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ANALOG DEVICES INC Director's Dealing 2017

Mar 21, 2017

29843_dirs_2017-03-21_9a04ebcf-23d7-4cb3-936f-768a6d54fcb6.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: 2017-03-17

Reporting Person: SEIF MARGARET K (SVP, CLO & Secretary)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-03-17 Comm Stock - $.16-2/3 value M 1000 $39.79 Acquired 17367 Direct
2017-03-20 Comm Stock - $.16-2/3 value M 1000 $46.48 Acquired 18367 Direct
2017-03-20 Comm Stock - $.16-2/3 value M 1000 $51.73 Acquired 19367 Direct
2017-03-20 Comm Stock - $.16-2/3 value S 3000 $83.26 Disposed 16367 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-03-17 Restricted Stock Unit (RSU) $0.0 A 98 Acquired Comm Stock - $.16-2/3 value (98.0) Direct
2017-03-20 Non-Qualified Stock Option (right to buy) $39.79 M 1000 Disposed 2022-03-15 Comm Stock - $.16-2/3 value (1000.0) Direct
2017-03-20 Non-Qualified Stock Option (right to buy) $46.48 M 1000 Disposed 2023-03-12 Comm Stock - $.16-2/3 value (1000.0) Direct
2017-03-20 Non-Qualified Stock Option (right to buy) $51.73 M 1000 Disposed 2024-03-12 Comm Stock - $.16-2/3 value (1000.0) Direct

Footnotes

F1: These shares were disposed of in an open market sale pursuant to a 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

F2: Represents shares of common stock of the Issuer to be issued to the Reporting Person on March 26, 2017 (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 Committee on March 17, 2017 of the achievement of pre-established performance parameters at 102.16% of the target established for the performance-based restricted stock units granted to the Reporting Person on March 12, 2014.

F3: 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.

F4: 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.

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, 2014.