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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 6, 2020
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| Analog Devices, Inc. |
| (Exact name of Registrant as Specified in its Charter) |
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| Massachusetts | | 1-7819 | | 04-2348234 |
(State or Other Jurisdiction
of Incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
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| | | |
| One Analog Way | Wilmington, | MA | 01887 |
| (Address of Principal Executive Offices) | (Zip Code) |
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Registrant's telephone number, including area code: (781) 329-4700
Not Applicable
| | |
| (Former Name or Former Address, if Changed Since Last Report) |
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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:
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading
Symbol(s) | | Name of each exchange
on which registered |
| Common Stock $0.16 2/3 par value per share | | ADI | | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
Analog Devices, Inc. (the “Company”) will reinstate its share purchase program (the “Repurchase Program”) beginning on November 9, 2020. The Company previously disclosed that it had temporarily suspended the Repurchase Program beginning in March 2020 as a result of the global macroeconomic environment, and subsequently continued the suspension given the Company’s proposed acquisition of Maxim Integrated Products, Inc. Under the Repurchase Program, the Company may repurchase outstanding shares of its common stock from time to time on the open market or through privately negotiated transactions. The timing and number of shares repurchased is subject to the discretion of Company management.
At the time the Repurchase Program was suspended, the Company had repurchased a total of approximately 156.1 million shares of its common stock for approximately $6.3 billion. An additional $1.9 billion remains available for repurchase under the current authorized program.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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| Exhibit No. | | Description |
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| 101.INS | | The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.** |
| 101.SCH | | Inline XBRL Schema Document.** |
| 101.CAL | | Inline XBRL Calculation Linkbase Document.** |
| 101.LAB | | Inline XBRL Labels Linkbase Document.** |
| 101.PRE | | Inline XBRL Presentation Linkbase Document.** |
| 101.DEF | | Inline XBRL Definition Linkbase Document.** |
| 104 | | Cover page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101). |
| ** | | Submitted electronically herewith. |
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.
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| Date: | November 6, 2020 | ANALOG DEVICES, INC.
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| | | By: | /s/ Prashanth Mahendra-Rajah | |
| | | | Prashanth Mahendra-Rajah | |
| | | | Senior Vice President, Finance and Chief Financial Officer | |
