Who is Lisa Su and why is her appointment significant for Analog Devices?

Dr. Lisa Su is a highly respected figure in the semiconductor industry, known for her technical expertise and leadership. Her election to the Board and appointment to the Nominating and Corporate Governance Committee suggest ADI is strengthening its governance and strategic oversight with experienced talent, which can be viewed positively by investors.

What is the total compensation for Dr. Su as a new director?

Dr. Su will receive an annual cash retainer of $60,000 for her board service, plus an additional $3,000 for her role on the Nominating and Corporate Governance Committee. Beyond cash, she will receive equity awards with a market value of $123,000, consisting of stock options and restricted stock units.

When do the equity awards granted to Dr. Su vest?

The stock options and restricted stock units granted to Dr. Su will vest one year from the grant date (expected July 16, 2012). This vesting schedule is designed to align her interests with the long-term performance of Analog Devices' stock.

Are there any special conditions under which director equity awards might vest earlier?

Yes, director equity awards, including those granted to Dr. Su, typically vest immediately upon the occurrence of a Change in Control Event (as defined in the plan), or in the event of the director's death or disability. These provisions ensure that directors are protected in certain circumstances.

ADI 8-K: Leadership Changes

Summary

Analog Devices Inc. (ADI) filed an 8-K on June 7, 2012, reporting a significant addition to its Board of Directors. Effective June 5, 2012, Dr. Lisa Su was elected to the Board and appointed to the Nominating and Corporate Governance Committee. This appointment signals the company's strategic interest in individuals with strong technical and governance backgrounds, which is crucial for guiding the company's future direction and shareholder interests. Investors should note the compensation structure for Dr. Su, which aligns with standard practices for non-employee directors. This includes an annual cash retainer and significant equity awards, comprising stock options and restricted stock units, to be granted in July 2012. The equity awards vest over one year, aligning her interests with long-term shareholder value creation. Details of these awards, including vesting conditions related to change of control, death, disability, and retirement, are also outlined, providing transparency into director compensation and retention.

Key Highlights

1Dr. Lisa Su elected to Analog Devices' Board of Directors on June 5, 2012.
2Dr. Su appointed to the Nominating and Corporate Governance Committee.
3Dr. Su will receive an annual cash retainer of $60,000, plus $3,000 for committee service.
4Dr. Su will be granted equity awards valued at $123,000 on July 16, 2012.
5Equity awards include stock options and restricted stock units, both vesting after one year.
6Director equity awards generally vest immediately upon change of control, death, or disability.
7The filing includes a press release dated June 7, 2012, as an exhibit.

ANALOG DEVICES INC 8-K Report, Executive Changes (Jun 8, 2012)

Summary

Key Highlights

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