8-K

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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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Registrant's telephone number, including area code: (781) 329-4700

Not Applicable

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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:

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

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.