UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 22, 2005
Analog Devices, Inc.
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(Exact name of registrant as specified in its charter)
Massachusetts 1-7819 04-2348234
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(State or other juris- (Commission (IRS Employer
diction of incorporation File Number) Identification No.)
One Technology Way, Norwood, MA 02062
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (781) 329-4700
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
Effective November 22, 2005, Paul Severino was elected to the Board of Directors
of Analog Devices, Inc. (the "Company"). In connection with his service on the
Company's Board, Mr. Severino will be entitled to receive an annual cash
retainer pursuant to the Company's director compensation policy. The Company has
not yet determined the committees on which Mr. Severino will serve. On November
23, 2005, the Company issued a press release announcing the election of Mr.
Severino to the Company's Board of Directors. The full text of the press release
issued in connection with this announcement is attached as Exhibit 99.1 and
incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 Press release dated November 23, 2005 issued by Analog Devices, Inc.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: November 28, 2005 ANALOG DEVICES, INC.
By: /s/ Joseph E. McDonough
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Joseph E. McDonough
Vice President-Finance and Chief
Financial Officer
(Principal Financial and Accounting
Officer)
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release dated November 23, 2005 issued by Analog
Devices, Inc.
Exhibit 99.1
Analog Devices Announces New Board Member
NORWOOD, Mass.--(BUSINESS WIRE)--Nov. 23, 2005--Analog Devices, Inc. (NYSE:
ADI), a global leader in high-performance semiconductors for signal processing
applications, today announced that Paul J. Severino, founder of Wellfleet
Communications Inc. and co-founder of Bay Networks Inc., will be the company's
newest board member, effective November 22, 2005. Mr. Severino, who presently
serves as an investment advisor to emerging technology companies and venture
funds, will join the board as a class II member with a term to expire in 2007.
Mr. Severino served as president and CEO of the Billerica,
Massachusetts-based Wellfleet Communications, which grew to become a leading
supplier of high-performance, fault-resilient internetworking systems and
services for enterprise network environments. Wellfleet was named "The Fastest
Growing Company" in the United States by Fortune magazine in 1992 and 1993,
preceding its 1994 merger with Synoptics Communications, Santa Clara,
California. That merger created Bay Networks, where Mr. Severino served as
chairman until 1996. Bay Networks was acquired in 1998 by Nortel Networks.
"Paul's tireless entrepreneurship and ability to quickly and successfully
capitalize on industry growth trends are valuable, hard-earned qualities, and we
believe he will just as quickly prove an asset to our organization," said Ray
Stata, Chairman of the Board.
Mr. Severino in 1981 founded Interlan Inc., a leading provider of Ethernet
connectivity products for mini and microcomputer systems, and was involved in
the start-up of Data Translation Inc., where he served as vice president of
engineering from 1976 to 1981.
Mr. Severino, who earned a degree in electrical engineering in 1969 from
Rensselaer Polytechnic Institute, is a director of Sonus Networks and serves as
chairman of Massachusetts Technology Development Corp. He is also a co-founder
and past-chairman of the Massachusetts Telecommunications Council and a trustee
at Rensselaer and The Dana Farber Cancer Institute in Boston, Massachusetts.
About Analog Devices
Innovation, performance, and excellence are the cultural pillars on which
Analog Devices has built one of the longest standing, highest growth companies
within the technology sector. Acknowledged industry-wide as the world leader in
data conversion and signal conditioning technology, Analog Devices serves over
60,000 customers, representing virtually all types of electronic equipment.
Celebrating 40 years as a leading global manufacturer of high-performance
integrated circuits used in analog and digital signal processing applications,
Analog Devices is headquartered in Norwood, Massachusetts, with design and
manufacturing facilities throughout the world. Analog Devices' common stock is
listed on the New York Stock Exchange under the ticker "ADI" and is included in
the S&P 500 Index.
CONTACT: Analog Devices
Maria Tagliaferro, 781-461-3282
Director of Corporate Communications
investor.relations@analog.com