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ADI > SEC Filings for ADI > Form 8-K on 14-Mar-2013All Recent SEC Filings

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Form 8-K for ANALOG DEVICES INC


14-Mar-2013

Submission of Matters to a Vote of Security Holders


Item 5.07. Submission of Matters to a Vote of Security Holders. Voting Results.

At the 2013 Annual Meeting of Shareholders of Analog Devices, Inc. (the "Company"), held on March 13, 2013, 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.

Proposal 1 - The election of ten nominees to our Board of Directors each for a term of one year.

The ten (10) nominees named in the definitive proxy statement were elected to serve as directors until the 2014 annual meeting. Information as to the vote on each director standing for election is provided below:

                          Votes        Votes       Votes       Broker
      Nominee              For        Against    Abstaining   Non-Votes
Ray Stata              251,023,084    978,464     200,758     16,717,436
Jerald G. Fishman      250,317,287   1,554,254    330,765     16,717,436
James A. Champy        251,227,025    617,870     357,411     16,717,436
John C. Hodgson        251,473,852    372,408     356,046     16,717,436
Yves-Andre Istel       251,233,914    611,235     357,157     16,717,436
Neil Novich            244,235,475   7,576,127    390,704     16,717,436
F. Grant Saviers       243,889,113   7,957,664    355,529     16,717,436
Paul J. Severino       244,615,370   7,231,289    355,647     16,717,436
Kenton J. Sicchitano   251,525,141    319,727     357,438     16,717,436
Lisa T. Su             251,330,609    521,576     350,121     16,717,436

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 224,316,748 25,805,078 2,080,480 16,717,436

Proposal 3 - The approval of our Executive Section 162(m) Plan.

The shareholders approved our Executive Section 162(m) Plan. The voting results were as follows:
Votes For Votes Against Votes Abstaining Broker Non-Votes 247,470,209 4,215,493 516,604 16,717,436

Proposal 4 - The ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending November 2, 2013.

The shareholders ratified the Company's selection of Ernst & Young as our independent registered public accounting firm for the fiscal year ending November 2, 2013. The voting results were as follows:
Votes For Votes Against Votes Abstaining 265,578,894 3,088,351 252,497


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