0000006281false00000062812024-02-202024-02-20

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________________________________________________________________

FORM 8-K
_____________________________________________________________________________________________________

CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 20, 2024
_____________________________________________________________________________________________________
Analog Devices, Inc.
(Exact name of Registrant as Specified in its Charter)
______________________________________________________________________________________________________
Massachusetts1-781904-2348234
(State or Other Jurisdiction
of Incorporation) 		(Commission
File Number)		(IRS Employer
Identification No.)
One Analog Way,Wilmington,MA01887
(Address of Principal Executive Offices)(Zip Code)
Registrant's telephone number, including area code: (781) 935-5565  

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
______________________________________________________________________________________________________

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:
Title of each classTrading
Symbol(s)		Name of each exchange
on which registered
Common Stock $0.16 2/3 par value per shareADINasdaq 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 2.02.     Results of Operations and Financial Condition
On February 21, 2024, Analog Devices, Inc. (the “Registrant”) announced its financial results for its fiscal first quarter ended February 3, 2024. The full text of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1.  
The information in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.
Item 8.01. Other Events
On February 20, 2024, the Registrant announced that its Board of Directors declared a quarterly cash dividend of $0.92 per outstanding share of common stock, an increase from the previously paid quarterly dividend of $0.86 per outstanding share of common stock. The dividend will be paid on March 15, 2024 to all shareholders of record at the close of business on March 5, 2024. A copy of the Registrant's press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01.     Financial Statements and Exhibits
(d)  Exhibits
Exhibit No.Description
 
99.1
Press release dated February 21, 2024.
99.2
Press release dated February 20, 2024
104Cover Page Interactive Data File (formatted as inline XBRL).



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.
     
Date:February 21, 2024ANALOG DEVICES, INC.
 		 
 By:  /s/ Janene I. Asgeirsson 
  Janene I. Asgeirsson 
  Senior Vice President, Chief Legal Officer and Corporate Secretary 



Exhibit 99.1

Analog Devices Reports Fiscal First Quarter 2024 Financial Results
•Revenue of more than $2.5 billion with continued growth in Automotive
•Operating cash flow of $4.6 billion and free cash flow of $3.2 billion on a trailing twelve-month basis
•Returned over $600 million to shareholders through dividends and repurchases in the first quarter
•Raised quarterly dividend by 7%, marking the twentieth consecutive year of increase
•Appointed Richard C. Puccio as EVP and Chief Financial Officer
WILMINGTON, Mass.--(BUSINESS WIRE)--February 21, 2024--Analog Devices, Inc. (Nasdaq: ADI), a global semiconductor leader, today announced financial results for its 14-week fiscal first quarter 2024, which ended February 3, 2024.
“ADI delivered first quarter revenue and profitability above the midpoint of our outlook, despite the continued difficult macroeconomic environment,” said Vincent Roche, CEO and Chair. “Consistent with our prior view, we expect customer inventory rationalization to largely subside in our second quarter, and thus enter the second half in a more favorable business backdrop. Importantly, we are well positioned to capitalize on the inevitable upswing given our replenished die banks, short lead times, and agile hybrid manufacturing model.”
Roche continued, “Over the past several years, we have invested at record levels in product development, customer engagement, and manufacturing activities, positioning us exceptionally well to pursue the rich opportunities of the Intelligent Edge era. The growing criticality of our technology to our customers’ success, and our ‘customer first’ approach to innovation, gives me unwavering confidence in our ability to drive shareholder value for many years to come.”


Performance for the 14 Week First Quarter of Fiscal 2024
Results Summary(1)
(in millions, except per-share amounts and percentages)
Three Months Ended
Feb. 3, 2024Jan. 28, 2023Change
Revenue$2,513 $3,250 (23)%
Gross margin$1,474 $2,124 (31)%
Gross margin percentage58.7 %65.4 %(670 bps)
Operating income$586 $1,131 (48)%
Operating margin23.3 %34.8 %(1,150 bps)
Diluted earnings per share$0.93 $1.88 (51)%
Adjusted Results(2)
Adjusted gross margin$1,734 $2,392 (28)%
Adjusted gross margin percentage69.0 %73.6 %(460 bps)
Adjusted operating income$1,054 $1,659 (36)%
Adjusted operating margin42.0 %51.1 %(910 bps)
Adjusted diluted earnings per share$1.73 $2.75 (37)%
Three Months EndedTrailing Twelve Months
Cash GenerationFeb. 3, 2024Feb. 3, 2024
Net cash provided by operating activities$1,139 $4,550 
% of revenue45 %39 %
Capital expenditures$(223)$(1,308)
Free cash flow(2)
$916 $3,242 
% of revenue 36 %28 %
Three Months EndedTrailing Twelve Months
Cash ReturnFeb. 3, 2024Feb. 3, 2024
Dividend paid$(426)$(1,720)
Stock repurchases(180)(2,490)
Total cash returned$(606)$(4,209)
(1) The sum and/or computation of the individual amounts may not equal the total due to rounding.
(2) Reconciliations of non-GAAP financial measures to their most directly comparable GAAP financial measures are provided in the financial tables included in this press release. See also the "Non-GAAP Financial Information" section for additional information.







Outlook for the Second Quarter of Fiscal Year 2024

For the second quarter of fiscal 2024, we are forecasting revenue of $2.10 billion, +/- $100 million. At the midpoint of this revenue outlook, we expect reported operating margin of approximately 15.1%, +/-200 bps, and adjusted operating margin of approximately 37.0%, +/-100 bps. We are planning for reported EPS to be $0.46, +/-$0.10, and adjusted EPS to be $1.26, +/-$0.10.

Our second quarter fiscal 2024 outlook is based on current expectations and actual results may differ materially as a result of, among other things, the important factors discussed at the end of this release. These statements supersede all prior statements regarding our business outlook set forth in prior ADI news releases, and ADI disclaims any obligation to update these forward-looking statements.

The adjusted results and adjusted anticipated results above are financial measures presented on a non-GAAP basis. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures are provided in the financial tables included in this release. See also the “Non-GAAP Financial Information” section for additional information.

Dividend Payment

The ADI Board of Directors has declared a quarterly cash dividend of $0.92 per outstanding share of common stock. The dividend will be paid on March 15, 2024 to all shareholders of record at the close of business on March 5, 2024.

Conference Call Scheduled for Today, Wednesday, February 21, 2024 at 10:00 am ET

ADI will host a conference call to discuss our first quarter fiscal 2024 results and short-term outlook today, beginning at 10:00 am ET. Investors may join via webcast, accessible at investor.analog.com.

Non-GAAP Financial Information

This release includes non-GAAP financial measures that are not in accordance with, nor an alternative to, U.S. generally accepted accounting principles (GAAP) and may be different from non-GAAP measures presented by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. These non-GAAP measures have material limitations in that they do not reflect all of the amounts associated with the Company’s results of operations as determined in accordance with GAAP and should not be considered in isolation from, or as a substitute for, the Company’s financial results presented in accordance with GAAP. The Company’s use of non-GAAP measures, and the underlying methodology when including or excluding certain items, is not necessarily an indication of the results of operations that may be expected in the future, or that the Company will not, in fact, record such items in future periods. You are cautioned not to place undue reliance on these non-GAAP measures. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures are provided in the financial tables included in this release.
Management uses non-GAAP measures internally to evaluate the Company’s operating performance from continuing operations against past periods and to budget and allocate resources in future periods. These non-GAAP measures also assist management in evaluating the Company’s core business and trends across different reporting periods on a consistent basis. Management also uses these non-GAAP measures as primary performance measurements when communicating with analysts and investors regarding the Company’s earnings results and outlook and believes that the presentation of these non-GAAP measures is useful to investors because it provides investors with the operating results that management uses to


manage the Company and enables investors and analysts to evaluate the Company’s core business. Management also believes that free cash flow, a non-GAAP liquidity measure, is useful both internally and to investors because it provides information about the amount of cash generated after capital expenditures that is then available to repay debt obligations, make investments and fund acquisitions, and for certain other activities.
The non-GAAP financial measures referenced by ADI in this release include: adjusted gross margin, adjusted gross margin percentage, adjusted operating expenses, adjusted operating expenses percentage, adjusted operating income, adjusted operating margin, adjusted nonoperating expense (income), adjusted income before income taxes, adjusted provision for income taxes, adjusted tax rate, adjusted diluted earnings per share (EPS), free cash flow, and free cash flow revenue percentage.
Adjusted gross margin is defined as gross margin, determined in accordance with GAAP, excluding certain acquisition related expenses1, which are described further below. Adjusted gross margin percentage represents adjusted gross margin divided by revenue.
Adjusted operating expenses is defined as operating expenses, determined in accordance with GAAP, excluding: certain acquisition related expenses1, acquisition related transaction costs2, and special charges, net3, which are described further below. Adjusted operating expenses percentage represents adjusted operating expenses divided by revenue.
Adjusted operating income is defined as operating income, determined in accordance with GAAP, excluding: acquisition related expenses1, acquisition related transaction costs2, and special charges, net3, which are described further below. Adjusted operating margin represents adjusted operating income divided by revenue.
Adjusted nonoperating expense (income) is defined as nonoperating expense (income), determined in accordance with GAAP, excluding: certain acquisition related expenses1, which is described further below.
Adjusted income before income taxes is defined as income before income taxes, determined in accordance with GAAP, excluding: acquisition related expenses1, acquisition related transaction costs2, and special charges, net3, which are described further below.
Adjusted provision for income taxes is defined as provision for income taxes, determined in accordance with GAAP, excluding tax related items4, which are described further below. Adjusted tax rate represents adjusted provision for income taxes divided by adjusted income before income taxes.
Adjusted diluted EPS is defined as diluted EPS, determined in accordance with GAAP, excluding: acquisition related expenses1, acquisition related transaction costs2, special charges, net3, and tax related items4, which are described further below.
Free cash flow is defined as net cash provided by operating activities, determined in accordance with GAAP, less additions to property, plant and equipment, net. Free cash flow revenue percentage represents free cash flow divided by revenue.
1Acquisition Related Expenses: Expenses incurred as a result of current and prior period acquisitions and primarily include expenses associated with the fair value adjustments to debt, inventory, property, plant and equipment and amortization of acquisition related intangibles, which include acquired intangibles such as purchased technology and customer relationships. Expenses also include fair value adjustments associated with the replacement of share-based awards related to the Maxim Integrated Products, Inc. (Maxim) acquisition. We excluded these costs from our non-GAAP measures because they relate to specific transactions and are not reflective of our ongoing financial performance.


2Acquisition Related Transaction Costs: Costs directly related to the Maxim acquisition, including legal, accounting and other professional fees as well as integration-related costs. We excluded these costs from our non-GAAP measures because they relate to a specific transaction and are not reflective of our ongoing financial performance.
3Special Charges, net: Expenses, net, incurred as part of the integration of Maxim, in connection with facility closures, consolidation of manufacturing facilities, severance, other accelerated stock-based compensation expense and other cost reduction efforts or reorganizational initiatives. We excluded these expenses from our non-GAAP measures because apart from ongoing expense savings as a result of such items, these expenses have no direct correlation to the operation of our business in the future.
4Tax Related Items: Income tax effect of the non-GAAP items discussed above and certain other income tax benefits associated with prior periods. We excluded the income tax effect of these tax related items from our non-GAAP measures because they are not associated with the tax expense on our current operating results.

About Analog Devices, Inc.
Analog Devices, Inc. (NASDAQ: ADI) is a global semiconductor leader that bridges the physical and digital worlds to enable breakthroughs at the Intelligent Edge. ADI combines analog, digital, and software technologies into solutions that help drive advancements in digitized factories, mobility, and digital healthcare, combat climate change, and reliably connect humans and the world. With revenue of more than $12 billion in FY23 and approximately 26,000 people globally working alongside 125,000 global customers, ADI ensures today’s innovators stay Ahead of What’s Possible. Learn more at www.analog.com and on LinkedIn and Twitter (X).

Forward Looking Statements
This press release contains forward-looking statements, which address a variety of subjects including, for example, our statements regarding financial performance; customer inventory rationalization; economic uncertainty, demand, business cycles, and supply chains; capital expenditures; expected revenue, operating margin, nonoperating expenses, tax rate, earnings per share, and other financial results; investments; expected market and technology trends and acceleration of those trends; market size, market share gains, market position, and growth opportunities; expected product solutions, offerings, technologies, capabilities, and applications; the value and importance of, and other benefits related to, our product solutions, offerings, and technologies to our customers; our manufacturing resilience plan and related benefits; future dividends and share repurchases; and other future events. Statements that are not historical facts, including statements about our beliefs, plans and expectations, are forward-looking statements. Such statements are based on our current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: economic, political, legal and regulatory uncertainty or conflicts; changes in demand for semiconductor products; manufacturing delays, product and raw materials availability and supply chain disruptions; products that may be diverted from our authorized distribution channels; changes in export classifications, import and export regulations or duties and tariffs; our development of technologies and research and development investments; our future liquidity, capital needs and capital expenditures; our ability to compete successfully in the markets in which we operate; our ability to recruit and retain key personnel; risks related to acquisitions or other strategic transactions; security breaches or other cyber incidents; adverse results in litigation matters; reputational damage; changes in our estimates of our expected tax rates


based on current tax law; risks related to our indebtedness; unanticipated difficulties or expenditures related to integrating Maxim Integrated Products, Inc.; the discretion of our Board of Directors to declare dividends and our ability to pay dividends in the future; factors impacting our ability to repurchase shares; and uncertainty as to the long-term value of our common stock. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to our filings with the Securities and Exchange Commission, including the risk factors contained in our most recent Annual Report on Form 10-K. Forward-looking statements represent management’s current expectations and are inherently uncertain. Except as required by law, we do not undertake any obligation to update forward-looking statements made by us to reflect subsequent events or circumstances.
Analog Devices and the Analog Devices logo are registered trademarks or trademarks of Analog Devices, Inc. All other trademarks mentioned in this document are the property of their respective owners.








ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share amounts)

Three Months Ended
Feb. 3, 2024Jan. 28, 2023
Revenue$2,512,704 $3,249,630 
Cost of sales1,038,763 1,125,289 
Gross margin1,473,941 2,124,341 
Operating expenses:
   Research and development391,427 414,095 
   Selling, marketing, general and administrative290,078 326,284 
   Amortization of intangibles190,332 253,142 
   Special charges, net16,140 — 
Total operating expenses887,977 993,521 
Operating income585,964 1,130,820 
Nonoperating expense (income):
   Interest expense77,141 60,453 
   Interest income(9,169)(10,829)
   Other, net4,574 7,723 
Total nonoperating expense (income)72,546 57,347 
Income before income taxes513,418 1,073,473 
Provision for income taxes50,691 111,999 
Net income$462,727 $961,474 
Shares used to compute earnings per common share - basic495,765 507,121 
Shares used to compute earnings per common share - diluted498,741 511,184 
Basic earnings per common share$0.93 $1.90 
Diluted earnings per common share$0.93 $1.88 



ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)

Feb. 3, 2024Oct. 28, 2023
Cash & cash equivalents$1,303,560 $958,061 
Accounts receivable1,196,721 1,469,734 
Inventories1,553,221 1,642,214 
Other current assets362,375 314,013 
  Total current assets4,415,877 4,384,022 
Net property, plant and equipment3,281,937 3,219,157 
Goodwill26,913,134 26,913,134 
Intangible assets, net10,871,054 11,311,957 
Deferred tax assets2,172,174 2,223,272 
Other assets734,288 742,936 
Total assets$48,388,464 $48,794,478 
Other current liabilities$1,879,600 $2,154,695 
Debt, current499,322 499,052 
Commercial paper notes544,444 547,224 
Long-term debt5,946,673 5,902,457 
Deferred income taxes2,975,815 3,127,852 
Other non-current liabilities994,537 998,076 
Shareholders' equity35,548,073 35,565,122 
Total liabilities & shareholders' equity$48,388,464 $48,794,478 






ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)

Three Months Ended
Feb. 3, 2024Jan. 28, 2023
Cash flows from operating activities:
  Net income$462,727 $961,474 
  Adjustments to reconcile net income to net cash provided by operations:
       Depreciation84,348 85,321 
       Amortization of intangibles440,903 502,177 
       Stock-based compensation expense69,815 75,041 
       Deferred income taxes(102,149)(146,354)
       Other4,684 9,732 
       Changes in operating assets and liabilities178,504 (81,086)
   Total adjustments676,105 444,831 
Net cash provided by operating activities1,138,832 1,406,305 
Cash flows from investing activities:
  Additions to property, plant and equipment, net(222,978)(176,158)
  Other3,877 102 
Net cash used for investing activities(219,101)(176,056)
Cash flows from financing activities:
  Proceeds from commercial paper notes2,779,494 — 
  Payments of commercial paper notes(2,782,274)— 
  Repurchase of common stock(180,351)(654,557)
  Dividend payments to shareholders(426,076)(385,452)
  Proceeds from employee stock plans49,819 41,238 
  Other(14,844)(31,588)
Net cash used for financing activities(574,232)(1,030,359)
Net increase in cash and cash equivalents345,499 199,890 
Cash and cash equivalents at beginning of period958,061 1,470,572 
Cash and cash equivalents at end of period$1,303,560 $1,670,462 





ANALOG DEVICES, INC.
REVENUE TRENDS BY END MARKET
(Unaudited)
(In thousands)

The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the “sold to” customer information, the "ship to" customer information and the end customer product or application into which our product will be incorporated. As data systems for capturing and tracking this data and our methodology evolves and improves, the categorization of products by end market can vary over time. When this occurs, we reclassify revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.
Three Months Ended
February 3, 2024January 28, 2023
Revenue
% of Revenue1
Y/Y%Revenue
% of Revenue1
Industrial$1,196,832 48%(31)%$1,740,780 54%
Automotive
739,158 29%9%680,637 21%
Communications302,573 12%(37)%477,266 15%
Consumer274,141 11%(22)%350,947 11%
Total revenue$2,512,704 100%(23)%$3,249,630 100%
1) The sum of the individual percentages may not equal the total due to rounding.





ANALOG DEVICES, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(Unaudited)
(In thousands, except per share amounts)
Three Months Ended
Feb. 3, 2024Jan. 28, 2023
Gross margin$1,473,941 $2,124,341 
  Gross margin percentage58.7 %65.4 %
      Acquisition related expenses259,884 267,514 
Adjusted gross margin$1,733,825 $2,391,855 
  Adjusted gross margin percentage69.0 %73.6 %
Operating expenses$887,977 $993,521 
  Percent of revenue35.3 %30.6 %
      Acquisition related expenses(192,422)(258,059)
      Acquisition related transaction costs— (2,563)
      Special charges, net(16,140)— 
Adjusted operating expenses$679,415 $732,899 
  Adjusted operating expenses percentage27.0 %22.6 %
Operating income$585,964 $1,130,820 
  Operating margin23.3 %34.8 %
      Acquisition related expenses452,306 525,573 
      Acquisition related transaction costs— 2,563 
      Special charges, net16,140 — 
Adjusted operating income$1,054,410 $1,658,956 
  Adjusted operating margin42.0 %51.1 %
Nonoperating expense (income)$72,546 $57,347 
      Acquisition related expenses 2,150 2,288 
Adjusted nonoperating expense (income)$74,696 $59,635 
Income before income taxes$513,418 $1,073,473 
     Acquisition related expenses450,156 523,285 
     Acquisition related transaction costs — 2,563 
     Special charges, net16,140 — 
Adjusted income before income taxes$979,714 $1,599,321 
Provision for income taxes$50,691 $111,999 
Effective income tax rate9.9 %10.4 %
     Tax related items65,030 81,843 
Adjusted provision for income taxes$115,721 $193,842 
Adjusted tax rate11.8 %12.1 %
Diluted EPS$0.93 $1.88 
      Acquisition related expenses0.90 1.02 
      Acquisition related transaction costs—0.01 
      Special charges, net0.03 — 
      Tax related items(0.13)(0.16)
Adjusted diluted EPS*$1.73 $2.75 
* The sum of the individual per share amounts may not equal the total due to rounding.


ANALOG DEVICES, INC.
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(Unaudited)
(In thousands)

Trailing Twelve MonthsThree Months Ended
Feb. 3, 2024Feb. 3, 2024Oct. 28, 2023Jul. 29, 2023Apr. 29, 2023
Revenue$11,568,613 $2,512,704 $2,716,484 $3,076,495 $3,262,930 
Net cash provided by operating activities$4,550,161 $1,138,832 $1,187,294 $1,142,454 $1,081,581 
% of Revenue39 %45 %44 %37 %33 %
Capital expenditures$(1,308,283)$(222,978)$(476,393)$(324,574)$(284,338)
Free cash flow$3,241,878 $915,854 $710,901 $817,880 $797,243 
% of Revenue28 %36 %26 %27 %24 %




ANALOG DEVICES, INC.
RECONCILIATION OF PROJECTED GAAP TO NON-GAAP RESULTS
(Unaudited)

Three Months Ending May 4, 2024
ReportedAdjusted
Revenue$2.10 Billion $2.10 Billion
(+/- $100 Million)(+/- $100 Million)
Operating margin15.1% 37.0% (1)
(+/-200 bps)(+/-100 bps)
Nonoperating expenses~ $65 Million~ $65 Million
Tax rate11% - 13%11% - 13% (2)
Earnings per share$0.46 $1.26 (3)
(+/- $0.10)(+/- $0.10)

(1) Includes $460 million of adjustments related to acquisition related expenses and special charges, net as previously defined in the Non-GAAP Financial Information section of this press release.
(2) Includes $61 million of tax effects associated with the adjustments for acquisition related expenses and special charges, net noted above.
(3) Includes $0.80 of adjustments related to the net impact of acquisition related expenses, special charges, net and the tax effects on those items.

For more information, please contact:

Investor Contact:
Analog Devices, Inc.
Mr. Michael Lucarelli
Vice President, Investor Relations and FP&A
781-461-3282
investor.relations@analog.com

Media Contact:
Analog Devices, Inc.
Ms. Ferda Millan
Global PR & External Communications
Ferda.Millan@analog.com




Exhibit 99.2
Analog Devices Raises Quarterly Dividend By 7%

WILMINGTON, Mass.--(BUSINESS WIRE)--Feb. 20, 2024--Analog Devices, Inc. (NASDAQ: ADI), a global semiconductor leader, today announced that its Board of Directors has voted to increase its quarterly dividend from $0.86 per outstanding share of common stock to $0.92, which represents an increase of 7% and is equivalent to $3.68 annually.

“Today marks our 20th consecutive year of dividend increases, a testament to ADI’s enduring business qualities which have enabled positive free cash flow generation for 27 consecutive years,” said Vincent Roche, CEO and Chair. “The dividend is the cornerstone of our capital return strategy which is to return 100% of free cash flow to our shareholders over the long term. In just the last 5 years, ADI has returned more than $15 billion or more than 15% of our market cap through dividends and share repurchases. At the same time, we have invested to strengthen our competitive advantages, further increasing our ability to deliver attractive cash returns to our owners over the long term.”

The increase is effective with the dividend payable on March 15, 2024, to shareholders of record as of the close of business on March 5, 2024. ADI has paid a dividend for 80 consecutive quarters, totaling more than $11 billion of cash returned to shareholders through dividends.

About Analog Devices, Inc.
Analog Devices, Inc. (NASDAQ: ADI) is a global semiconductor leader that bridges the physical and digital worlds to enable breakthroughs at the Intelligent Edge. ADI combines analog, digital, and software technologies into solutions that help drive advancements in digitized factories, mobility, and digital healthcare, combat climate change, and reliably connect humans and the world. With revenue of more than $12 billion in FY23 and approximately 26,000 people globally working alongside 125,000 global customers, ADI ensures today’s innovators stay Ahead of What’s Possible. Learn more at www.analog.com and on LinkedIn and Twitter (X).

Forward Looking Statements
This press release contains forward-looking statements regarding, among other things, the timing and amount of cash dividends and share repurchases, return of free cash flow, reinvesting in our business, delivering value to shareholders and our financial position in the future. Statements that are not historical facts, including statements about our beliefs, plans and expectations, are forward-looking statements. Such statements are based on our current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: economic, political, legal and regulatory uncertainty or conflicts; changes in demand for semiconductor products; manufacturing delays, product and raw materials availability and supply chain disruptions; products that may be diverted from our authorized distribution channels; changes in export classifications, import and export regulations or duties and tariffs; our development of technologies and research and development investments; our future liquidity, capital needs and capital expenditures; our ability to compete successfully in the markets in which we operate; our ability to recruit and retain key personnel; risks related to acquisitions or other strategic transactions; security breaches or other cyber incidents; adverse results in litigation matters; reputational damage; changes in our estimates of our expected tax rates based on current tax


law; risks related to our indebtedness; unanticipated difficulties or expenditures related to integrating Maxim Integrated Products, Inc.; the discretion of our Board of Directors to declare dividends and our ability to pay dividends in the future; factors impacting our ability to repurchase shares; and uncertainty as to the long-term value of our common stock. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to our filings with the Securities and Exchange Commission (“SEC”), including the risk factors contained in our most recent Annual Report on Form 10-K. Forward-looking statements represent management’s current expectations and are inherently uncertain. Except as required by law, we do not undertake any obligation to update forward-looking statements made by us to reflect subsequent events or circumstances.

Contact
Michael Lucarelli
Vice President, Investor Relations and FP&A
Analog Devices, Inc.
781-461-3282
investor.relations@analog.com

v3.24.0.1
Document and Entity Information
Feb. 20, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 20, 2024
Entity Incorporation, State or Country Code MA
Entity File Number 1-7819
Entity Tax Identification Number 04-2348234
Entity Address, Address Line One One Analog Way,
Entity Address, City or Town Wilmington,
Entity Address, State or Province MA
Entity Address, Postal Zip Code 01887
City Area Code 781
Local Phone Number 935-5565
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock $0.16 2/3 par value per share
Trading Symbol ADI
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0000006281
Amendment Flag false
Entity Registrant Name Analog Devices, Inc.
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