FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Jain Vivek
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/8/2021 

3. Issuer Name and Ticker or Trading Symbol

ANALOG DEVICES INC [ADI]
(Last)        (First)        (Middle)

ONE ANALOG WAY
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
SVP, Global Operations /
(Street)

WILMINGTON, MA 01887      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Comm Stock - $.16-2/3 value 30545 (1)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit (RSU) 8/15/2022  (2)Comm Stock - $.16-2/3 value 3053.0 $0.0 D  
Restricted Stock Unit (RSU) 8/15/2023  (3)Comm Stock - $.16-2/3 value 4101.0 $0.0 D  
Restricted Stock Unit (RSU) 2/15/2025  (4)Comm Stock - $.16-2/3 value 9158.0 $0.0 D  
Performance-Based Restricted Stock Unit 10/25/2023  (5)Comm Stock - $.16-2/3 value 11332.0 $0.0 D  

Explanation of Responses:
(1) Consists of 24,791 shares directly held by the Reporting Person and 5,745 shares of Restricted Stock Awards that vest in equal installments on February 15, 2024, May 15, 2024, August 15, 2024 and November 15, 2024.
(2) The Restricted Stock Units (RSUs) granted to the Reporting Person on September 4, 2018 by Maxim Integrated Products, Inc. vest in full on August 15, 2022. Upon the vesting date, each vested RSU automatically converts into one (1) share of common stock of the Company.
(3) The Restricted Stock Units (RSUs) granted to the Reporting Person on September 3, 2019 by Maxim Integrated Products, Inc. vest in full on August 15, 2023. Upon the vesting date, each vested RSU automatically converts into one (1) share of common stock of the Company.
(4) The Restricted Stock Units (RSUs) granted to the Reporting Person on August 24, 2021 vest in equal installments on February 15, 2025, May 15, 2025, August 15, 2025 and November 15, 2025. Upon each vesting date, each vested RSU automatically converts into one (1) share of common stock of the Company.
(5) Each Performance-Based Restricted Stock Unit (RSU) represents the right to receive, following vesting, up to 200% of one share of common stock of the Company. The resulting number of shares of common stock of the Company acquired upon vesting of the Performance-Based RSUs is contingent upon the achievement of pre-established performance parameters relating to the successful integration of Maxim Integrated Products, Inc. (Maxim) and achievement of the Company's synergy goals, as approved by the Company's Compensation Committee, over a performance period from December 15, 2020 until the two-year anniversary of the closing of the Maxim acquisition (Performance Period).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Jain Vivek
ONE ANALOG WAY
WILMINGTON, MA 01887


SVP, Global Operations

Signatures
/s/ Shelly Shaw, Associate General Counsel, by Power of Attorney1/27/2022
**Signature of Reporting PersonDate

Analog Devices (NASDAQ:ADI)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Analog Devices Charts.
Analog Devices (NASDAQ:ADI)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Analog Devices Charts.