8-KLeadership ChangesExhibits & Filings

ANALOG DEVICES INC 8-K Report, Executive Changes (Dec 23, 2009)

Filed December 23, 2009For Securities:ADI

Summary

Analog Devices, Inc. (ADI) filed an 8-K on December 23, 2009, primarily to report on updates to its employee compensation structure. The Compensation Committee approved new forms of restricted stock unit (RSU) confirming memoranda for both U.S. and non-U.S. executive officers and employees. These RSU awards are made under the company's 2006 Stock Incentive Plan. The key details revolve around the vesting terms of these RSU awards. The units will vest according to a schedule outlined within the respective memoranda. Importantly, full vesting is also triggered upon the termination of employment due to death or disability of the recipient. This filing provides transparency on the incentive compensation framework for key personnel.

Key Highlights

  • 1ADI's Compensation Committee approved new forms for Restricted Stock Unit (RSU) awards.
  • 2These RSU awards are granted to U.S. and non-U.S. executive officers and employees.
  • 3The awards are made under the company's 2006 Stock Incentive Plan.
  • 4RSUs will vest according to a specified schedule outlined in the confirming memoranda.
  • 5Full vesting of RSUs is stipulated in the event of the recipient's termination due to death or disability.
  • 6The filing includes Exhibit 10.1 and 10.2 detailing the forms for U.S. and non-U.S. employees, respectively.

Frequently Asked Questions

The main purpose of this 8-K filing is to report the approval of new forms for Restricted Stock Unit (RSU) confirming memoranda by Analog Devices' Compensation Committee. These forms outline the terms and conditions for RSU awards made to executive officers and employees under the company's 2006 Stock Incentive Plan.

The Restricted Stock Units will vest according to a schedule specified in the respective confirming memoranda. Additionally, the RSUs will vest in full upon the termination of the recipient's employment due to death or disability.

These RSU awards are for U.S. and non-U.S. executive officers and employees of Analog Devices. The filing specifies separate forms for U.S. and non-U.S. recipients.

The exact details of the RSU award forms are incorporated by reference into the 8-K filing as Exhibits 10.1 (for U.S. Employees) and 10.2 (for non-U.S. Employees).