Analog Devices, Inc.
ANALOG DEVICES INC (Form: 4, Received: 03/29/2017 16:04:01)
FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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 *

CHAMPY JAMES
2. Issuer Name and Ticker or Trading Symbol

ANALOG DEVICES INC [ ADI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

P.O. BOX 9106, ONE TECHNOLOGY WAY
3. Date of Earliest Transaction (MM/DD/YYYY)

3/10/2017
(Street)

NORWOOD, MA 02062-9106
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   3/10/2017     A    81   (1) (2) A   (1) 15266   D    
Comm Stock - $.16-2/3 value                  69025   I   by James A. Champy 2012 Irrevocable Trust  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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)  These shares were received in exchange for 350 shares of Linear Technology Corporation ("Linear") common stock in accordance with the Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which Analog Devices, Inc. ("Analog") acquired Linear (the "Merger") and pursuant to the requirements of Rule 16b-3. On the effective date of the Merger, the closing price of Linear's common stock was $65.00 per share and the closing price of Analog's common stock was $82.20 per share. Shares received are held in an IRA for the benefit of the Reporting Person.
( 2)  Pursuant to the Merger Agreement, each share of Linear common stock was automatically converted into the right to receive 0.2321 of a share of Analog common stock and $46.00 in cash.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
CHAMPY JAMES
P.O. BOX 9106
ONE TECHNOLOGY WAY
NORWOOD, MA 02062-9106
X



Signatures
/s/ Cynthia M. McMakin, Associate General Counsel, by Power of Attorney 3/29/2017
** 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).
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