ANALOG DEVICES INC — Director's Dealing 2013

Sep 23, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANALOG DEVICES INC (ADI)
CIK: 0000006281
Period of Report: 2013-09-19

Reporting Person: Meaney Richard (VP, Products & Technology Grou)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-19	Comm Stock-$.16-2/3 value	M	30000.0000	$45.2700	Acquired	43760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	M	30000.0000	$39.4400	Acquired	73760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	M	30000.0000	$37.7000	Acquired	103760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	M	353.0000	$37.0400	Acquired	104113.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	S	353.0000	$48.3880	Disposed	103760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	S	30000.0000	$48.3900	Disposed	73760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	S	30000.0000	$48.3730	Disposed	43760.0000	Direct
2013-09-19	Comm Stock-$.16-2/3 value	S	30000.0000	$48.3190	Disposed	13760.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-09-19	Non-Qualified Stock Option (right to buy)	$37.0400	M	353.0000	Disposed	2015-06-01	Comm Stock-$.16-2/3 value (353.0000)	Direct
2013-09-19	Non-Qualified Stock Option (right to buy)	$39.4400	M	30000.0000	Disposed	2015-12-06	Comm Stock-$.16-2/3 value (30000.0000)	Direct
2013-09-19	Non-Qualified Stock Option (right to buy)	$37.7000	M	30000.0000	Disposed	2014-12-07	Comm Stock-$.16-2/3 value (30000.0000)	Direct
2013-09-19	Non-Qualified Stock Option (right to buy)	$45.2700	M	30000.0000	Disposed	2013-12-10	Comm Stock-$.16-2/3 value (30000.0000)	Direct

Footnotes

F1: These shares were disposed of in multiple transactions on September 19, 2013 at actual sales prices ranging from $48.370 to $48.410 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 September 19, 2013 at actual sales prices ranging from $48.350 to $48.465 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 September 19, 2013 at actual sales prices ranging from $48.350 to $48.430 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 September 19, 2013 at actual sales prices ranging from $48.350 to $48.455 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 100.00% on July 30, 2005.

F6: This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was December 6, 2005.

F7: This option vested in equal installments on the third, fourth and fifth anniversaries of the original grant date, which was December 7, 2004.

F8: This option vested in equal installments on the third, fourth and fifth anniversaries of the original grant date, which was December 10, 2003.