SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Cotter Martin (Last) (First) (Middle) PO BOX 9106 ONE TECHNOLOGY WAY (Street) NORWOOD MA 02062-9106 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/19/2016	3. Issuer Name and Ticker or Trading Symbol ANALOG DEVICES INC [ ADI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP, WW Sales & Dig MKTG	5. If Amendment, Date of Original Filed (Month/Day/Year) 09/27/2016
			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	64	D
Comm Stock - $.16-2/3 value	381(1)	I	in Analog Ireland Success Sharing Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	01/04/2008(2)	01/04/2017	Comm Stock - $.16-2/3 value	10,000	33.41	D
Non-Qualified Stock Option (right to buy)	01/05/2010(3)	01/05/2019	Comm Stock - $.16-2/3 value	2,800	19.57	D
Non-Qualified Stock Option (right to buy)	01/05/2011(4)	01/05/2020	Comm Stock - $.16-2/3 value	8,000	31.62	D
Non-Qualified Stock Option (right to buy)	01/04/2012(5)	01/04/2021	Comm Stock - $.16-2/3 value	9,330	37.52	D
Non-Qualified Stock Option (right to buy)	03/15/2013(6)	03/15/2022	Comm Stock - $.16-2/3 value	18,380	39.79	D
Non-Qualified Stock Option (right to buy)	03/12/2014(7)	03/12/2023	Comm Stock - $.16-2/3 value	17,720	46.48	D
Non-Qualified Stock Option (right to buy)	03/12/2015(8)	03/12/2024	Comm Stock - $.16-2/3 value	14,490	51.73	D
Non-Qualified Stock Option (right to buy)	03/11/2016(9)	03/11/2025	Comm Stock - $.16-2/3 value	10,750	57.29	D
Non-Qualified Stock Option (right to buy)	03/09/2017(10)	03/09/2026	Comm Stock - $.16-2/3 value	8,687	54.93	D
Restricted Stock Unit (RSU)	03/12/2017(11)	(11)	Comm Stock - $.16-2/3 value	2,770	0.0	D
Restricted Stock Unit (RSU)	03/11/2018(12)	(12)	Comm Stock - $.16-2/3 value	2,075	0.0	D
Restricted Stock Unit (RSU)	03/09/2019(13)	(13)	Comm Stock - $.16-2/3 value	2,238	0.0	D

Explanation of Responses:

1. These shares were inadvertently omitted from the reporting person's Form 3, filed on September 27, 2016.

2. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2007.

3. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2009.

4. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 5, 2010.

5. This option vested in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was January 4, 2011.

6. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 15, 2012.

7. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 12, 2013.

8. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 12, 2014.

9. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 11, 2015.

10. This option vests in equal installments on the first, second, third, fourth and fifth anniversaries of the original grant date, which was March 9, 2016.

11. The Restricted Stock Units granted to the reporting person on March 12, 2014 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.

12. The Restricted Stock Units granted to the reporting person on March 11, 2015 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.

13. The Restricted Stock Units granted to the reporting person on March 9, 2016 (the "Original Grant Date") vest 100% on the third anniversary of the Original Grant Date. Upon the vesting date, each vested RSU will automatically convert into one (1) share of common stock of the Company.

Remarks:

	Cynthia M. McMakin, Associate General Counsel, by Power of Attorney	11/16/2016
	** 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 5 (b)(v).
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