Analog Devices 10-Q 2026-08-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

(Mark One)

☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 1, 2026

OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 1-7819

Analog Devices, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts												04-2348234
(State or other jurisdiction of incorporation or organization)												(I.R.S. Employer Identification No.)
One Analog Way,			Wilmington,			MA						01887
(Address of principal executive offices)												(Zip Code)

(781) 935-5565

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock $0.16 2/3 par value per share			ADI			Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer						☑						Accelerated filer						☐
Non-accelerated filer						☐						Smaller reporting company						☐
												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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of August 1, 2026 there were 484,565,465 shares of common stock of the registrant, $0.16 2/3 par value per share, outstanding.

PART I — FINANCIAL INFORMATION

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per share amounts)

			Three Months Ended												Nine Months Ended
			August 1, 2026						August 2, 2025						August 1, 2026						August 2, 2025
Revenue			$	4,021,899					$	2,880,348					$	10,805,627					$	7,943,590
Cost of sales			1,314,355						1,090,600						3,613,309						3,111,929
Gross margin			2,707,544						1,789,748						7,192,318						4,831,661
Operating expenses:
Research and development			533,480						454,251						1,510,203						1,298,980
Selling, marketing, general and administrative			397,326						325,706						1,105,389						913,171
Amortization of intangibles			187,985						187,415						563,285						562,245
Special charges, net			(24,216)						4,348						23,766						69,980
Total operating expenses			1,094,575						971,720						3,202,643						2,844,376
Operating income:			1,612,969						818,028						3,989,675						1,987,285
Nonoperating expense (income):
Interest expense			88,728						79,592						262,692						229,559
Interest income			(25,377)						(27,083)						(86,199)						(72,295)
Other, net			3,749						2,110						(3,386)						5,108
Total nonoperating expense (income)			67,100						54,619						173,107						162,372
Income before income taxes			1,545,869						763,409						3,816,568						1,824,913
Provision for income taxes			205,779						244,891						469,302						345,309
Net income			$	1,340,090					$	518,518					$	3,347,266					$	1,479,604
Shares used to compute earnings per common share – basic			486,021						494,390						487,500						495,560
Shares used to compute earnings per common share – diluted			488,837						496,726						490,317						497,865
Basic earnings per common share			$	2.76					$	1.05					$	6.87					$	2.99
Diluted earnings per common share			$	2.74					$	1.04					$	6.83					$	2.97

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)

			Three Months Ended												Nine Months Ended
			August 1, 2026						August 2, 2025						August 1, 2026						August 2, 2025
Net income			$	1,340,090					$	518,518					$	3,347,266					$	1,479,604
Foreign currency translation adjustments			1,079						364						2,403						(548)
Change in fair value of derivative instruments designated as cash flow hedges, net			1,886						(6,359)						2,506						11,137
Changes in pension plans, net			187						542						582						1,582
Other comprehensive income (loss)			3,152						(5,453)						5,491						12,171
Comprehensive income			$	1,343,242					$	513,065					$	3,352,757					$	1,491,775

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share and per share amounts)

			August 1, 2026						November 1, 2025
ASSETS
Current Assets
Cash and cash equivalents			$	2,165,870					$	2,499,406
Short-term investments			159,064						1,152,915
Accounts receivable			2,389,577						1,436,075
Inventories			1,931,496						1,656,323
Prepaid expenses and other current assets			426,523						363,342
Total current assets			7,072,530						7,108,061
Non-current Assets
Net property, plant and equipment			3,351,981						3,315,696
Goodwill			27,988,737						26,945,180
Intangible assets, net			7,468,220						8,013,815
Deferred tax assets			1,689,972						1,867,102
Other assets			852,977						742,858
Total non-current assets			41,351,887						40,884,651
TOTAL ASSETS			$	48,424,417					$	47,992,712
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable			$	682,167					$	543,760
Income taxes payable			461,804						610,370
Debt, current			1,344,855						—
Commercial paper notes			1,005,104						446,639
Accrued liabilities			2,162,324						1,645,032
Total current liabilities			5,656,254						3,245,801
Non-current Liabilities
Long-term debt

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This information should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended November 1, 2025 (fiscal 2025).

This Quarterly Report on Form 10-Q, including the following discussion, contains forward-looking statements regarding future events and our future results that are subject to the safe harbor created under the Private Securities Litigation Reform Act of 1995 and other safe harbors under the Securities Act of 1933 and the Securities Exchange Act of 1934. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “potential,” “may,” “could” and “will,” and variations of such words and similar expressions are intended to identify such forward-looking statements, however, the absence of the foregoing words or expressions does not mean that a statement is not forward-looking. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors.

The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in the forward-looking statements: economic, political, legal and regulatory uncertainty or conflicts; recently announced and future tariffs and other trade restrictions; changes in export classifications, import and export regulations or duties and tariffs; changes in demand for semiconductor products; performance of independent distributors; manufacturing delays, product and raw materials availability and supply chain disruptions; products may be diverted from our authorized distribution channels; our development of technologies and research and development investments; our ability to compete successfully in the markets in which we operate; our future liquidity, capital needs and capital expenditures; our ability to recruit and retain key personnel; risks related to acquisitions or other strategic transactions; unanticipated difficulties or expenditures relating to integrating acquired businesses; security breaches or other cyber incidents; risks related to the use of artificial intelligence in our business operations, products and services; adverse results in litigation; the outcome of any regulatory actions, including governmental inquiries, investigations or enforcement proceedings in the event of noncompliance or alleged noncompliance with laws or regulations; reputational damage; changes in our estimates of our expected tax rates based on current tax law; risks related to our indebtedness; 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. Additional factors that could cause actual results to differ materially from those described in these forward-looking statements include the risk factors included in Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q for the period ended August 1, 2026 and Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for fiscal 2025. Forward-looking statements represent management’s current expectations and are inherently uncertain. We undertake no obligation to revise or update any forward-looking statements, including to reflect events or circumstances occurring after the date of the filing of this report, except to the extent required by law.

Results of Operations

Overview

Amounts in the tables below are reflected in thousands except per share amounts and percentages.

			Three Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change
Revenue			$	4,021,899					$	2,880,348					$	1,141,551					40		%
Gross margin %			67.3		%				62.1		%
Net income			$	1,340,090					$	518,518					$	821,572					158		%
Net income as a % of revenue			33.3		%				18.0		%
Diluted EPS			$	2.74					$	1.04					$	1.70					163		%
			Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change
Revenue			$	10,805,627					$	7,943,590					$	2,862,037					36		%
Gross margin %			66.6		%				60.8		%
Net income			$	3,347,266					$	1,479,604					$	1,867,662					126		%
Net income as a % of revenue			31.0		%				18.6		%
Diluted EPS			$	6.83					$	2.97					$	3.86					130		%

Revenue Trends by End Market

The following tables summarize revenue by end market. 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. The assignment of products to end markets may change 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
			August 1, 2026																		August 2, 2025
			Revenue						% of Revenue*						Y/Y%						Revenue						% of Revenue*
Industrial			$	1,971,926					49		%				53		%				$	1,292,988					45		%
Automotive			998,227						25		%				16		%				857,146						30		%
Communications			654,515						16		%				84		%				354,768						12		%
Consumer			397,231						10		%				6		%				375,446						13		%
Total revenue			$	4,021,899					100		%				40		%				$	2,880,348					100		%
			Nine Months Ended
			August 1, 2026																		August 2, 2025
			Revenue						% of Revenue*						Y/Y%						Revenue						% of Revenue*
Industrial			$	5,269,825					49		%				50		%				$	3,512,896					44		%
Automotive			2,685,246						25		%				9		%				2,454,845						31		%
Communications			1,659,553						15		%				72		%				965,036						12		%
Consumer			1,191,003						11		%				18		%				1,010,813						13		%
Total revenue			$	10,805,627					100		%				36		%				$	7,943,590					100		%
* The sum of the individual percentages may not equal the total due to rounding.

Revenue increased 40% and 36% in the three- and nine-month periods ended August 1, 2026 as compared to the same periods of the prior fiscal year, reflecting broad-based demand across end markets. Within Industrial, all sub-markets grew,

with test equipment and aerospace and defense representing the highest growth. The strongest growth within Communications came from the data center sub-market, driven by artificial intelligence-related infrastructure investments.

Revenue by Sales Channel

The following tables summarize revenue by sales channel. We sell our products globally through a direct sales force, third-party distributors, independent sales representatives and via our website. Distributors are customers that buy products with the intention of reselling them. Direct customers are non-distributor customers and consist primarily of original equipment manufacturers. Other customers include the U.S. government, government prime contractors and certain commercial customers for which revenue is recorded over time.

			Three Months Ended
			August 1, 2026												August 2, 2025
			Revenue						% of Revenue*						Revenue						% of Revenue*
Channel
Distributors			$	2,327,081					58		%				$	1,592,407					55		%
Direct customers			1,588,639						39		%				1,240,924						43		%
Other			106,179						3		%				47,017						2		%
Total revenue			$	4,021,899					100		%				$	2,880,348					100		%
			Nine Months Ended
			August 1, 2026												August 2, 2025
			Revenue						% of Revenue*						Revenue						% of Revenue*
Channel
Distributors			$	6,140,687					57		%				$	4,447,959					56		%
Direct customers			4,485,859						42		%				3,386,571						43		%
Other			179,081						2		%				109,060						1		%
Total revenue			$	10,805,627					100		%				$	7,943,590					100		%
* The sum of the individual percentages may not equal the total due to rounding.

As indicated in the tables above, the percentage of total revenue sold via each channel has remained relatively consistent in the periods presented, but can fluctuate from time to time based on end market revenue trends. As a percentage of total revenue, the increase in the distributor channel is primarily due to the increase in the percentage of revenue from our Industrial end market.

Gross Margin

			Three Months Ended																								Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change						August 1, 2026						August 2, 2025						$ Change						% Change
Gross margin			$	2,707,544					$	1,789,748					$	917,796					51		%				$	7,192,318					$	4,831,661					$	2,360,657					49		%
Gross margin %			67.3		%				62.1		%																66.6		%				60.8		%

Gross margin percentage increased by 520 and 580 basis points in the three- and nine-month periods ended August 1, 2026 as compared to the same periods of the prior fiscal year, primarily due to higher utilization of our manufacturing fixed costs as a result of increased customer demand and favorable mix of products sold into our end markets.

Research and Development (R&D)

			Three Months Ended																								Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change						August 1, 2026						August 2, 2025						$ Change						% Change
R&D expenses			$	533,480					$	454,251					$	79,229					17		%				$	1,510,203					$	1,298,980					$	211,223					16		%
R&D expenses as a % of revenue			13		%				16		%																14		%				16		%

R&D expenses increased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily as a result of higher R&D employee-related variable compensation expenses and higher salary and benefit expenses. R&D expenses declined as a percentage of revenue, primarily reflecting higher revenue levels and improved operating leverage. We expect to continue the development of innovative technologies and processes for new products, which we view as critical to our future growth. We believe that a continued commitment to R&D is essential to maintain product leadership with our existing products as well as to provide innovative new product offerings.

Selling, Marketing, General and Administrative (SMG&A)

			Three Months Ended																								Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change						August 1, 2026						August 2, 2025						$ Change						% Change
SMG&A expenses			$	397,326					$	325,706					$	71,620					22		%				$	1,105,389					$	913,171					$	192,218					21		%
SMG&A expenses as a % of revenue			10		%				11		%																10		%				11		%

SMG&A expenses increased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily as a result of higher SMG&A employee-related variable compensation expenses, higher salary and benefit expenses and acquisition related transaction costs in the third quarter of fiscal 2026. SMG&A expenses declined as a percentage of revenue, primarily reflecting higher revenue levels and improved operating leverage.

Special Charges, Net

			Three Months Ended																								Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change						August 1, 2026						August 2, 2025						$ Change						% Change
Special charges, net			$	(24,216)					$	4,348					$	(28,564)					(657)		%				$	23,766					$	69,980					$	(46,214)					(66)		%

Special charges, net decreased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily due to a $24.4 million gain recorded on the sale of a subsidiary in Penang, Malaysia in the third quarter of fiscal 2026. The decrease in the nine-month period was partially offset by a $15.6 million impairment charge recorded in the first quarter of fiscal 2026 related to the asset group in our leased facilities in San Jose, California.

Provision for Income Taxes

			Three Months Ended																		Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						August 1, 2026						August 2, 2025						$ Change
Provision for income taxes			$	205,779					$	244,891					$	(39,112)					$	469,302					$	345,309					$	123,993
Effective income tax rate			13.3		%				32.1		%										12.3		%				18.9		%

The Company’s effective tax rates for the three- and nine-month periods ended August 1, 2026 are below the U.S. statutory tax rate of 21% due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income.

The tax rates for the three- and nine-month periods ended August 2, 2025 were higher than the current year periods primarily due to a net deferred tax expense of $153.8 million recorded in the third quarter of fiscal 2025 related to the remeasurement of our Global Intangible Low-Taxed Income-related deferred tax assets and liabilities attributable to the passage of the One Big Beautiful Bill Act.

Net Income

			Three Months Ended																								Nine Months Ended
			August 1, 2026						August 2, 2025						$ Change						% Change						August 1, 2026						August 2, 2025						$ Change						% Change
Net income			$	1,340,090					$	518,518					$	821,572					158		%				$	3,347,266					$	1,479,604					$	1,867,662					126		%
Net income as a % of revenue			33.3		%				18.0		%																31.0		%				18.6		%
Diluted EPS			$	2.74					$	1.04																	$	6.83					$	2.97

Net income increased in the three-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, as the result of a $794.9 million increase in operating income and a $39.1 million decrease in provision for income taxes as noted above in Provision for Income Taxes.

Net income increased in the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, as the result of a $2.0 billion increase in operating income, partially offset by a $124.0 million increase in provision for income taxes.

Liquidity and Capital Resources

At August 1, 2026, our principal source of liquidity was $2.3 billion of cash, cash equivalents and short-term investments, of which approximately $1.0 billion was held in the United States, and the balance of which was held outside the United States in various foreign subsidiaries. We manage our worldwide cash requirements by, among other things, reviewing available funds held by our foreign subsidiaries and the cost effectiveness by which those funds can be accessed in the United States. We do not expect current regulatory restrictions or taxes on repatriation to have a material adverse effect on our overall liquidity, financial condition or results of operations. Our cash, cash equivalents and short-term investments consist of highly liquid investments, including money market funds and corporate and bank obligations. We maintain these balances with counterparties with high credit ratings, and continually monitor the amount of credit exposure to any one issuer and diversify our investments in order to minimize our credit risk.

We believe that our existing sources of liquidity and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing, will be sufficient to fund operations, capital expenditures, acquisitions, research and development efforts and dividend payments in the immediate future and for at least the next twelve months.

			Nine Months Ended
			August 1, 2026						August 2, 2025
Net cash provided by operating activities			$	3,844,515					$	3,111,392
Net cash provided by operations as a % of revenue			36		%				39		%
Net cash used for investing activities			$	(873,902)					$	(1,096,216)
Net cash used for financing activities			$	(3,304,149)					$	(1,685,327)

The following changes contributed to the net change in cash and cash equivalents in the nine-month period ended August 1, 2026 as compared to the same period in fiscal 2025.

Operating Activities

Cash provided by operating activities is net income adjusted for certain non-cash items and changes in operating assets and liabilities. The increase in cash provided by operating activities during the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, was mainly the result of higher net income adjusted for non-cash items.

Investing Activities

Investing cash flows generally consist of purchases and sales of property, plant and equipment; purchases, sales and maturities of available-for-sale investments; and acquisitions of other businesses. The change in investing cash flows during the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, was primarily the result of the acquisition of Empower Semiconductor, Inc. during the third quarter of fiscal 2026, partially offset by the net change in our available-for-sale investment portfolio.

Financing Activities

Financing cash flows generally consist of payments of dividends to stockholders, repurchases of common stock, issuances and repayments of debt and proceeds from the sale of shares of common stock pursuant to employee equity incentive plans. The change in cash used for financing activities during the nine-month period ended August 1, 2026, as compared to the same

period of the prior fiscal year, was primarily the result of lower net proceeds from our debt obligations and higher common stock repurchases.

Working Capital

			August 1, 2026						November 1, 2025						$ Change						% Change
Accounts receivable			$	2,389,577					$	1,436,075					$	953,502					66		%
Days sales outstanding*			50						44
Inventory			$	1,931,496					$	1,656,323					$	275,173					17		%
Days cost of sales in inventory*			131						130

---

*We use the average of the current quarter and prior quarter ending net accounts receivable and ending inventory balance in our calculation of days sales outstanding and days cost of sales in inventory, respectively.

The increase in accounts receivable in dollars was primarily the result of increased sales levels and variations in the timing of collections and billings.

Inventory increased primarily as a result of building inventory levels to support increased demand.

Current liabilities increased to $5.7 billion at August 1, 2026 as compared to $3.2 billion at the end of fiscal 2025 primarily due to the reclassification of $1.3 billion of debt due within one year to current liabilities as well as an increase in commercial paper notes and accrued liabilities, partially offset by a decrease in income taxes payable.

Debt

As of August 1, 2026, our debt obligations consisted of the following:

						Principal Amount Outstanding
Commercial paper notes						$	1,005,104
2026 Notes, due December 2026						900,000
2027 Notes, due June 2027						440,212
2028 Notes, due June 2028						850,000
2028 Notes, due October 2028						750,000
2030 Notes, due June 2030						650,000
2031 Notes, due October 2031						1,000,000
2032 Notes, due October 2032						300,000
2034 Notes, due April 2034						550,000
2036 Notes, due December 2036						144,278
2041 Notes, due October 2041						750,000
2045 Notes, due December 2045						332,587
2051 Notes, due October 2051						1,000,000
2054 Notes, due April 2054						550,000
Total debt						$	9,222,181

The indentures governing our outstanding notes contain covenants that may limit our ability to: incur, create, assume or guarantee any debt for borrowed money secured by a lien upon a principal property; enter into sale and lease-back transactions with respect to a principal property; and consolidate with or merge into, or transfer or lease all or substantially all of our assets to, any other party. As of August 1, 2026, we were in compliance with these covenants.

Under our commercial paper program, we may issue short-term, unsecured commercial paper notes in amounts up to a maximum aggregate face amount of $3.0 billion outstanding at any time, with maturities of up to 397 days from the date of issuance. As of August 1, 2026, we had $1.0 billion of outstanding borrowings under the commercial paper program recorded in the Condensed Consolidated Balance Sheet. We intend to use the net proceeds of the commercial paper program for general corporate purposes, including without limitation, repayment of indebtedness, stock repurchases, acquisitions, capital expenditures and working capital.

Revolving Credit Agreements

Our Fourth Amended and Restated Revolving Credit Agreement entered into in April 2025 and our 364-Day Revolving Credit Agreement entered into in July 2026, each with Bank of America N.A. as administrative agent and the other banks identified therein as lenders, provide for a five-year and a 364-day unsecured revolving credit facility, respectively, in an aggregate principal amount not to exceed $6.0 billion, subject to certain terms and conditions.

We may borrow under the Revolving Credit Agreements in the future and use the proceeds for repayment of existing indebtedness, stock repurchases, acquisitions, capital expenditures, working capital and other lawful corporate purposes. The terms of the Revolving Credit Agreements impose restrictions on our ability to undertake certain transactions, to create certain liens on assets and to incur certain subsidiary indebtedness. In addition, the Revolving Credit Agreements contain interest coverage covenants which requires the ratio of consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) to consolidated interest charges to be greater than 3.0 to 1.0. As of August 1, 2026, we were in compliance with these covenants.

Stock Repurchase Program

As of August 1, 2026, our Board of Directors had authorized us to repurchase an aggregate of $26.7 billion of our common stock under our common stock repurchase program and $7.4 billion remained available for repurchases under the current authorized program. Repurchased shares are held as authorized but unissued shares of common stock. Unless terminated earlier by resolution of our Board of Directors, the repurchase program will expire when the full dollar amount of the authorization has been used to repurchase shares under the program. Future repurchases of common stock will be dependent upon our financial position, results of operations, outlook, liquidity and other factors we deem relevant.

Capital Expenditures

Net additions to property, plant and equipment were $392.7 million in the first nine months of fiscal 2026. We expect capital expenditures for fiscal 2026 to be between approximately 4% and 6% of fiscal 2026 revenue. These capital expenditures will be funded with a combination of cash on hand and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing.

Dividends

On August 18, 2026, our Board of Directors declared a cash dividend of $1.10 per outstanding share of common stock. The dividend will be paid on September 15, 2026 to all shareholders of record at the close of business on September 1, 2026 and is expected to total approximately $533.0 million. We currently expect quarterly dividends to continue in future periods, although they remain subject to determination and declaration by our Board of Directors. The payment of future dividends, if any, will be based on several factors, including our financial performance, outlook and liquidity.

New Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board that are adopted by us as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards will not have a material impact on our future financial condition, results of operations, and disclosures. See Note 14, New Accounting Pronouncements, in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for a description of recently issued and adopted accounting pronouncements, including the dates of adoption and impact on our historical financial condition, results of operations, and disclosures.

We are subject to market risks related to our financial instruments, including those identified in Part II, Item 7A, “Quantitative and Qualitative Disclosures about Market Risk” of our Annual Report on Form 10-K for the fiscal year ended November 1, 2025, which was filed with the Securities and Exchange Commission on November 25, 2025. There were no material changes in the nine-month period ended August 1, 2026 to the information identified in the Annual Report on Form 10-K for the fiscal year ended November 1, 2025.

(a) Evaluation of Disclosure Controls and Procedures. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of August 1, 2026. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of August 1, 2026, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

(b) Changes in Internal Control over Financial Reporting. No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the quarter ended August 1, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

We are subject to a number of risks that could adversely affect our business, results of operations, financial condition and future prospects, including those identified in Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended November 1, 2025, which was filed with the Securities and Exchange Commission on November 25, 2025 (the 2025 Form 10-K). Except for the risk factor set forth below, there have been no material changes from the factors disclosed in the 2025 Form 10-K.

Our computer systems and networks are subject to security breaches and other cyber incidents and a significant disruption in, or breach in security of, our information technology systems or certain products could materially and adversely affect our business or reputation.

We rely on information technology systems throughout our company to keep financial records and customer data, process orders, manage inventory, coordinate shipments to customers, maintain confidential and proprietary information, assist in semiconductor engineering and other technical activities and operate other critical functions such as internet connectivity, network communications and email. In addition, we provide our confidential and proprietary information to our strategic partners in certain cases, who maintain such information on their information technology systems. We have experienced cybersecurity attacks and incidents, such as the June 2026 incident and other cybersecurity events, some of which resulted in the exfiltration of files from certain affected systems. While our operations were not interrupted as a result of the June 2026 incident, and based on information currently known, we do not believe this incident is reasonably likely to materially impact our business, operations, or financial condition, our investigation into the nature and scope of the exfiltrated information remains ongoing. There is no assurance that our assessment will not change as additional facts emerge, that exfiltrated data will not be misused, or that we will not experience additional incidents in the future that may have a material impact on our business. As demonstrated by the June 2026 incident and other cybersecurity events, our security measures and those of our third-party service providers and strategic partners may not detect or prevent all security breaches, cyberattacks, defects, bugs or errors, and threat actors can be successful in gaining unauthorized access to our systems. We expect that we and our third-party service providers and strategic partners will continue to experience cybersecurity attacks and incidents in the future.

Geopolitical tensions and conflicts have escalated the volume and sophistication of cyberattacks. Because the tactics and techniques used by threat actors to obtain unauthorized access to or sabotage systems change frequently and, in some cases, are not recognized until they are launched or even later, we are unable to anticipate all such techniques and may not be able to implement adequate preventative measures in advance, such that security breaches could remain undetected for extended periods of time. Our use of artificial intelligence (AI) can also increase vulnerability to cybersecurity risks, including through unauthorized use or misuse of AI tools and bad inputs or logic or the introduction of malicious code incorporated into AI generated code. AI and machine learning are also used in certain cybersecurity attacks, improving or expanding the existing capabilities of threat actors in ways that can result in greater risks of security incidents and breaches.

We and our third-party service providers and strategic partners are subject to security breaches of information technology systems and certain products and other incidents such as unauthorized access, supply-chain attacks, exfiltration or destruction of data, disruption of service, viruses or other malicious code, illegal break-ins or hacking, sabotage, phishing attempts and other forms of social engineering, malware, ransomware and other forms of cyber extortion and similar events. These threats come from cybercriminals, cyberterrorists and hacktivists, nation-state and nation-state-supported actors (including advanced persistent threat intrusions) and computer hackers. They also can result from the malicious or accidental acts of our employees, contractors or third-party providers. Unauthorized access to, or a security breach of, our systems or those of our third-party service providers or strategic partners could disrupt our operations. As occurred in the June 2026 incident, such events can result in the exfiltration of data from our systems and could expose our proprietary information or that of our employees, contractors, partners, customers, suppliers or other third parties to misappropriation or misuse. In the event of a cybersecurity attack or incident such as the June 2026 incident, we may become subject to litigation and regulatory action, lose existing or potential customers, suffer reputational damage and incur other financial losses. We have incurred and expect to continue to incur costs in connection with our response to and remediation of cybersecurity incidents, and such costs and operational consequences may be significant. The continuing and evolving threat of cyberattacks has resulted in increased regulatory focus which requires us to invest significant additional resources to comply with evolving cybersecurity regulations. In addition, in 2023, the SEC adopted rules requiring an issuer to disclose whether a cybersecurity incident was determined to be "material," within four business days of such determination. Making such determinations is complex, requires a number of assumptions based on several factors, and must be made while investigations may still be ongoing and the full scope of an incident may not yet be known. The SEC may not agree with our determinations regarding the materiality of cybersecurity incidents, which could result in fines, civil litigation or damage to our reputation. In addition, certain incidents may require us to notify affected

parties and applicable regulators in accordance with applicable law, and we may face regulatory scrutiny regarding the timeliness or adequacy of such notifications.

Our information technology systems and those of our third-party service providers and strategic partners are also susceptible to damage, disruptions or shutdowns due to power outages, hardware failures, telecommunication failures, user errors, catastrophes or other unforeseen events. A prolonged disruption in the information technology systems that involve our internal communications or our interactions with customers or suppliers could result in the loss of sales and customers and significant incremental costs, which may adversely affect our business.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

Period			Total Number of Shares Purchased (a)						Average Price Paid Per Share (b)						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (c)						Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
May 3, 2026 through May 30, 2026			481,223						$	409.52					477,910						$	8,300,728,879
May 31, 2026 through June 27, 2026			1,213,369						$	410.91					1,207,506						$	7,804,646,847
June 28, 2026 through August 1, 2026			1,187,002						$	380.29					1,181,548						$	7,355,375,064
Total			2,881,594						$	398.07					2,866,964						$	7,355,375,064

(a)Includes an aggregate of 14,630 shares withheld by us from employees to satisfy employee tax obligations upon vesting of restricted stock units/awards granted to our employees under our equity compensation plans.

(b)The average price paid for shares in connection with vesting of restricted stock units/awards are averages of the closing stock price at the vesting date which is used to calculate the number of shares to be withheld.

(c)Shares repurchased pursuant to the stock repurchase program publicly announced on August 12, 2004 and updated thereafter. Under the repurchase program, we may repurchase outstanding shares of our common stock from time to time in the open market and through privately negotiated transactions.

The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted or terminated by our directors or officers during the third quarter of fiscal 2026 that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (Rule 10b5-1 trading arrangement).

Name and Title			Action			Date of Adoption/ Termination			Duration of Rule 10b5-1 Trading Arrangement			Aggregate Number of Securities to Be Purchased or Sold
Richard C. Puccio, Jr., Executive Vice President and Chief Financial Officer			Adoption			May 21, 2026			Until February 16, 2027, or such earlier date upon which all transactions are completed or expire without execution			Sale of up to 14,292 shares

None of our officers or directors adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the third quarter of fiscal 2026.

Exhibit No.						Description
10.1						Credit Agreement, dated as of July 2, 2026, among Analog Devices, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, and each lender from time to time party thereto, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K as filed with the Commission on July 2, 2026.
31.1†						Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
31.2†						Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).
32.1*						Certification Pursuant to 18 U.S.C. Section 1350 (Chief Executive Officer).
32.2*						Certification Pursuant to 18 U.S.C. Section 1350 (Chief Financial Officer).
101.INS†						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.
101.SCH†						Inline XBRL Schema Document.
101.CAL†						Inline XBRL Calculation Linkbase Document.
101.LAB†						Inline XBRL Labels Linkbase Document.
101.PRE†						Inline XBRL Presentation Linkbase Document.
101.DEF†						Inline XBRL Definition Linkbase Document.
104†						Cover page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
†						Filed herewith.
*						Furnished herewith.

SIGNATURES

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 thereunto duly authorized.

			ANALOG DEVICES, INC.
Date: August 19, 2026			By:						/s/ Vincent Roche
									Vincent Roche
									Chief Executive Officer and Chair of the Board of Directors
									(Principal Executive Officer)
Date: August 19, 2026			By:						/s/ Richard C. Puccio, Jr.
									Richard C. Puccio, Jr.
									Executive Vice President and Chief Financial Officer
									(Principal Financial Officer)