8-KLeadership ChangesExhibits & Filings

ANALOG DEVICES INC 8-K Report, Executive Changes (Sep 24, 2012)

Filed September 24, 2012For Securities:ADI

Summary

Analog Devices, Inc. (ADI) filed an 8-K on September 24, 2012, to report significant leadership changes and executive compensation adjustments. The company announced that CEO Jerald Fishman will continue in his role following the expiration of his current employment agreement on October 28, 2012. He will transition to an at-will CEO position with a revised compensation package, including a base salary of $980,000 and the award of 200,000 restricted stock units (RSUs) vesting over three years. Additionally, Vincent Roche was appointed as President, effective November 5, 2012. Mr. Roche, who previously held VP roles in sales, will receive an annual base salary of $550,000, a target bonus of 100% of his base salary, and will be granted 144,000 stock options and 25,000 RSUs. These executive transitions and compensation updates are key points for investors to monitor as they signify continuity in leadership and incentive structures for key executives.

Key Highlights

  • 1CEO Jerald Fishman to continue as CEO beyond his current employment agreement expiration.
  • 2Jerald Fishman will transition to an at-will CEO role without a formal employment contract.
  • 3Jerald Fishman to receive an annual base salary of $980,000 and annual cash bonuses.
  • 4Jerald Fishman to be granted 200,000 restricted stock units (RSUs) vesting over three years.
  • 5Vincent Roche appointed as President, effective November 5, 2012.
  • 6Vincent Roche to receive an annual base salary of $550,000 and a 100% target bonus.
  • 7Vincent Roche to be granted 144,000 stock options and 25,000 RSUs.

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