Who is the new Chief Financial Officer and when does their tenure begin?

David A. Zinsner has been appointed as the new Vice President of Finance and Chief Financial Officer. His employment is expected to begin on January 12, 2009.

What is happening with the former CFO, Joseph E. McDonough?

Joseph E. McDonough, who announced his intention to retire as CFO, will transition to an Executive Advisor role. He will continue to be employed by Analog Devices in this capacity until December 31, 2009, receiving a base salary of $100,000, and will continue to vest in his equity awards and participate in employee benefit plans.

What significant changes were made to the company's By-Laws?

Analog Devices amended and restated its By-Laws to expand the information required from shareholders who submit director nominations or shareholder proposals. This includes details on share ownership, material interests, agreements, relationships with nominees, hedging transactions, and intent to present at meetings or solicit proxies.

How will executive bonuses be determined under the new 2009 Executive Bonus Plan?

The 2009 Executive Bonus Plan ties bonus payments to the company's operating profit before tax as a percentage of revenue (OPBT/Revenue). The bonus payout factor ranges from 0% to 300% based on company performance. Participants also have the potential for an additional individual payout factor of up to 30% based on superior business performance, as determined by the Compensation Committee.

ADI 8-K: Leadership Changes & Corporate Changes

Summary

This 8-K filing from Analog Devices, Inc. (ADI) on December 3, 2008, primarily announces significant changes in its finance leadership and updates to its corporate governance and executive compensation plans. The company appointed David A. Zinsner as the new Chief Financial Officer, succeeding Joseph E. McDonough, who will transition to an Executive Advisor role. Zinsner's compensation package includes a base salary, bonus target, stock options, and restricted stock units, reflecting his new responsibilities. Additionally, Seamus Brennan was promoted to Vice President, Corporate Controller, and Chief Accounting Officer, receiving a restricted stock unit grant. The filing also details amendments to the company's By-Laws, requiring shareholders submitting nominations or proposals to provide more extensive information. Furthermore, ADI approved the 2009 Executive Bonus Plan, which links bonus payouts to company operating profit before tax as a percentage of revenue, with a potential for individual performance adjustments. These changes underscore ADI's focus on financial leadership, robust governance, and performance-based compensation as it navigates the economic environment.

Key Highlights

1Appointment of David A. Zinsner as Vice President of Finance and Chief Financial Officer, effective January 12, 2009.
2Joseph E. McDonough to retire as CFO and assume an Executive Advisor role until December 31, 2009.
3Seamus Brennan appointed Vice President, Corporate Controller and Chief Accounting Officer, effective December 8, 2008.
4Zinsner's compensation includes a $450,000 base salary, 75% target bonus, 160,000 stock options, and 35,000 restricted stock units.
5Brennan granted 10,000 restricted stock units with a tiered vesting schedule.
6Analog Devices amended its By-Laws to require increased disclosure from shareholders submitting nominations or proposals.
7Approval of the 2009 Executive Bonus Plan, with bonus payouts tied to company operating profit margin and potential individual performance factors.

ANALOG DEVICES INC 8-K Report, Executive Changes (Dec 3, 2008)

Summary

Key Highlights

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