Sondel Michael 4

What Happened
Michael Sondel, Chief Accounting Officer (principal accounting officer) of Analog Devices (ADI), had 778.289 shares withheld to satisfy tax obligations related to RSU/PRSU vesting on March 16, 2026 (disposition value ≈ $241,986). On March 18, 2026 he was reported as acquiring 958 shares (code A — grant/award) at $0.00 (no cash paid), reflecting earned performance-based awards.

• The share withholding (code F) is a tax-withholding action tied to vesting, not an open-market sale.
• The March 18 acquisition reflects performance-based shares earned, not a cash purchase — vesting remains subject to continued employment.

Key Details

• Transaction dates & amounts:
  • 2026-03-16: 778.289 shares withheld at $310.92 per share; proceeds/withheld value $241,986 (code F).
  • 2026-03-18: 958 shares reported acquired at $0.00 (code A).
• Footnotes:
  • F1: Withheld shares satisfied tax on 203 PRSUs and 1,599 RSUs that vested on March 16, 2026.
  • F2: The performance shares were earned from PRSUs granted Apr 3, 2023; performance payout was 192.01% of target and the shares will vest on March 29, 2026 subject to continued employment.
• Shares owned after the transactions: not specified in the provided filing.
• Filing timeliness: Report filed March 18, 2026 covering events of March 16–18, 2026 (no late-filing indication).

Context

• Tax-withholding (code F) is a routine administrative step when restricted stock units vest and does not indicate a discretionary sale by the insider.
• The March 18 entry (code A) reflects earned performance-based stock; because vesting is subject to continued employment (per F2), these shares are not yet freely transferable.