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): May 24, 2004 ARROW ELECTRONICS, INC. -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) NEW YORK 1-4482 11-1806155 ------------------------------------------------------------------------------------ (State or Other Juris- (Commission File (IRS Employer diction of Incorporation) Number) Identification No.) 50 MARCUS DRIVE, MELVILLE, NEW YORK 11747 ------------------------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (631) 847-2000 ITEM 5. OTHER EVENTS On May 24, 2004, Arrow Electronics, Inc. issued a press release announcing that it had signed a definitive agreement pursuant to which Arrow will acquire all of the issued share capital of Disway AG. A copy of the press release is attached hereto as an Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of Business Acquired: Not applicable. (b) Pro Forma Financial Information: Not applicable. (c) Exhibits: Exhibit No. Description --- ----------- 99.1 Press release issued by Arrow Electronics, Inc., dated May 24, 2004, announcing that it had signed a definitive agreement pursuant to which Arrow will acquire all of the issued share capital of Disway AG. 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: May 26, 2004 By: /s/ Peter S. Brown --------------------------------- Name: Peter S. Brown Title: Senior Vice President and General Counsel 2 Exhibit Index Exhibit No. Description Page ------- ----------- ---- 99.1 Press release issued by Arrow Electronics, Inc., 4 dated May 24, 2004, announcing that it had signed a definitive agreement pursuant to which Arrow will acquire all of the issued share capital of Disway AG. 3