 2 percent, on earnings per share on a diluted basis compared to the third quarter of 2018,” said Mr. Stansbury.

Please refer to the CFO commentary, which can be found at investor.arrow.com, as a supplement to the company’s earnings release.

Arrow Electronics guides innovation forward for over 200,000 leading technology manufacturers and service providers. With 2018 sales of $30 billion, Arrow develops technology solutions that improve business and daily life. Learn more at fiveyearsout.com.

Information Relating to Forward-Looking Statements

This press release 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, the company's implementation of its new enterprise resource planning system, changes in product supply, pricing and customer demand, competition, other vagaries in the global components and global enterprise computing solutions 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.

For a further discussion of factors to consider in connection with these forward-looking statements, investors should refer to Item 1A Risk Factors of the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2018.

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 provides certain non-GAAP financial information relating to sales, operating income, net income attributable to shareholders, and net income per basic and diluted share.

The company provides sales, gross profit, and operating expense on a non-GAAP basis 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 is 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, tradenames, and property, plant and equipment, and the impact of wind down. Net income attributable to shareholders, and net income per basic and diluted share are 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, tradenames, and property, plant and equipment, the impact of wind down, and the impact of U.S. tax reform. A reconciliation of the company’s non-GAAP financial information to GAAP is set forth in the tables below.

The company believes that such non-GAAP financial information is useful to investors to assist in assessing and understanding the company’s operating performance and underlying trends in the company’s business because management considers these items referred to above to be outside the company’s core operating results. This non-GAAP financial information is among the primary indicators management uses as a basis for evaluating the company’s financial and operating performance. In addition, the company’s Board of Directors may use this non-GAAP financial information in evaluating management performance and setting management compensation.

The presentation of this additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for, or alternative to, sales, operating income, net income and net income per basic and diluted share determined in accordance with GAAP. Analysis of results and outlook on a non-GAAP basis should be used as a complement to, and in conjunction with, data presented in accordance with GAAP.

2

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	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

3

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
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

4

ARROW ELECTRONICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
	Quarter Ended
	June 29, 2019			June 30, 2018
Cash flows from operating activities:
Consolidated net income (loss)	$	(547,751	)	$	171,040
Adjustments to reconcile consolidated net income (loss) to net cash provided by (used for) operations:
Depreciation and amortization	46,982			46,422
Amortization of stock-based compensation	8,539			12,619
Equity in losses of affiliated companies	(382		)	(517		)
Deferred income taxes	(78,814		)	15,524
Impairments	697,993			—
(Gain) loss on investments, net	(1,390		)	2,563
Other	6,381			2,140
Change in assets and liabilities, net of effects of acquired and disposed businesses:
Accounts receivable	(54,436		)	(863,490		)
Inventories	143,740			(239,297		)
Accounts payable	193,832			451,093
Accrued expenses	(21,102		)	21,571
Other assets and liabilities	11,826			(29,440		)
Net cash provided by (used for) operating activities	405,418			(409,772		)
Cash flows from investing activities:
Cash consideration paid for acquired businesses, net of cash acquired	—			(96		)
Proceeds from disposition of businesses	9,460			—
Acquisition of property, plant, and equipment	(47,821		)	(31,816		)
Other	—			(3,500		)
Net cash used for investing activities	(38,361		)	(35,412		)
Cash flows from financing activities:
Change in short-term and other borrowings	(66,112		)	77,995
(Payments) proceeds from long-term bank borrowings, net	(216,046		)	157,948
Proceeds from exercise of stock options	2,691			993
Repurchases of common stock	(146,999		)	(20,038		)
Other	(147		)	(156		)
Net cash provided by (used for) financing activities	(426,613		)	216,742
Effect of exchange rate changes on cash	(22,354		)	10,317
Net decrease in cash and cash equivalents	(81,910		)	(218,125		)
Cash and cash equivalents at beginning of period	351,899			548,644
Cash and cash equivalents at end of period	269,989			330,519

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

6

ARROW ELECTRONICS, INC.
NON-GAAP SALES RECONCILIATION
(In thousands)
(Unaudited)
	Quarter Ended
	June 29, 2019			June 30, 2018			% Change
Consolidated sales, as reported	$	7,344,548		$	7,392,528		(0.6	)%
Impact of changes in foreign currencies	—			(147,506		)
Impact of dispositions and wind down	(77,914		)	(113,445		)
Consolidated sales, as adjusted	$	7,266,634		$	7,131,577		1.9	%
Global components sales, as reported	$	5,270,935		$	5,284,364		(0.3	)%
Impact of changes in foreign currencies	—			(99,842		)
Impact of dispositions and wind down	(77,914		)	(100,372		)
Global components sales, as adjusted	$	5,193,021		$	5,084,150		2.1	%
Americas Components sales, as reported	$	1,876,799		$	1,937,882		(3.2	)%
Impact of changes in foreign currencies	—			(1,611		)
Impact of dispositions and wind down	(60,860		)	(73,962		)
Americas Components sales, as adjusted	$	1,815,939		$	1,862,309		(2.5	)%
Europe components sales, as reported	$	1,415,888		$	1,447,972		(2.2	)%
Impact of changes in foreign currencies	—			(81,728		)
Impact of dispositions and wind down	(17,054		)	(26,410		)
Europe components sales, as adjusted	$	1,398,834		$	1,339,834		4.4	%
Asia components sales, as reported	$	1,978,248		$	1,898,510		4.2	%
Impact of changes in foreign currencies	—			(16,503		)
Asia components sales, as adjusted	$	1,978,248		$	1,882,007		5.1	%
Global ECS sales, as reported	$	2,073,613		$	2,108,164		(1.6	)%
Impact of changes in foreign currencies	—			(47,664		)
Impact of dispositions	—			(13,073		)
Global ECS sales, as adjusted	$	2,073,613		$	2,047,427		1.3	%
Europe ECS sales, as reported	$	701,157		$	721,130		(2.8	)%
Impact of changes in foreign currencies	—			(38,339		)
Impact of dispositions	—			(13,073		)
Europe ECS sales, as adjusted	$	701,157		$	669,718		4.7	%
Americas ECS sales, as reported	$	1,372,456		$	1,387,034		(1.1	)%
Impact of changes in foreign currencies	—			(9,325		)
Americas ECS sales, as adjusted	$	1,372,456		$	1,377,709		(0.4	)%

7

ARROW ELECTRONICS, INC.
NON-GAAP SALES RECONCILIATION
(In thousands)
(Unaudited)
	Six Months Ended
	June 29, 2019			June 30, 2018			% Change
Consolidated sales, as reported	$	14,500,539		$	14,268,141		1.6	%
Impact of changes in foreign currencies	—			(344,336		)
Impact of dispositions and wind down	(172,109		)	(261,608		)
Consolidated sales, as adjusted	$	14,328,430		$	13,662,197		4.9	%
Global components sales, as reported	$	10,462,862		$	10,214,296		2.4	%
Impact of changes in foreign currencies	—			(229,563		)
Impact of dispositions and wind down	(160,968		)	(207,784		)
Global components sales, as adjusted	$	10,301,894		$	9,776,949		5.4	%
Americas Components sales, as reported	$	3,783,828		$	3,734,580		1.3	%
Impact of changes in foreign currencies	—			(4,138		)
Impact of dispositions and wind down	(123,726		)	(152,354		)
Americas Components sales, as adjusted	$	3,660,102		$	3,578,088		2.3	%
Europe components sales, as reported	$	2,919,254		$	2,926,358		(0.2	)%
Impact of changes in foreign currencies	—			(196,117		)
Impact of dispositions and wind down	(37,242		)	(55,430		)
Europe components sales, as adjusted	$	2,882,012		$	2,674,811		7.7	%
Asia components sales, as reported	$	3,759,780		$	3,553,358		5.8	%
Impact of changes in foreign currencies	—			(29,308		)
Asia components sales, as adjusted	$	3,759,780		$	3,524,050		6.7	%
Global ECS sales, as reported	$	4,037,677		$	4,053,845		(0.4	)%
Impact of changes in foreign currencies	—			(114,773		)
Impact of dispositions	(11,141		)	(53,824		)
Global ECS sales, as adjusted	$	4,026,536		$	3,885,248		3.6	%
Europe ECS sales, as reported	$	1,464,314		$	1,471,400		(0.5	)%
Impact of changes in foreign currencies	—			(94,054		)
Impact of dispositions	(11,141		)	(26,331		)
Europe ECS sales, as adjusted	$	1,453,173		$	1,351,015		7.6	%
Americas ECS sales, as reported	$	2,573,363		$	2,582,445		(0.4	)%
Impact of changes in foreign currencies	—			(20,719		)
Impact of dispositions	—			(27,493		)
Americas ECS sales, as adjusted	$	2,573,363		$	2,534,233		1.5	%

8

ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Three months ended June 29, 2019
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		AFS Write Downs		Digital Write Downs		Impairments(1)		Impact of Wind Down(6)			Other(2)			Non-GAAP measure
Sales	$	7,344,548		$	—	$	—	$	—	$	—	$	—	$	(77,914	)	$	—		$	7,266,634
Gross Profit	814,909			—		—		1,868		20,114		—		4,305			—			841,196
Operating income	(549,190		)	8,665		19,906		15,851		20,114		623,085		104,219			—			242,650
Income before income taxes	(600,120		)	8,665		19,906		15,851		20,114		623,085		104,229			(1,390		)	190,340
Provision for income taxes	(52,369		)	2,463		4,865		3,910		4,962		64,246		24,730			(382		)	52,425
Consolidated net income	(547,751		)	6,202		15,041		11,941		15,152		558,839		79,499			(1,008		)	137,915
Noncontrolling interests	1,215			140		—		—		—		—		—			—			1,355
Net income attributable to shareholders	$	(548,966	)	$	6,062	$	15,041	$	11,941	$	15,152	$	558,839	$	79,499		$	(1,008	)	$	136,560
Net income per diluted share(5)	$	(6.48	)	$	0.07	$	0.18	$	0.14	$	0.18	$	6.60	$	0.94		$	(0.01	)	$	1.60
Effective tax rate	8.7		%																	27.5		%
Three months ended June 30, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		AFS Write Downs		Digital Write Downs		Impairments		Impact of Wind Down(6)			Other(2)			Non-GAAP measure
Sales	$	7,392,528		$	—	$	—	$	—	$	—	$	—	$	(100,372	)	$	—		$	7,292,156
Gross Profit	932,820			—		—		—		—		—		(17,079		)	—			915,741
Operating income	286,827			9,161		11,654		—		—		—		9,482			—			317,124
Income before income taxes	222,721			9,161		11,654		—		—		—		9,536			2,563			255,635
Provision for income taxes	51,681			2,540		2,893		—		—		—		2,545			631			60,290
Consolidated net income	171,040			6,621		8,761		—		—		—		6,991			1,932			195,345
Noncontrolling interests	1,125			149		—		—		—		—		—			—			1,274
Net income attributable to shareholders	$	169,915		$	6,472	$	8,761	$	—	$	—	$	—	$	6,991		$	1,932		$	194,071
Net income per diluted share	$	1.92		$	0.07	$	0.10	$	—	$	—	$	—	$	0.08		$	0.02		$	2.19
Effective tax rate	23.2		%																	23.6		%

9

ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Six months ended June 29, 2019
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		AFS Write Downs		Digital Write Downs		Impairments(1)		Impact of Wind Down(6)			Other(3)			Non-GAAP measure
Sales	$	14,500,539		$	—	$	—	$	—	$	—	$	—	$	(160,968	)	$	—		$	14,339,571
Gross Profit	1,676,597			—		—		1,868		20,114		—		(3,822		)	—			1,694,757
Operating income	(303,630		)	17,807		30,992		15,851		20,114		623,085		114,415			866			519,500
Income before income taxes	(403,799		)	17,807		30,992		15,851		20,114		623,085		114,572			(5,872		)	412,750
Provision for income taxes	1,538			5,003		7,576		3,910		4,962		64,246		27,258			(5,203		)	109,290
Consolidated net income	(405,337		)	12,804		23,416		11,941		15,152		558,839		87,314			(669		)	303,460
Noncontrolling interests	2,894			282		—		—		—		—		—			—			3,176
Net income attributable to shareholders	$	(408,231	)	$	12,522	$	23,416	$	11,941	$	15,152	$	558,839	$	87,314		$	(669	)	$	300,284
Net income per diluted share(5)	$	(4.80	)	$	0.15	$	0.28	$	0.14	$	0.18	$	6.57	$	1.03		$	(0.01	)	$	3.50
Effective tax rate	(0.4		)%																	26.5		%
Six months ended June 30, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		AFS Write Downs		Digital Write Downs		Impairments		Impact of Wind Down(6)			Other(4)			Non-GAAP measure
Sales	$	14,268,141		$	—	$	—	$	—	$	—	$	—	$	(207,784	)	$	—		$	14,060,357
Gross Profit	1,801,764			—		—		—		—		—		(36,747		)	—			1,765,017
Operating income	522,822			19,877		28,560		—		—		—		14,828			1,562			587,649
Income before income taxes	409,181			19,877		28,560		—		—		—		14,928			6,577			479,123
Provision for income taxes	98,271			5,471		7,575		—		—		—		4,092			1,413			116,822
Consolidated net income	310,910			14,406		20,985		—		—		—		10,836			5,164			362,301
Noncontrolling interests	1,901			302		—		—		—		—		—			—			2,203
Net income attributable to shareholders	$	309,009		$	14,104	$	20,985	$	—	$	—	$	—	$	10,836		$	5,164		$	360,098
Net income per diluted share(5)	$	3.48		$	0.16	$	0.24	$	—	$	—	$	—	$	0.12		$	0.06		$	4.05
Effective tax rate	24.0		%																	24.4		%
(1) Impairments include goodwill impairments of $570,175, tradename impairments of $46,000, and $6,910 in impairment charges related to various other fixed assets.
(2) Other includes gain (loss) on investments, net
(3) Other includes loss on disposition of businesses, net and gain (loss) on investments, net and impact of Tax Act.
(4) Other includes loss on disposition of businesses, net and gain (loss) on investments, net.
(5) For the three months and six months ended June 29, 2019, the non-GAAP net income per diluted share calculation includes 649 thousand shares and 758 thousand shares, respectively, that were excluded from the GAAP net income per diluted share calculation. Additionally, in all periods presented the sum of the components for diluted EPS, as adjusted may not agree to totals, as presented, due to rounding.
(6) Amounts for restructuring, integration, and other charges, and identifiable intangible asset amortization related to the personal computer and mobility asset disposition business are included in “impact of wind down” above.

10

ARROW ELECTRONICS, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)
	Quarter Ended						Six Months Ended
	June 29, 2019			June 30, 2018			June 29, 2019			June 30, 2018
Sales:
Global components	$	5,270,935		$	5,284,364		$	10,462,862		$	10,214,296
Global ECS	2,073,613			2,108,164			4,037,677			4,053,845
Consolidated	$	7,344,548		$	7,392,528		$	14,500,539		$	14,268,141
Operating income (loss):
Global components	$	(561,878	)	$	253,840		$	(327,346	)	$	483,386
Global ECS	98,388			109,417			185,106			193,223
Corporate (a)	(85,700		)	(76,430		)	(161,390		)	(153,787		)
Consolidated	$	(549,190	)	$	286,827		$	(303,630	)	$	522,822

(a) Includes restructuring, integration, and other charges of $19.9 million and $31.6 million for the second quarter and first six months of 2019, and $19.2 million and $40.4 million for the second quarter and first six months of 2018, respectively.

NON-GAAP SEGMENT RECONCILIATION
	Quarter Ended					Six Months Ended
	June 29, 2019			June 30, 2018		June 29, 2019			June 30, 2018
Global components operating income, as reported	$	(561,878	)	$	253,840	$	(327,346	)	$	483,386
Intangible assets amortization expense (b)	5,807			5,900		12,060			11,695
Impairments	623,085			—		623,085			—
Impact of wind-down (b)	104,213			1,953		113,835			3,034
AFS notes receivable reserve	15,851			—		15,851			—
Digital inventory reserve	20,114			—		20,114			—
Global components operating income, as adjusted	$	207,192		$	261,693	$	457,599		$	498,115
Global ECS operating income, as reported	$	98,388		$	109,417	$	185,106		$	193,223
Intangible assets amortization expense	2,858			3,261		5,747			8,182
Global ECS operating income, as adjusted	$	101,246		$	112,678	$	190,853		$	201,405

(b) Impact of wind down includes intangible asset amortization expense related to the personal computer and mobility asset disposition business. Impact of wind down excludes restructuring, integration, and other charges as they are reported on the corporate entity.

Contact:            Steven O’Brien,

Vice President, Investor Relations

303-824-4544

Media Contact:        John Hourigan,

Vice President, Global Communications

303-824-4586

11

ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATIONS ADJUSTED FOR WIND DOWN
(In thousands except per share data)
(Unaudited)
Below are previously reported non-GAAP earnings reconciliations for the years 2017, 2018 and 2019 adjusted to exclude the personal computer and mobility asset disposition business (referred to as "impact of wind down").
Three months ended March 30, 2019
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		AFS Write Downs		Digital Write Downs		Impairments(1)		Impact of Wind Down(8)			Other(2)			Non-GAAP measure
Sales	$	7,155,991		$	—	$	—	$	—	$	—	$	—	$	(83,054	)	$	—		7,072,937
Gross Profit	861,688			—		—		—		—		—		(8,127		)	—			853,561
Operating income	245,560			9,142		11,086		—		—		—		10,196			866			276,850
Income before income taxes	196,321			9,142		11,086		—		—		—		10,343			(4,482		)	222,410
Provision for income taxes	53,907			2,540		2,711		—		—		—		2,528			(4,821		)	56,865
Consolidated net income	142,414			6,602		8,375		—		—		—		7,815			339			165,545
Noncontrolling interests	1,679			142		—		—		—		—		—			—			1,821
Net income attributable to shareholders	$	140,735		$	6,460	$	8,375	$	—	$	—	$	—	$	7,815		$	339		$	163,724
Net income per diluted share(4)	$	1.63		$	0.07	$	0.10	$	—	$	—	$	—	$	0.09		$	—		$	1.90
Effective tax rate	27.5		%																	25.6		%

12

ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Three months ended March 31, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(5)		Non-GAAP measure
Sales	$	6,875,613		$	—	$	—	$	—		$	(107,412	)	$	—	$	6,768,201
Gross profit	868,944			—		—		—			(19,668		)	—		849,276
Operating income	235,995			10,716		16,906		—			5,346			1,562		270,525
Income before income taxes	186,460			10,716		16,906		—			5,392			4,014		223,488
Provision for income taxes	46,590			2,931		4,682		—			1,547			782		56,532
Consolidated net income	139,870			7,785		12,224		—			3,845			3,232		166,956
Noncontrolling interests	776			153		—		—			—			—		929
Net income attributable to shareholders	$	139,094		$	7,632	$	12,224	$	—		$	3,845		$	3,232	$	166,027
Net income per diluted share(4)	$	1.56		$	0.09	$	0.14	$	—		$	0.04		$	0.04	$	1.86
Effective tax rate	25.0		%													25.3		%
Three months ended June 30, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(3)		Non-GAAP measure
Sales	$	7,392,528		$	—	$	—	$	—		$	(100,372	)	$	—	$	7,292,156
Gross profit	932,820			—		—		—			(17,079		)	—		915,741
Operating income	286,827			9,161		11,654		—			9,482			—		317,124
Income before income taxes	222,721			9,161		11,654		—			9,536			2,563		255,635
Provision for income taxes	51,681			2,540		2,893		—			2,545			631		60,290
Consolidated net income	171,040			6,621		8,761		—			6,991			1,932		195,345
Noncontrolling interests	1,125			149		—		—			—			—		1,274
Net income attributable to shareholders	$	169,915		$	6,472	$	8,761	$	—		$	6,991		$	1,932	$	194,071
Net income per diluted share	$	1.92		$	0.07	$	0.10	$	—		$	0.08		$	0.02	$	2.19
Effective tax rate	23.2		%													23.6		%
Three months ended September 30, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(5)		Non-GAAP measure
Sales	$	7,490,445		$	—	$	—	$	—		$	(104,958	)	$	—	$	7,385,487
Gross profit	923,778			—		—		—			(17,397		)	—		906,381
Operating income	290,310			8,845		9,611		—			611			2,042		311,419
Income before income taxes	235,227			8,845		9,611		—			633			972		255,288
Provision for income taxes	57,054			2,539		2,454		—			304			240		62,591
Consolidated net income	178,173			6,306		7,157		—			329			732		192,697
Noncontrolling interests	1,640			145		—		—			—			—		1,785
Net income attributable to shareholders	$	176,533		$	6,161	$	7,157	$	—		$	329		$	732	$	190,912
Net income per diluted share	$	1.99		$	0.07	$	0.08	$	—		$	—		$	0.01	$	2.15
Effective tax rate	24.3		%													24.5		%
Three months ended December 31, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(6)		Non-GAAP measure
Sales	$	7,918,182		$	—	$	—	$	—		$	(102,965	)	$	—	$	7,815,217
Gross profit	975,370			—		—		—			(16,947		)	—		958,423
Operating income	334,380			9,493		11,126		—			4,471			—		359,470
Income before income taxes	264,965			9,493		11,126		—			4,114			11,886		301,584
Provision for income taxes	32,474			2,772		4,786		28,323			1,635			3,025		73,015
Consolidated net income	232,491			6,721		6,340		(28,323		)	2,479			8,861		228,569
Noncontrolling interests	1,838			142		—		—			—			—		1,980
Net income attributable to shareholders	$	230,653		$	6,579	$	6,340	$	(28,323	)	$	2,479		$	8,861	$	226,589
Net income per diluted share	$	2.63		$	0.08	$	0.07	$	(0.32	)	$	0.03		$	0.10	$	2.59
Effective tax rate	12.3		%													24.2		%

13

ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Twelve months ended December 31, 2018
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(7)		Non-GAAP measure
Sales	$	29,676,768		$	—	$	—	$	—		$	(415,707	)	$	—	$	29,261,061
Gross profit	3,700,912			—		—		—			(71,091		)	—		3,629,821
Operating income	1,147,512			38,215		49,297		—			19,910			3,604		1,258,538
Income before income taxes	909,373			38,215		49,297		—			19,675			19,435		1,035,995
Provision for income taxes	187,799			10,782		14,815		28,323			6,031			4,678		252,428
Consolidated net income	721,574			27,433		34,482		(28,323		)	13,644			14,757		783,567
Noncontrolling interests	5,379			589		—		—			—			—		5,968
Net income attributable to shareholders	$	716,195		$	26,844	$	34,482	$	(28,323	)	$	13,644		$	14,757	$	777,599
Net income per diluted share	$	8.10		$	0.30	$	0.39	$	(0.32	)	$	0.15		$	0.17	$	8.79
Effective tax rate	20.7		%													24.4		%
Twelve months ended December 31, 2017 (Adjusted)
	Reported GAAP measure			Intangible amortization expense		Restructuring & Integration charges		Impact of Tax Reform			Impact of Wind Down(8)			Other(7)		Non-GAAP measure
Sales	$	26,554,563		$	—	$	—	$	—		$	(387,953	)	$	—	$	26,166,610
Gross profit	3,356,968			—		—		—			(80,834		)	—		3,276,134
Operating income	945,736			38,684		71,707		—			10,045			21,000		1,087,172
Income before income taxes	693,917			38,684		71,707		—			10,254			103,828		918,390
Provision for income taxes	286,541			13,790		21,753		(124,748		)	6,597			40,070		244,003
Consolidated net income	407,376			24,894		49,954		124,748			3,657			63,758		674,387
Noncontrolling interests	5,200			701		—		—			—			—		5,901
Net income attributable to shareholders	$	402,176		$	24,193	$	49,954	$	124,748		$	3,657		$	63,758	$	668,486
Net income per diluted share	$	4.48		$	0.27	$	0.56	$	1.39		$	0.04		$	0.71	$	7.45
Effective tax rate	41.3		%													26.6		%
(1) Impairments for the three months ended June 29, 2019 include goodwill impairments of $570,175, tradename impairments of $46,000, and $6,910 in impairment charges related to various other fixed assets.
(2) Other includes loss on disposition of businesses, net and gain (loss) on investments, net and impact of Tax Act.
(3) Other includes gain (loss) on investments, net
(4) The sum of the components for diluted EPS, as adjusted may not agree to totals, as presented, due to rounding.
(5) Other includes gain (loss) on investments, net and loss on disposition of businesses, net.
(6) Other includes gain (loss) on investments, net and pension settlement.
(7) Other includes loss on disposition of businesses, net and gain (loss) on investments, net and pension settlement.
(8) Amounts for restructuring, integration, and other charges, and identifiable intangible asset amortization related to the personal computer and mobility asset disposition business are included in “impact of wind down” above.

14

EX-99.2

Second Quarter 2019 CFO Commentary As reflected in our earnings release, there are a number of items that impact the comparability of Second-quarter 2019 our results with those in the trailing quarter and prior quarter of last year. The discussion of our results may exclude these items to give you a better sense cash provided by of our operating results. As always, the operating information we provide to you should be used as a operating activities of complement to GAAP numbers. For a complete reconciliation between our GAAP and non-GAAP $405 million. results, please refer to our earnings release and the earnings reconciliation found at the end of this document. The following reported and adjusted information included in this CFO commentary is unaudited and should be read in conjunction with the company’s Form 10-Q for the quarterly period ended June 29, 2019, and the Annual Report on Form 10-K as filed with the Securities and Exchange Commission. investor.arrow.com 1

Second-Quarter 2019 CFO Commentary Second-Quarter Summary Demand conditions for the global components business deteriorated during the second quarter. Demand was lower across all component products, all regions, Second-quarter sales and most industry verticals. Customers are reducing inventories and ordering fewer parts to preserve cash for the future. decreased 1% year Sales for our enterprise computing solutions business were within our prior expectations, but trends were mixed. The key areas of infrastructure software over year and and security continued to grow, but IT hardware declined. Enterprise computing solutions tends to see later-cycle economic impacts than global components. increased 2% year over Our business model continues to be sound, and we remain confident in our long- year adjusted for the term strategy. Our broad portfolio of technology solutions is not reliant on any one industry. Thanks to that resiliency, during the second quarter, cash provided by operations was $405 million. wind down, a We are proactively addressing items within our control with plans in place to disposition, and FX preserve and improve profits, capitalize on the opportunities available, and leverage our engineering capabilities. We commenced a $130 million cost optimization program designed to improve efficiency while preserving the high changes. levels of engineering and supply chain service customers and suppliers require. We are winding down the personal computer and mobility asset disposition business. We believe this business is not sustainable over the long term, and it is no longer aligned with our strategy. This action will enable us to fully focus on our longer-term strategy to enable next-generation technologies such as artificial intelligence, industrial automation, smart cities and vehicles. investor.arrow.com 2

Second-Quarter 2019 CFO Commentary Consolidated Overview Second Quarter 2019 Y/Y Change Adjusted for Dispositions, Wind Down P&L Highlights* Q2 2019 Y/Y Change & Currency Q/Q Change Sales $7,345 (1)% 2% 3% Sales adjusted for wind down $7,267 flat 2% 3% Gross Profit Margin 11.1% (150) bps (120) bps (90) bps Non-GAAP Gross Profit Margin 11.6% (100) bps (90) bps (50) bps Operating Income $(549) (291)% (254)% (324)% Operating Margin (7.5)% (1140) bps (1010) bps (1090) bps Non-GAAP Operating Income $243 (23)% (21)% (12)% Non-GAAP Operating Margin 3.3% (100) bps (100) bps (60) bps Net Income $(549) (423)% (375)% (490)% Diluted EPS $(6.48) (438)% (388)% (495)% Non-GAAP Net Income $137 (30)% (28)% (17)% Non-GAAP Diluted EPS $1.60 (27)% (25)% (15)% $ in millions, except per share data; may reflect rounding. • Consolidated sales were $7.34 billion • Operating income margin was (7.5)% and non-GAAP operating income margin was 3.3% – Changes in foreign currencies negatively impacted sales growth by approximately $148 million or 2 percentage – Operating expenses as a percentage of sales were points year over year 8.8%, down 30 basis points year over year • Consolidated gross profit margin was 11.1% and non-GAAP – Non-GAAP operating expenses as a percentage of gross profit margin was 11.6% sales were 8.2%, flat year over year – Down 150 basis points year over year • Interest and other expense, net was $52 million – Down 100 basis points year over year, as adjusted, due – Below our prior expectation of $57 million due to to higher sales mix of lower-value products in all regions lower borrowings and lower interest rates on floating- for global components, a higher mix of Asia components rate debt sales, and lower margins in Americas enterprise computing solutions investor.arrow.com 3

Second-Quarter 2019 CFO Commentary • Effective tax rate for the quarter was 8.7%, and non- GAAP effective tax rate was 27.5% – Above the high end of our longer-term range of 23.5-25.5% due to mix of profits in higher-tax jurisdictions • Diluted shares outstanding were 85 million – Slightly below our prior expectation of 86 million • Diluted earnings per share were $(6.48) – Below our prior expectation of $1.71 - $1.83 • Non-GAAP diluted earnings per share were $1.60 – Below our prior expectation of $1.94 - $2.06 – Changes in foreign currencies negatively impacted earnings per share by approximately $.06 compared to the second quarter of 2018 A reconciliation of non-GAAP adjusted financial measures, including sales, as adjusted, operating income, as adjusted, net income attributable to shareholders, as adjusted, and net income per share, as adjusted, to GAAP financial measures is presented in the reconciliation tables included herein. investor.arrow.com 4

Second-Quarter 2019 CFO Commentary Components Global $278 $280 $262 $265 $260 $250 $240 $220 $207 $200 $180 $160 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Non-GAAP Operating Income ($ in millions) (As adjusted) • Sales increased 2% year over year adjusted to exclude the PC and mobility asset disposition business and for changes in foreign currencies - Sales were flat year over year as reported Global components • Lead times contracted second-quarter sales • Backlog decreased year over year increased 2% year over • Book-to-bill was 0.95, down from 1.08 in the second quarter of 2018 year as adjusted. • Cancellation rates increased • Reported operating loss of $562 million • Non-GAAP operating margin of 4.0% decreased 100 basis points year over year – Margin decreased in all regions • Return on working capital decreased year over year due to a short-term mismatch between working capital investments and the current demand environment investor.arrow.com 5

Second-Quarter 2019 CFO Commentary Components Americas $2,200 $1,981 $1,943 $2,000 $1,864 $1,844 $1,816 $1,800 $1,600 $1,400 $1,200 $1,000 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Sales ($ in millions) (as adjusted) – Sales decreased 2% year over year adjusted to exclude the PC and mobility asset disposition business and for changes in foreign currencies – Sales decreased 3% year over year as reported Americas components – Growth in the aerospace & defense and medical sales decreased 2% devices verticals year over year – The consumer, transportation, and industrial year over year as verticals decreased year over year adjusted. investor.arrow.com 6

Second-Quarter 2019 CFO Commentary Components Europe $1,483 $1,500 $1,422 $1,383 $1,399 $1,400 $1,374 $1,300 $1,200 $1,100 $1,000 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Sales ($ in millions) (as adjusted) • Sales increased 4% year over year adjusted to exclude the PC and mobility asset disposition business and for changes in foreign currencies – Sales decreased 2% year over year as reported Europe components – Growth in the aerospace & defense vertical year sales increased 4% over year – The transportation vertical decreased year over year over year as year adjusted. investor.arrow.com 7

Second-Quarter 2019 CFO Commentary Components Asia $1,978 $2,000 $1,899 $1,921 $1,900 $1,833 $1,782 $1,800 $1,700 $1,600 $1,500 $1,400 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Sales ($ in millions) • Sales increased 5% year over year adjusted for changes in foreign currencies – Sales increased 4% year over year as reported Asia components sales – Record second-quarter sales – Growth in the wireless vertical year over year increased 5% year over – The power management and transportation verticals decreased year over year year adjusted for changes in foreign currencies. investor.arrow.com 8

Second-Quarter 2019 CFO Commentary Enterprise Computing Solutions Global $180 $155 $160 $140 $120 $113 $101 $100 $85 $90 $80 $60 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Non-GAAP Operating Income ($ in millions) • Sales increased 1% year over year adjusted for a disposition and changes in foreign currencies – Sales decreased 2% year over year as reported Enterprise computing • Billings increased at a low-single-digit rate year over year adjusted for changes in foreign currencies solutions sales • Operating income and non-GAAP operating income decreased 10% year over year increased 1% year over – Non-GAAP operating income decreased 8% year over year adjusted for a disposition and changes in foreign currencies year adjusted for a • Operating margin of 4.7% decreased 50 basis points year over year disposition and changes • Non-GAAP operating margin of 4.9% decreased 40 basis points year over year in foreign currencies. • Return on working capital remains favorable investor.arrow.com 9

Second-Quarter 2019 CFO Commentary Enterprise Computing Solutions Americas $1,900 $1,702 $1,700 $1,458 $1,500 $1,387 $1,372 $1,300 $1,201 $1,100 $900 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Sales ($ in millions) • Sales were flat year over year adjusted for changes in foreign currencies – Sales decreased 1% year over year as reported ECS Americas sales – Growth in infrastructure software across the portfolio, security, industry-standard servers, and were flat year over year proprietary servers year over year – Storage and networking decreased year over year adjusted for changes in foreign currencies. investor.arrow.com 10

Second-Quarter 2019 CFO Commentary Enterprise Computing Solutions Europe $1,000 $954 $900 $800 $763 $721 $701 $700 $652 $600 $500 $400 Q2-'18 Q3-'18 Q4-'18 Q1-'19 Q2-'19 Sales ($ in millions) • Sales increased 5% year over year adjusted for a disposition and changes in foreign currencies. – Sales decreased 3% year over year as reported ECS Europe sales – Strong growth in industry-standard servers year over year adjusted for changes in foreign increased 5% year over currencies – Growth in infrastructure software across the year adjusted for a portfolio year over year adjusted for changes in foreign currencies disposition and changes – Proprietary servers and services decreased year over year in foreign currencies. investor.arrow.com 11

Second-Quarter 2019 CFO Commentary Cash Flow from Operations Cash flow from operating activities was $405 million in the quarter and was $834 million over the last 12 months. Working Capital Working capital to sales was 18.1% in the quarter, flat year over year. Return on working capital was 18.2% in the quarter, down 550 basis points year over year. Return on Invested Capital Return on invested capital was 8.2% in the quarter, down 210 basis points year over year. We repurchased Share Buyback approximately $150 We repurchased approximately 2.1 million shares of our stock for $150 million. Total cash returned to shareholders million of our stock in the over the last 12 months was approximately $361 million. second quarter. Debt and Liquidity Net-debt-to-last-12-months EBITDA ratio is approximately 2.4x. Total liquidity of $2.5 billion when including cash of $270 million. investor.arrow.com 12

Second-Quarter 2019 CFO Commentary Arrow Electronics Outlook Guidance Excluding the PC and Mobility Asset Disposition Business We are expecting the average USD-to-Euro exchange rate for the third quarter of 2019 to be $1.12 to €1 compared with $1.16 to €1 in the third quarter of 2018. We estimate changes in foreign currencies will have negative impacts on growth of approximately $90 million, or 1% on sales, and $.05, or 2%, on earnings per share on a diluted basis compared to the third quarter of 2018. We are expecting interest expense will total approximately $54 million. Third-Quarter 2019 Guidance Consolidated Sales $6.85 billion to $7.25 billion Global Components $4.925 billion to $5.125 billion Global ECS $1.925 billion to $2.125 billion Diluted Earnings Per Share1 $.97 to $1.09 Non-GAAP Diluted Earnings Per Share1 $1.62 to $1.74 1 Assumes average diluted shares outstanding of 85 million, and an average tax rate at the high end of the 23.5 to 25.5% target range. investor.arrow.com 13

Second-Quarter 2019 CFO Commentary Risk Factors Information Relating to Forward-Looking The discussion of the company’s Statements business and operations should be read together with the risk factors This press release includes forward-looking statements that are subject to numerous assumptions, risks, and contained in Item 1A of its 2018 Annual uncertainties, which could cause actual results or facts to differ materially from such statements for a variety of Report on Form 10-K, filed with the reasons, including, but not limited to: industry conditions, company’s implementation of its new Securities and Exchange Commission, enterprise resource planning system, changes in product supply, pricing and customer demand, which describe various risks and competition, other vagaries in the global components and global enterprise computing solutions markets, uncertainties to which the company is changes in relationships with key suppliers, increased profit margin pressure, effects of additional actions or may become subject. If any of the taken to become more efficient or lower costs, risks related to the integration of acquired businesses, described events occur, the company’s changes in legal and regulatory matters, and the company’s ability to generate additional cash flow. Forward-looking statements are those statements business, results of operations, which are not statements of historical fact. These forward-looking statements can be identified by financial condition, liquidity, or access forward-looking words such as “expects,” “anticipates,” “intends,” “plans,” “may,” “will,” “believes,” “seeks,” to the capital markets could be “estimates,” and similar expressions. Shareholders and other readers are cautioned not to place undue reliance materially adversely affected. 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. For a further discussion of factors to consider in connection with these forward-looking statements, investors should refer to Item 1A Risk Factors of the company’s Annual Report on Form 10-K for the year ended December 31, 2018. investor.arrow.com 14

Second-Quarter 2019 CFO Commentary Certain Non-GAAP Financial Information In addition to disclosing financial results that are the company’s financial and operating performance. In determined in accordance with accounting principles addition, the company’s Board of Directors may use this generally accepted in the United States (“GAAP”), the non-GAAP financial information in evaluating company also provides certain non-GAAP financial management performance and setting management information relating to sales, operating income, net income compensation. attributable to shareholders, and net income per basic and diluted share. The presentation of this additional non-GAAP financial information is not meant to be considered in isolation or The company provides sales, gross profit, and expense as a substitute for, or alternative to, operating income, net on a non-GAAP basis adjusted for the impact of changes income attributable to shareholders and net income per in foreign currencies (referred to as “impact of changes in basic and diluted share determined in accordance with foreign currencies”) by re-translating prior period results GAAP. Analysis of results and outlook on a non-GAAP at current period foreign exchange rates, the impact of basis should be used as a complement to, and in dispositions by adjusting the company’s operating results conjunction with, data presented in accordance with for businesses disposed, as if the dispositions had GAAP. 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, net income The company believes that attributable to shareholders, and net income per basic and diluted share are adjusted to exclude identifiable such non-GAAP financial intangible asset amortization, restructuring, integration, and other charges, and loss on disposition of businesses, information is useful to net, AFS notes receivable and inventory reserve, digital inventory reserve, the impact of non-cash charges related investors to assist in to goodwill, tradenames, and property, plant and assessing and understanding equipment, and the impact of wind down. Net income attributable to shareholders, and net income per basic and the company’s operating diluted share are also adjusted to exclude the impact of U.S. tax reform. A reconciliation of the company’s non- performance. GAAP financial information to GAAP is set forth in the tables below. The company believes that such non-GAAP financial information is useful to investors to assist in assessing and understanding the company’s operating performance and underlying trends in the company’s business because management considers these items referred to above to be outside the company’s core operating results. This non- GAAP financial information is among the primary indicators management uses as a basis for evaluating investor.arrow.com 15

Second-Quarter 2019 CFO Commentary Earnings Reconciliation ($ in thousands, except per share data) Three months ended June 29, 2019 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Impact of Non-GAAP measure expense charges Downs Downs Impairments* Wind Down Other** measure Sales $ 7,344,548 $ — $ — $ — $ — $ — $ (77,914) $ — $ 7,266,634 Gross Profit 814,909 — — 1,868 20,114 — 4,305 — 841,196 Operating income (549,190) 8,665 19,906 15,851 20,114 623,085 104,219 — 242,650 Income before income taxes (600,120) 8,665 19,906 15,851 20,114 623,085 104,229 (1,390) 190,340 Provision for income taxes (52,369) 2,463 4,865 3,910 4,962 64,246 24,730 (382) 52,425 Consolidated net income (547,751) 6,202 15,041 11,941 15,152 558,839 79,499 (1,008) 137,915 Noncontrolling interests 1,215 140 — — — — — — 1,355 Net income attributable to shareholders $ (548,966) $ 6,062 $ 15,041 $ 11,941 $ 15,152 $ 558,839 $ 79,499 $ (1,008) $ 136,560 Net income per diluted share**** $ (6.48) $ 0.07 $ 0.18 $ 0.14 $ 0.18 $ 6.60 $ 0.94 $ (0.01) $ 1.60 Effective tax rate 8.7% 27.5% Three months ended June 30, 2018 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Impact of Non-GAAP measure expense charges Downs Downs Impairments Wind Down Other** measure Sales $ 7,392,528 $ — $ — $ — $ — $ — $ (100,372) $ — $ 7,292,156 Gross Profit 932,820 — — — — — (17,079) — 915,741 Operating income 286,827 9,161 11,654 — — — 9,482 — 317,124 Income before income taxes 222,721 9,161 11,654 — — — 9,536 2,563 255,635 Provision for income taxes 51,681 2,540 2,893 — — — 2,545 631 60,290 Consolidated net income 171,040 6,621 8,761 — — — 6,991 1,932 195,345 Noncontrolling interests 1,125 149 — — — — — — 1,274 Net income attributable to shareholders $ 169,915 $ 6,472 $ 8,761 $ — $ — $ — $ 6,991 $ 1,932 $ 194,071 Net income per diluted share $ 1.92 $ 0.07 $ 0.10 $ — $ — $ — $ 0.08 $ 0.02 $ 2.19 Effective tax rate 23.2% 23.6% Three months ended March 30, 2019 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Impact of Non-GAAP measure expense charges Downs Downs Impairments Wind Down Other*** measure Sales $ 7,155,991 $ — $ — $ — $ — $ — $ (83,054) $ — $ 7,072,937 Gross Profit 861,688 — — — — — (8,127) — 853,561 Operating income 245,560 9,142 11,086 — — — 10,196 866 276,850 Income before income taxes 196,321 9,142 11,086 — — — 10,343 (4,482) 222,410 Provision for income taxes 53,907 2,540 2,711 — — — 2,528 (4,821) 56,865 Consolidated net income 142,414 6,602 8,375 — — — 7,815 339 165,545 Noncontrolling interests 1,679 142 — — — — — — 1,821 Net income attributable to shareholders $ 140,735 $ 6,460 $ 8,375 $ — $ — $ — $ 7,815 $ 339 $ 163,724 Net income per diluted share**** $ 1.63 $ 0.07 $ 0.10 $ — $ — $ — $ 0.09 $ — $ 1.90 Effective tax rate 27.5% 25.6% * Impairments for the three months ended June 29, 2019 include goodwill impairments of $570,175, tradename impairments of $46,000, and $6,910 in impairment charges related to various other fixed assets. ** Other includes gain (loss) on investments, net *** Other includes loss on disposition of businesses, net and gain (loss) on investments, net and impact of Tax Act. **** For the three months ended June 29, 2019, the non-GAAP net income per diluted share calculation includes 649 thousand shares that were excluded from the GAAP net income per diluted share calculation. Additionally, in all periods presented the sum of the components for diluted EPS, as adjusted may not agree to totals, as presented, due to rounding. investor.arrow.com 16