Avnet 2014 Annual Report Download - page 114

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Exhibit 10.23(d)
AVNET, INC.
STANDARD TERMS AND CONDITIONS
FOR STOCK UNITS
These Standard Terms and Conditions for Incentive Stock Units (the “Standard Terms and Conditions”)
apply to any
restricted stock unit granted under the Avnet, Inc. 2013 Stock Compensation and Incentive Plan (the “Plan”)
that are
identified as incentive or restricted stock units.
Avnet, Inc. (“Avnet”)
has granted to the Participant named in the attached award letter restricted stock units (the
“Incentive Stock Units”) covering the number of shares of its common stock (the “Stock”)
set forth in the award
letter, subject to the conditions set forth in these Standard Terms and Conditions, and the Plan. For purposes of
these Standard Terms and Conditions and the award letter, the “Company” refers to Avnet and its subsidiaries.
Subject to the provisions these Standard Terms and Conditions, 25% of the Incentive Stock Units will vest on the
first business day of January in each of 20__ through 20__.
Upon the vesting, one share of Stock shall be issuable
for each Incentive Stock Unit that vests. Thereafter, Avnet shall transfer such Stock to the Participant. Such
transfer shall occur during the Participant’
s tax year in which vesting occurs, as soon as practicable after the
satisfaction of all required tax withholding obligations, securities law registration and other requirements, and
applicable stock exchange listing.
The Participant shall not acquire or have any rights as a shareholder of Avnet by virtue of these Standard Terms
and Conditions (or the Award evidenced thereby) until the shares of Stock issuable pursuant to this Award are
actually issued and delivered to the Participant in accordance with the terms of the Plan and these Standard
Terms and Conditions.
Except as provided below with respect to death or Retirement (as such term is defined below), if the Participant
ceases to be employed by, or ceases providing services to, the Company for any reason before the Incentive
Stock Units have vested pursuant to Paragraph 2, the Participant shall immediately forfeit all of the Incentive
Stock Units without consideration therefor. This Section 3 shall apply to a Participant who has not provided
services to the Company for twelve consecutive months due to long-term disability leave.
1.
TERMS OF STOCK UNITS
2.
VESTING AND PERFORMANCE
3.
TERMINATION OF EMPLOYMENT OR SERVICE