Vincent Roche - Dec 10, 2024 Form 4 Insider Report for ANALOG DEVICES INC (ADI)

Role
Chair & CEO, Director
Signature
/s/ Shelly Shaw, General Counsel, by Power of Attorney
Stock symbol
ADI
Transactions as of
Dec 10, 2024
Transactions value $
-$2,158,300
Form type
4
Date filed
12/12/2024, 05:27 PM
Previous filing
Nov 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ADI Comm Stock - $.16-2/3 value Options Exercise $911K +10K +45.49% $91.13 32K Dec 11, 2024 Direct
transaction ADI Comm Stock - $.16-2/3 value Sale -$2.16M -10K -31.27% $215.83 22K Dec 11, 2024 Direct F1
holding ADI Comm Stock-$.16-2/3 value 34.8K Dec 10, 2024 Vincent Roche 2023 Grantor Retained Annuity Trust F2
holding ADI Comm Stock-$.16-2/3 value 43.5K Dec 10, 2024 Vincent Roche 2024 Grantor Retained Annuity Trust F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ADI Performance-Based Stock Option (right to buy) Award $0 +25.7K +76.2% $0.00 59.4K Dec 10, 2024 Comm Stock - $.16-2/3 value 25.7K $0.00 Direct F4
transaction ADI Non-Qualified Stock Option (right to buy) Options Exercise -$911K -10K -33.31% $91.13 20K Dec 11, 2024 Comm Stock - $.16-2/3 value 10K $91.13 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 These shares were sold pursuant to a 10b5-1 plan adopted by the Reporting Person on March 1, 2024.
F2 Shares held by the Vincent Roche 2023 Grantor Retained Annuity Trust dated August 25, 2023.
F3 Shares held by the Vincent Roche 2024 Grantor Retained Annuity Trust dated October 3, 2024.
F4 Represents shares of common stock of the Issuer to be issued to the Reporting Person on March 15, 2025 (the "Vesting Date"), subject to the Reporting Person's continued service through the Vesting Date, as a result of the certification by the Issuer's Compensation and Talent Committee on December 10, 2024 of the achievement, at 176.2% of the target established, of pre-established performance parameters relating to the Issuer's financial performance with respect to the performance-based restricted stock units granted to the Reporting Person on April 2, 2022.
F5 This option is fully vested.