0000006281-23-000107.txt : 20230317 0000006281-23-000107.hdr.sgml : 20230317 20230317174709 ACCESSION NUMBER: 0000006281-23-000107 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20221205 FILED AS OF DATE: 20230317 DATE AS OF CHANGE: 20230317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mahendra-Rajah Prashanth CENTRAL INDEX KEY: 0001609983 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07819 FILM NUMBER: 23744093 MAIL ADDRESS: STREET 1: C/O WABCO HOLDINGS INC. STREET 2: ONE CENTENNIAL AVENUE CITY: PISCATAWAY STATE: NJ ZIP: 08855 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANALOG DEVICES INC CENTRAL INDEX KEY: 0000006281 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 042348234 STATE OF INCORPORATION: MA FISCAL YEAR END: 1028 BUSINESS ADDRESS: STREET 1: ONE ANALOG WAY CITY: WILMINGTON STATE: MA ZIP: 01887 BUSINESS PHONE: 7813294700 MAIL ADDRESS: STREET 1: ONE ANALOG WAY CITY: WILMINGTON STATE: MA ZIP: 01887 4 1 wf-form4_167908961504021.xml FORM 4 X0306 4 2022-12-05 0 0000006281 ANALOG DEVICES INC ADI 0001609983 Mahendra-Rajah Prashanth ONE ANALOG WAY WILMINGTON MA 01887 0 1 0 0 EVP, Finance & CFO Comm Stock - $.16-2/3 value 2023-03-15 4 M 0 1779 0 A 15502.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 F 0 861 182.93 D 14641.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 M 0 3061 0 A 17702.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 F 0 1480 182.93 D 16222.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 M 0 6767 0 A 22989.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 M 0 7116 0 A 30105.70 D Comm Stock - $.16-2/3 value 2023-03-15 4 F 0 6235 182.93 D 23870.70 D Restricted Stock Unit (RSU) 0.0 2023-03-15 4 M 0 1779 0 D Comm Stock - $.16-2/3 value 1779.0 1779 D Restricted Stock Unit (RSU) 0.0 2023-03-15 4 M 0 3061 0 D Comm Stock - $.16-2/3 value 3061.0 9184 D Performance-Based Restricted Stock Unit 0.0 2022-12-05 4 A 0 6767 0 A 2023-03-15 Comm Stock - $.16-2/3 value 6767.0 6767 D Performance-Based Restricted Stock Unit 0.0 2023-03-15 4 M 0 6767 0 D 2023-03-15 Comm Stock - $.16-2/3 value 6767.0 0 D Performance-Based Restricted Stock Unit 0.0 2023-03-15 4 M 0 7116 0 D 2023-03-15 Comm Stock - $.16-2/3 value 7116.0 0 D This disposition represents shares withheld to satisfy tax withholding obligations on the restricted stock units that vested on March 15, 2022 and are reported herein. This disposition represents shares withheld to satisfy tax withholding obligations on the performance restricted stock units that vested on March 15, 2022 and are reported herein. The Restricted Stock Units granted to the Reporting Person on March 11, 2020 vest in equal installments on the first, second, third and fourth anniversaries of March 15, 2020. Upon each vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Issuer. The Restricted Stock Units granted to the Reporting Person on April 4, 2022 vest in equal installments on the first, second, third and fourth anniversaries of March 15, 2022. Upon each vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Issuer. Represents shares of common stock of the Issuer to be issued to the Reporting Person on March 15, 2023 (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 December 5, 2022 of the achievement of pre-established performance parameters at 195.1% of the target established for the performance-based restricted stock units granted to the Reporting Person on March 11, 2020. This transaction represents the settlement of performance-based RSUs granted on March 11, 2020 in shares of common stock of the Issuer on the Vesting Date as a result of the certification by the Issuer's Compensation Committee on December 5, 2022 of the satisfaction of performance criteria at 195.1% of target. /s/ Shelly Shaw, Associate General Counsel, by Power of Attorney 2023-03-17 EX-24 2 subpoa-xmkstossandja.htm MAHENDRA-RAJAH POA

SUBSTITUTE POWER OF ATTORNEY

Pursuant to a written Limited Power of Attorney for Section 16 Reporting Obligations granted by each of the following individuals (collectively, the "Powers of Attorney"), copies of which were previously filed with the Securities and Exchange Commission, the undersigned has been constituted and appointed true and lawful attorney-in-fact and agent, with full powers of substitution and revocation, to do and perform every act and thing whatsoever requisite, necessary or proper to be done in the exercise of the rights and powers granted in such Powers of Attorney:
James A. Champy
Anantha P. Chandrakasan
Martin Cotter
Tunc Doluca
Bruce R. Evans
Edward H. Frank
Laurie H. Glimcher
Karen M. Golz
Gregory N. Henderson
Mercedes Johnson
Mark M. Little
Prashanth Mahendra-Rajah
Vincent Roche
Anelise Angelino Sacks
Kenton J. Sicchitano
Ray Stata

The undersigned, pursuant to the powers granted in the Powers of Attorney, hereby constitutes and appoints Janene Asgeirsson and Shelly Shaw as substitute to the undersigned attorney-in-fact, with full power and authority to do and perform every act and thing whatsoever requisite, necessary or proper to be done in the exercise of the rights and powers granted to the undersigned in the Powers of Attorney. For the avoidance of doubt, the foregoing appointment shall not serve as a revocation of the powers granted to the undersigned in the Powers of Attorney.
This Substitute Power of Attorney shall remain in full force and effect with respect to each individual listed above, until the underlying Power of Attorney is revoked or terminated, unless earlier revoked by the undersigned in a signed writing.

IN WITNESS WHEREOF, the undersigned has caused this Substitute Power of Attorney to be executed as of this 3rd day of March, 2022.

Signature

/s/ Margaret K. Seif
Print Name

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EX-24 3 subpoa-xmkstoetftofile.htm POA MAHENDRA-RAJEH

SUBSTITUTE POWER OF ATTORNEY

Pursuant to a written Limited Power of Attorney for Section 16 Reporting Obligations granted by each of the following individuals (collectively, the "Powers of Attorney"), copies of which were previously filed with the Securities and Exchange Commission, the undersigned has been constituted and appointed true and lawful attorney-in-fact and agent, with full powers of substitution and revocation, to do and perform every act and thing whatsoever requisite, necessary or proper to be done in the exercise of the rights and powers granted in such Powers of Attorney:
James A. Champy
Anantha P. Chandrakasan
Martin Cotter
Bruce R. Evans
Edward H. Frank
Laurie H. Glimcher
Karen M. Golz
Joseph Hassett
Gregory N. Henderson
Mark M. Little
Prashanth Mahendra-Rajah
Steve Pietkiewicz
Vincent Roche
Kenton J. Sicchitano
Ray Stata

The undersigned, pursuant to the powers granted in the Powers of Attorney, hereby constitutes and appoints Eric French as substitute to the undersigned attorney-in-fact, with full power and authority to do and perform every act and thing whatsoever requisite, necessary or proper to be done in the exercise of the rights and powers granted to the undersigned in the Powers of Attorney. For the avoidance of doubt, the foregoing appointment shall not serve as a revocation of the powers granted to the undersigned in the Powers of Attorney.
This Substitute Power of Attorney shall remain in full force and effect with respect to each individual listed above, until the underlying Power of Attorney is revoked or terminated, unless earlier revoked by the undersigned in a signed writing.

IN WITNESS WHEREOF, the undersigned has caused this Substitute Power of Attorney to be executed as of this 19th day of January, 2021.

/s/ Margaret K. Seif
Signature

Margaret K. Seif
Print Name

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