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|Item 5.02.|| |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 3, 2023, Analog Devices, Inc. (the “Company”) entered into an Employee Retention Agreement (the “Retention Agreement”) with Vivek Jain, the Company’s Executive Vice President of Global Operations and Technology. The Retention Agreement, which provides for severance benefits if Mr. Jain’s service with the Company is terminated within 24 months after a change in control (as defined in the Retention Agreement), is in the same form as the Employee Retention Agreements that the Company has previously entered into with each of its other executive officers (the “ADI Retention Agreements”), a copy of which was previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended May 5, 2012. The Retention Agreement replaces the Maxim Integrated Products, Inc. (“Maxim”) Amended and Restated Change in Control Employee Severance Plan, which was offered to former employees of Maxim, including Mr. Jain, and expired by its terms on August 26, 2023.
The description of the ADI Retention Agreements entered into by the Company’s named executive officers that is contained under the heading “Change in Control – ADI Retention Agreements” on pages 75 and 76 of the Company’s definitive proxy statement on Schedule 14A, which was filed with the Securities and Exchange Commission on January 20, 2023, is incorporated herein by reference.
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: October 4, 2023||ANALOG DEVICES, INC.|
|Janene I. Asgeirsson|
|Senior Vice President, Chief Legal Officer and Corporate Secretary|