8-KMaterial AgreementsExhibits & Filings

ANALOG DEVICES INC 8-K Report, Material Agreement (Sep 25, 2006)

Filed September 25, 2006For Securities:ADI

Summary

Analog Devices, Inc. (ADI) filed an 8-K on September 25, 2006, to report material changes to its Board of Directors' compensation structure. Effective October 29, 2006, the company's Board of Directors approved increases in both cash and equity compensation for its non-employee directors. This move aims to align director compensation with industry standards and incentivize continued service and performance.

Key Highlights

  • 1Annual cash retainers for non-employee directors increased from $40,000 to $60,000.
  • 2Annual cash retainers for Audit and Compensation Committee Chairpersons increased from $10,000 to $15,000.
  • 3Annual cash retainer for the Nominating and Corporate Governance Committee Chairperson remains at $10,000.
  • 4Newly elected non-employee directors will receive an initial grant of non-qualified stock options to purchase 15,000 shares.
  • 5Incumbent non-employee directors will receive an annual grant of non-qualified stock options to purchase 15,000 shares.
  • 6All stock options granted vest in three equal installments over three years, with accelerated vesting upon a Change in Control event.
  • 7The company also approved forms for the usage of its 2006 Stock Incentive Plan, including agreements for stock options, restricted stock, and restricted stock units.

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