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ANALOG DEVICES INC Director's Dealing 2013

Dec 24, 2013

29843_dirs_2013-12-24_785ccd49-882f-4539-a6e9-7d1d58035c7c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANALOG DEVICES INC (ADI)
CIK: 0000006281
Period of Report: 2013-12-20

Reporting Person: STATA RAY (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-12-20 Comm Stock-$.16-2/3 value M 30000.0000 $29.9100 Acquired 802411.0000 Direct
2013-12-20 Comm Stock-$.16-2/3 value M 10000.0000 $19.5700 Acquired 812411.0000 Direct
2013-12-20 Comm Stock-$.16-2/3 value S 10000.0000 $50.0000 Disposed 802411.0000 Direct
2013-12-20 Comm Stock-$.16-2/3 value S 30000.0000 $50.1240 Disposed 772411.0000 Direct
2013-12-23 Comm Stock-$.16-2/3 value M 22000.0000 $19.5700 Acquired 794411.0000 Direct
2013-12-23 Comm Stock-$.16-2/3 value M 10000.0000 $29.9100 Acquired 804411.0000 Direct
2013-12-23 Comm Stock-$.16-2/3 value S 10000.0000 $50.2580 Disposed 794411.0000 Direct
2013-12-23 Comm Stock-$.16-2/3 value S 22000.0000 $50.3380 Disposed 772411.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-12-20 Non-Qualified Stock Option (right to buy) $29.9100 M 30000.0000 Disposed 2018-01-03 Comm Stock-$.16-2/3 value (30000.0000) Direct
2013-12-20 Non-Qualified Stock Option (right to buy) $19.5700 M 10000.0000 Disposed 2019-01-05 Comm Stock-$.16-2/3 value (10000.0000) Direct
2013-12-23 Non-Qualified Stock Option (right to buy) $29.9100 M 10000.0000 Disposed 2018-01-03 Comm Stock-$.16-2/3 value (10000.0000) Direct
2013-12-23 Non-Qualified Stock Option (right to buy) $19.5700 M 22000.0000 Disposed 2019-01-05 Comm Stock-$.16-2/3 value (22000.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Comm Stock-$.16-2/3 value 1108709.0000 Indirect
Comm Stock-$.16-2/3 value 400277.0000 Indirect
Comm Stock-$.16-2/3 value 1850.0000 Indirect

Footnotes

F1: These shares were disposed of in multiple transactions on December 20, 2013 at actual sales prices ranging from $50.000 to $50.005 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: These shares were disposed of in multiple transactions on December 20, 2013 at actual sales prices ranging from $50.010 to $50.179 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: These shares were disposed of in multiple transactions on December 23, 2013 at actual sales prices ranging from $50.250 to $50.260 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F4: These shares were disposed of in multiple transactions on December 23, 2013 at actual sales prices ranging from $50.200 to $50.500 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 3, 2008.

F6: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2009.