SEC Form 4 · accession 0001225208-15-007791
ANALOG DEVICES INC · ADI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Margaret K Seif
Officer — SVP, Gen Counsel, Secretary
Period of report
Mar 11, 2015
Accepted (ET)
Mar 13, 2015 · 4:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000006281
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Comm Stock-$.16-2/3 value | Mar 12, 2015 | M | 1,000 | $37.52 | A | 7,368 | D | |
| Comm Stock-$.16-2/3 value | Mar 12, 2015 | M | 1,000 | $31.62 | A | 8,368 | D | |
| Comm Stock-$.16-2/3 value | Mar 12, 2015 | M | 1,000 | $19.57 | A | 9,368 | D | |
| Comm Stock-$.16-2/3 value | Mar 12, 2015 | S | 3,500 | $56.81 | D | 5,868 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F2 | $57.29 | Mar 11, 2015 | A | 25,990 | A | Mar 11, 2016 | Mar 11, 2025 | Comm Stock-$.16-2/3 value | 25,990 | 25,990 | D |
| Performance-Based Restricted Stock UnitF3,F4 | $0.00 | Mar 11, 2015 | A | 5,010 | A | Mar 25, 2018 | — | Comm Stock-$.16-2/3 value | 5,010 | 5,010 | D |
| Restricted Stock Unit (RSU)F5 | $0.00 | Mar 11, 2015 | A | 5,010 | A | Mar 11, 2018 | — | Comm Stock-$.16-2/3 value | 5,010 | 5,010 | D |
| Non-Qualified Stock Option (right to buy)F6 | $37.52 | Mar 12, 2015 | M | 1,000 | D | Jan 4, 2012 | Jan 4, 2021 | Comm Stock-$.16-2/3 value | 1,000 | 10,232 | D |
| Non-Qualified Stock Option (right to buy)F7 | $19.57 | Mar 12, 2015 | M | 1,000 | D | Jan 5, 2010 | Jan 5, 2019 | Comm Stock-$.16-2/3 value | 1,000 | 11,000 | D |
| Non-Qualified Stock Option (right to buy)F8 | $31.62 | Mar 12, 2015 | M | 1,000 | D | Jan 5, 2011 | Jan 5, 2020 | Comm Stock-$.16-2/3 value | 1,000 | 3,000 | D |
Explanation of responses
- F1These 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.
- F2This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 11, 2015.
- F3Each Performance-Based Restricted Stock Unit (RSU) represents the right to receive, following vesting, up to 200% of one share of common stock of the Company. The resulting number of shares of common stock of the Company acquired upon vesting of the Performance-Based RSUs is contingent upon the achievement of pre-established performance parameters, as approved by the Company's Compensation Committee, over a three-year performance period beginning on the grant date and ending on the third anniversary of the grant date.
- F4Unless earlier forfeited under the terms of the Performance-Based RSU, each Performance-Based RSU vests and converts into no more than 200% of one share of common stock of the Company three years and 14 days after the grant date.
- F5The 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 shall automatically convert into one (1) share of common stock of the Company.
- F6This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2011.
- F7This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2009.
- F8This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2010.