Current Report — Form 8-K Filing Table of Contents
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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:
i☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐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:
Title
of each class
Trading Symbol(s)
Name of each exchange on which registered
iCommon Stock $0.16 2/3 par value per share
iADI
iNasdaq
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 i☐
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
5.07. Submission of Matters to a Vote of Security Holders.
Voting Results.
At the 2021 Annual Meeting of the Shareholders of Analog Devices, Inc. (the "Company"), held on March 10, 2021, the proposals listed below were submitted to a vote of our shareholders. The proposals are described in our definitive proxy statement for the Annual Meeting (the "Proxy Statement").
Proposal 1 – The election of eleven nominees to our Board of Directors each for a term expiring at the next annual meeting of shareholders.
The eleven nominees named in the Proxy Statement were elected to serve as directors until our
next annual meeting of shareholders. Information as to the vote on each director standing for election is provided below:
Nominee
Votes For
Votes Against
Votes Abstaining
Broker Non-Votes
Ray Stata
305,753,038
7,924,033
246,335
19,164,653
Vincent
Roche
308,295,683
5,376,348
251,375
19,164,653
James A. Champy
298,955,351
14,707,475
260,580
19,164,653
Anantha P. Chandrakasan
291,410,793
22,258,638
253,975
19,164,653
Bruce
R. Evans
312,808,755
834,354
280,297
19,164,653
Edward H. Frank
311,028,959
2,622,238
272,209
19,164,653
Laurie H. Glimcher
313,074,557
580,747
268,102
19,164,653
Karen M.
Golz
312,756,463
898,210
268,733
19,164,653
Mark M. Little
313,029,409
623,682
270,315
19,164,653
Kenton J. Sicchitano
302,522,032
11,117,797
283,577
19,164,653
Susie Wee
313,095,088
577,721
250,597
19,164,653
Proposal
2 – The approval of the compensation of our named executive officers, as described in the Compensation Discussion and Analysis, executive compensation tables and accompanying narrative disclosure in our Proxy Statement.
The shareholders approved, on an advisory basis, the compensation of our named executive officers. The voting results were as follows:
Votes For
Votes Against
Votes Abstaining
Broker
Non-Votes
297,280,785
15,810,987
831,634
19,164,653
Proposal 3 – The ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending October 30, 2021.
The shareholders ratified the Company’s selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending October 30, 2021. The voting
results were as follows:
Votes For
Votes Against
Votes Abstaining
321,256,302
11,193,078
638,679
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.