Analog Devices EVP/CFO Withholds Shares to Cover RSU Taxes; Retains 61,423 Shares

Rhea-AI Filing Summary

Richard C. Puccio Jr., EVP and CFO of Analog Devices, Inc. (ADI), reported a sale of 1,107.7 shares on 08/15/2025 at $231.63 per share. The filing shows those shares were disposed of to satisfy tax withholding obligations related to the vesting of 2,291 restricted stock units on 08/15/2025. After the withholding, Mr. Puccio beneficially owns 61,423.089 shares of ADI common stock, held directly. The Form 4 was signed by the companys General Counsel by power of attorney on 08/19/2025.

Positive

• Significant retained ownership: Reporting person continues to own 61,423.089 shares directly, maintaining alignment with shareholders
• Clear disclosure of reason: Filing explicitly states shares were withheld to satisfy tax withholding on 2,291 vested RSUs

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine insider tax-withholding of vested RSUs; ownership remains materially intact.

The Form 4 documents a standard withholding transaction: 1,107.7 shares were disposed at $231.63 to satisfy taxes on 2,291 vested RSUs. This type of transaction is administrative rather than a discretionary sale and typically does not signal a change in insider sentiment. The reporting officer retains a substantial direct stake of 61,423.089 shares, indicating continued alignment with shareholders. No derivative transactions or additional disposals are reported.

Corporate Governance Expert

TL;DR: Administrative withholding for tax obligations on RSU vesting; governance disclosure appears complete.

The disclosure specifies the nature of the transaction and provides the underlying reason (tax withholding for 2,291 vested RSUs), meeting Section 16 reporting expectations. The use of a power of attorney for signature is noted and properly referenced. There are no indications of unusual timing or material dilution events in this filing.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Puccio Richard C Jr

(Last) (First) (Middle)

C/O ANALOG DEVICES, INC.

1 ANALOG WAY

(Street)

WILMINGTON MA 01887

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ANALOG DEVICES INC [ ADI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Comm Stock - $.16-2/3 value	08/15/2025		F		1,107.7(1)	D	$231.63	61,423.089	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported transaction represents shares withheld to satisfy tax withholding obligations in connection with the vesting of 2,291 Restricted Stock Units on August 15, 2025.

Remarks:

	/s/ Shelly Shaw, General Counsel, by Power of Attorney	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did ADI insider Richard Puccio report on Form 4?

The Form 4 reports a disposal of 1,107.7 shares on 08/15/2025 at a reported price of $231.63.

Why were shares disposed of in the ADI Form 4 filing?

The filing states the shares were withheld to satisfy tax withholding obligations related to the vesting of 2,291 Restricted Stock Units on 08/15/2025.

How many ADI shares does Richard Puccio own after the reported transaction?

After the reported transaction he beneficially owns 61,423.089 shares of ADI common stock, held directly.

Who signed the Form 4 for Richard Puccio?

The Form 4 was signed by Shelly Shaw, General Counsel, by Power of Attorney on 08/19/2025.

Does the Form 4 report any option exercises or derivative transactions?

No. The filing shows a non-derivative withholding disposition; there are no derivative securities or option exercises reported.