STOCK TITAN
  1. Home
  2. Sec-filings
  3. ADI
  4. [Form 4] ANALOG DEVICES INC Insider Trading Activity

Analog Devices (ADI) CEO has shares withheld to cover RSU taxes

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Analog Devices Chair & CEO Vincent Roche reported a routine tax-related share disposition. On March 30, 2026, 27,027.168 shares of common stock at $303.10 per share were withheld to satisfy tax obligations on 55,899 Performance-Based Restricted Stock Units that vested that day.

After this withholding, Roche directly owned 167,825.875 Analog Devices shares. An additional 23,515 shares were held indirectly through the Vincent Roche 2024 Grantor Retained Annuity Trust, as disclosed in the filing.

Positive

  • None.

Negative

  • None.
Insider ROCHE VINCENT
Role Chair & CEO
Type Security Shares Price Value
Tax Withholding Comm Stock - $.16-2/3 value 27,027.168 $303.10 $8.19M
holding Comm Stock-$.16-2/3 value -- -- --
Holdings After Transaction: Comm Stock - $.16-2/3 value — 167,825.875 shares (Direct); Comm Stock-$.16-2/3 value — 23,515 shares (Indirect, Vincent Roche 2024 Grantor Retained Annuity Trust)
Footnotes (1)
  1. Represents shares withheld to satisfy tax withholding obligations for 55,899 Performance-Based Restricted Stock Units that vested on March 30, 2026. Shares held by the Vincent Roche 2024 Grantor Retained Annuity Trust dated October 3, 2024.
Shares withheld for taxes 27,027.168 shares Tax withholding on vested performance-based RSUs on March 30, 2026
Withholding price per share $303.10 per share Value used for tax-withholding disposition
RSUs vested 55,899 units Performance-Based Restricted Stock Units vested on March 30, 2026
Direct holdings after transaction 167,825.875 shares Common stock directly owned after tax withholding
Indirect trust holdings 23,515 shares Shares held by Vincent Roche 2024 Grantor Retained Annuity Trust
Performance-Based Restricted Stock Units financial
"Represents shares withheld to satisfy tax withholding obligations for 55,899 Performance-Based Restricted Stock Units that vested on March 30, 2026."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Grantor Retained Annuity Trust financial
"Shares held by the Vincent Roche 2024 Grantor Retained Annuity Trust dated October 3, 2024."
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
Estimated average burden
hours per response:0.5
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*
ROCHE VINCENT
(Last)(First)(Middle)
ONE ANALOG WAY
(Street)
WILMINGTON MASSACHUSETTS 01887
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ANALOG DEVICES INC [ ADI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chair & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Comm Stock - $.16-2/3 value03/30/2026F27,027.168(1)D$303.1167,825.875D
Comm Stock-$.16-2/3 value23,515I(2)Vincent Roche 2024 Grantor Retained Annuity Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares withheld to satisfy tax withholding obligations for 55,899 Performance-Based Restricted Stock Units that vested on March 30, 2026.
2. Shares held by the Vincent Roche 2024 Grantor Retained Annuity Trust dated October 3, 2024.
Remarks:
/s/ Shelly Shaw, General Counsel, by Power of Attorney04/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ADI CEO Vincent Roche report on March 30, 2026?

Vincent Roche reported a tax-related share disposition, where 27,027.168 Analog Devices shares were withheld at $303.10 per share. The withholding covered tax obligations on 55,899 performance-based RSUs that vested on March 30, 2026, rather than reflecting an open-market sale.

Was the March 2026 ADI Form 4 filing an open-market sale by the CEO?

No, the filing shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to satisfy tax obligations arising from the vesting of 55,899 performance-based RSUs, a common administrative step for equity compensation rather than a discretionary stock sale.

How many Analog Devices shares does Vincent Roche hold after this Form 4?

Following the reported tax withholding, Vincent Roche directly held 167,825.875 Analog Devices shares. The filing also discloses an additional 23,515 shares held indirectly through the Vincent Roche 2024 Grantor Retained Annuity Trust, providing a snapshot of his total reported equity position.

What equity award triggered the tax withholding in ADI’s March 2026 Form 4?

The tax withholding relates to 55,899 Performance-Based Restricted Stock Units that vested on March 30, 2026. To cover the associated tax obligations, 27,027.168 common shares were withheld at $303.10 per share, as described in the Form 4 footnotes filed by Analog Devices’ CEO.

How are trust-held ADI shares reported for Vincent Roche in this filing?

The filing lists 23,515 Analog Devices shares held indirectly through the Vincent Roche 2024 Grantor Retained Annuity Trust. These are reported as indirect ownership, separate from his 167,825.875 directly held shares, clarifying how part of his stake is structured via a grantor retained annuity trust.