| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 02/22/2019 | 3. Issuer Name and Ticker or Trading Symbol ANALOG DEVICES INC [ ADI ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Comm Stock - $.16-2/3 value | 2,546 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Non-Qualified Stock Option (right to buy) | 01/04/2012(1) | 01/04/2021 | Comm Stock - $.16-2/3 value | 3,010 | 37.52 | D | |
| Non-Qualified Stock Option (right to buy) | 03/15/2013(2) | 03/15/2022 | Comm Stock - $.16-2/3 value | 2,210 | 39.79 | D | |
| Non-Qualified Stock Option (right to buy) | 03/12/2014(3) | 03/12/2023 | Comm Stock - $.16-2/3 value | 2,740 | 46.48 | D | |
| Non-Qualified Stock Option (right to buy) | 03/12/2015(4) | 03/12/2024 | Comm Stock - $.16-2/3 value | 2,750 | 51.73 | D | |
| Non-Qualified Stock Option (right to buy) | 03/11/2016(5) | 03/11/2025 | Comm Stock - $.16-2/3 value | 2,920 | 57.29 | D | |
| Non-Qualified Stock Option (right to buy) | 03/09/2017(6) | 03/09/2026 | Comm Stock - $.16-2/3 value | 1,910 | 54.93 | D | |
| Non-Qualified Stock Option (right to buy) | 03/08/2018(7) | 03/08/2027 | Comm Stock - $.16-2/3 value | 2,200 | 83.48 | D | |
| Non-Qualified Stock Option (right to buy) | 03/29/2019(8) | 03/29/2028 | Comm Stock - $.16-2/3 value | 1,992 | 91.13 | D | |
| Restricted Stock Unit (RSU) | 03/09/2019(9) | (9) | Comm Stock - $.16-2/3 value | 492 | 0.0 | D | |
| Restricted Stock Unit (RSU) | 03/08/2020(10) | (10) | Comm Stock - $.16-2/3 value | 482 | 0.0 | D | |
| Restricted Stock Unit (RSU) | 03/29/2019(11) | (11) | Comm Stock - $.16-2/3 value | 1,108 | 0.0 | D | |
| Explanation of Responses: |
| 1. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2011. |
| 2. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 15, 2012. |
| 3. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 12, 2013. |
| 4. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 12, 2014. |
| 5. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 11, 2015. |
| 6. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 9, 2016. |
| 7. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 8, 2017. |
| 8. This option vests in equal installments on the first, second, third and fourth anniversaries of the original grant date, which was March 29, 2018. |
| 9. The Restricted Stock Units granted to the Reporting Person on March 9, 2016 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Company. |
| 10. The Restricted Stock Units granted to the Reporting Person on March 8, 2017 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Company. |
| 11. The Restricted Stock Units granted to the Reporting Person on March 29, 2018 (the "Original Grant Date") vest in equal installments on the first, second, third and fourth anniversaries of the Original Grant Date. Upon each vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Company. |
| Remarks: |
| /s/ Michael P. Sondel | 02/26/2019 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
