SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Sondel Michael (Last) (First) (Middle) ONE TECHNOLOGY WAY (Street) NORWOOD MA 02062 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/22/2019	3. Issuer Name and Ticker or Trading Symbol ANALOG DEVICES INC [ ADI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CAO (principal acct. officer)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Comm Stock - $.16-2/3 value	2,546	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	01/04/2012(1)	01/04/2021	Comm Stock - $.16-2/3 value	3,010	37.52	D
Non-Qualified Stock Option (right to buy)	03/15/2013(2)	03/15/2022	Comm Stock - $.16-2/3 value	2,210	39.79	D
Non-Qualified Stock Option (right to buy)	03/12/2014(3)	03/12/2023	Comm Stock - $.16-2/3 value	2,740	46.48	D
Non-Qualified Stock Option (right to buy)	03/12/2015(4)	03/12/2024	Comm Stock - $.16-2/3 value	2,750	51.73	D
Non-Qualified Stock Option (right to buy)	03/11/2016(5)	03/11/2025	Comm Stock - $.16-2/3 value	2,920	57.29	D
Non-Qualified Stock Option (right to buy)	03/09/2017(6)	03/09/2026	Comm Stock - $.16-2/3 value	1,910	54.93	D
Non-Qualified Stock Option (right to buy)	03/08/2018(7)	03/08/2027	Comm Stock - $.16-2/3 value	2,200	83.48	D
Non-Qualified Stock Option (right to buy)	03/29/2019(8)	03/29/2028	Comm Stock - $.16-2/3 value	1,992	91.13	D
Restricted Stock Unit (RSU)	03/09/2019(9)	(9)	Comm Stock - $.16-2/3 value	492	0.0	D
Restricted Stock Unit (RSU)	03/08/2020(10)	(10)	Comm Stock - $.16-2/3 value	482	0.0	D
Restricted Stock Unit (RSU)	03/29/2019(11)	(11)	Comm Stock - $.16-2/3 value	1,108	0.0	D

Explanation of Responses:

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

2. 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.

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

4. 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.

5. 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.

6. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 9, 2016.

7. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 8, 2017.

8. This option vests in equal installments on the first, second, third and fourth anniversaries of the original grant date, which was March 29, 2018.

9. The Restricted Stock Units granted to the Reporting Person on March 9, 2016 (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.

10. The Restricted Stock Units granted to the Reporting Person on March 8, 2017 (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.

11. The Restricted Stock Units granted to the Reporting Person on March 29, 2018 (the "Original Grant Date") vest in equal installments on the first, second, third and fourth anniversaries of the Original Grant Date. Upon each vesting date, each vested RSU shall automatically convert into one (1) share of common stock of the Company.

Remarks:

	/s/ Michael P. Sondel	02/26/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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