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ANALOG DEVICES INC Director's Dealing 2015

May 6, 2015

29843_dirs_2015-05-06_0054c998-88d4-4dd3-b4d5-760eac924553.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ANALOG DEVICES INC (ADI)
CIK: 0000006281
Period of Report: 2015-05-03

Reporting Person: Hassett Joseph (SVP, Worldwide Manufacturing)

Holdings (Non-Derivative)

Security Shares Ownership
Comm Stock-$.16-2/3 value 6932.0000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Non-Qualified Stock Option (right to buy) $29.9100 2018-01-03 Comm Stock-$.16-2/3 value (20000.0000) Direct
Non-Qualified Stock Option (right to buy) $31.6200 2020-01-05 Comm Stock-$.16-2/3 value (9630.0000) Direct
Non-Qualified Stock Option (right to buy) $37.5200 2021-01-04 Comm Stock-$.16-2/3 value (11280.0000) Direct
Non-Qualified Stock Option (right to buy) $39.7900 2022-03-15 Comm Stock-$.16-2/3 value (18400.0000) Direct
Non-Qualified Stock Option (right to buy) $46.4800 2023-03-12 Comm Stock-$.16-2/3 value (17150.0000) Direct
Non-Qualified Stock Option (right to buy) $51.7300 2024-03-12 Comm Stock-$.16-2/3 value (22040.0000) Direct
Non-Qualified Stock Option (right to buy) $57.2900 2025-03-11 Comm Stock-$.16-2/3 value (21930.0000) Direct
Restricted Stock Unit (RSU) $0.0000 Comm Stock-$.16-2/3 value (4230.0000) Direct
Restricted Stock Unit (RSU) $0.0000 Comm Stock-$.16-2/3 value (2975.0000) Direct
Restricted Stock Unit (RSU) $0.0000 Comm Stock-$.16-2/3 value (4215.0000) Direct

Footnotes

F1: 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.

F2: This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2010.

F3: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2011.

F4: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 15, 2012.

F5: This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 12, 2013.

F6: 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.

F7: 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.

F8: The Restricted Stock Units granted to the reporting person on March 11, 2015 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.

F9: The Restricted Stock Units granted to the reporting person on March 12, 2013 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.

F10: The Restricted Stock Units granted to the reporting person on March 12, 2014 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.