What changed in this filing

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Item 1. Business

2024-11-26 compared with 2023-11-21 · 60 added, 80 removed, 227 unchanged (38% of the section changed)

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Our comprehensive product portfolio, deep domain expertise and advanced manufacturing capabilities extend across high-performance precision and high-speed mixed-signal, power management and processing technologies – including data converters, amplifiers, power management, radio frequency (RF) ICs, edge processors and other sensors.

The Intelligent Edge is characterized by ubiquitous sensing, hyper-scale and edge computing and pervasive connectivity.

The Intelligent Edge is characterized by ubiquitous sensing, hyper-scale and edge computing, artificial intelligence (AI) and pervasive connectivity.

These technological trends are driving a continuous evolution of new generations of applications that are increasing the demand for Analog Devices’ high-performance analog, mixed-signal, power and RF ICs.

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Central to our strategy is our focus on challenges that our customers have across the most impactful application areas.

That is built around the following three key priorities, which will continue to drive our long-term success:

That is built around the following key priorities, which we believe will continue to drive our long-term success:

• Efficient use of capital.

Research and development (R&D) is critical to continue our cycle of innovation-driven success.

We target the most attractive opportunities, particularly across our business-to-business (B2B) markets including Industrial, Automotive and Communications.

We are also deeply committed to realizing targeted shareholder value creation from our recent acquisitions to complement our R&D and drive long-term value creation.

Research and development (R&D) is critical to continue our cycle of innovation, driven by a diverse array of engineering talent who “engineer good” for our planet and society.

We are also deeply committed to realizing targeted shareholder value creation from our acquisitions to complement our R&D and drive long-term value creation.

Through the development of cutting-edge innovations and our ability to solve difficult problems across a broad array of applications, we generate significant cash flow and are deeply committed to delivering strong shareholder returns.

• Deepening customer-centricity.

Close customer relationships influence aspects of our business:

Close customer relationships influence all aspects of our business:

from our broad range of product portfolios and applications expertise to manufacturing capabilities in high-performance power management and precision and high-speed signal processing technologies.

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We strive to be the destination for the world’s best engineering talent with a team of more than 13,000 engineers.

Together, our products and our engineering talent enable us to partner with our customers, leveraging our analog domain expertise and receiving the full benefit of our technology capabilities to develop complete and innovative solutions.

Together, our products and our engineering talent enable us to partner with our customers, leveraging our analog domain expertise and receive the full benefit of our technology capabilities to develop complete and innovative solutions.

• Capitalizing on secular trends.

We are positioned to capitalize on important secular growth trends to drive advancements in digitized factories, mobility and digital healthcare, combat climate change and reliably connect humans and the world.

In addition, we are well-aligned with the key B2B markets driving the increase in data at the Intelligent Edge and we will continue to be a critical partner in the collection, creation and communication of our customers’ edge data.

In addition to driving organic growth, our strategy involves expansion through the acquisition of businesses, assets or technologies, including the acquisition of Maxim Integrated Products, Inc.

(Maxim) in the fiscal year ended October 30, 2021 (fiscal 2021) which allow us to complement our existing product offerings, expand our market coverage, increase our engineering talent or enhance our technological capabilities.

We are well-aligned with the key B2B markets driving the increase in data at the Intelligent Edge and we will continue to be a critical partner in the collection, creation and communication of our customers’ edge data.

In addition, we are increasingly incorporating AI capabilities into the development of technologies and our business operations, and into our products and services.

We were incorporated in Massachusetts in 1965 with our corporate headquarters near Boston in Wilmington, Massachusetts.

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Our fiscal year is the 52-week or 53-week period ending on the Saturday closest to the last day in October;

October 28, 2023 (fiscal 2023), the fiscal year ended October 29, 2022 (fiscal 2022) and the fiscal year ended October 30, 2021 were 52-week fiscal periods.

Acquisition of Maxim Integrated Products, Inc.

On August 26, 2021 (Acquisition Date), we completed the acquisition of Maxim, an independent manufacturer of innovative analog and mixed-signal products and technologies.

Pursuant to the Agreement and Plan of Merger, dated as of July 12, 2020 (the Merger Agreement), Maxim stockholders received, for each outstanding share of Maxim common stock, 0.6300 of a share of the Company’s common stock as of the Acquisition Date, for total consideration of approximately $28.0 billion of our common stock.

The acquisition of Maxim is referred to as the Acquisition.

November 2, 2024 (fiscal 2024) was a 53-week fiscal period, while the fiscal year ended October 28, 2023 (fiscal 2023) and the fiscal year ended October 29, 2022 (fiscal 2022) were 52-week fiscal periods.

The additional week in fiscal 2024 is included in the first quarter ended February 3, 2024.

Therefore, fiscal 2024 includes an additional week of operations as compared to fiscal 2023 and fiscal 2022.

Available Information

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In certain cases, because we have already developed the core technology platform for our general-purpose products, we can create application-specific solutions quickly and efficiently.

Our analog and mixed-signal IC technology have been the foundation of our business for over five decades, and we are one of the world’s largest suppliers of high-performance analog ICs.

Our analog and mixed-signal IC technology have been the foundation of our business for nearly six decades, and we are one of the world’s largest suppliers of high-performance analog ICs.

Our analog signal processing ICs are primarily high-performance devices, offering higher dynamic range, greater bandwidth and other enhanced features.

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Our DSPs are designed in families of products that share common architectures and therefore can execute the same software across a range of products.

• Interface —Includes general purpose analog ICs whose primary function is to modify or shape the signal in order to ensure signal integrity for transmission over a distance through a physical medium such as a wire, cable, waveguide, or tracks within a printed circuit board.

These include devices that shape the signal for transmission over the medium or reconstruct the received signal after transmission to recover the intended signal integrity.

Sales Channel

We sell our products globally through a direct sales force, third-party distributors, independent sales representatives and via our website.

We have direct sales offices, sales representatives and/or distributors in over 50 countries.

We have direct sales offices, sales representatives and/or distributors in approximately 50 countries.

We support our worldwide sales efforts through our website and with extensive promotional programs that include editorial coverage and paid advertising in online and printed trade publications, webinars, social media and communities, promotional and training videos, direct mail programs, technical seminars and participation in trade shows.

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Some of them also sell products that compete with our products, including those for which we are an alternate source.

We make sales to distributors under agreements that allow certain distributors to receive price adjustment credits and to return qualifying products for credit, as determined by us, in order

to reduce the amounts of slow-moving, discontinued or obsolete product from their inventory.

We make sales to distributors under agreements that allow certain distributors to receive price adjustment credits and to return qualifying products for credit, typically as determined by us, in order to reduce the amounts of slow-moving, discontinued or obsolete product from their inventory.

These agreements limit such returns to a certain percentage of our shipments to that distributor during the prior quarter.

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We typically do not have long-term sales contracts with our customers.

In some of our markets where end-user demand may be particularly volatile and difficult to predict, some customers place orders that require us to manufacture product and have it available for shipment, even though the customer is unwilling to make a binding commitment to purchase all, or even any, of the product.

any, of the product.

In other instances, we manufacture product based on forecasts of customer demand.

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Industrial Automation — We are a leader in industrial automation because we deliver robust, high performance solutions from our deep motion and process control expertise and precision sensing measurement and interpretation to expansive connectivity and power capabilities.

We take real-world phenomena in the most complex environments on the factory floor and translate it into valuable insights and outcomes.

We take real-world phenomena in the most complex environments on the factory floor and translate them into valuable insights and outcomes.

We co-create with customers to architect robotics systems and solutions that improve dynamic behavior and precision while enhancing worker safety, machine health, and manufacturing flexibility.

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Instrumentation & Measurement — Trusted measurement is at the forefront of innovation.

With the rapid pace of global transformation, from ubiquitous connectivity, to electrification, to artificial intelligence, to human health and environmental sustainability — all these trends require reliable and efficient test solutions from R&D to manufacturing to field deployment.

With the rapid pace of global transformation, from ubiquitous connectivity, to electrification, to AI, to human health and environmental sustainability — all of these trends require reliable and efficient test solutions from R&D to manufacturing to field deployment.

We enable high performance measurement through our components and system solutions.

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Many of our ICs can be supplied in versions that meet these standards.

In addition, many products can be supplied to meet the standards required for broadcast satellites and other commercial space

applications.

In addition, many products can be supplied to meet the standards required for broadcast satellites and other commercial space applications.

Most of our products sold in this market are specially tested versions of products derived from our standard product offering.

As end systems are becoming more complex, many of our customers in this market also look for us to provide higher levels of integration in order to minimize size, weight and power and to improve ease-of-use.

As such, we also sell products in the form of SiPs (system in package), printed circuit board assemblies, modules, and subsystems.

As such, we also sell products in the form of system in package (SiPs), printed circuit board assemblies, modules, and subsystems.

Customer products include applications such as:

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• Communication systems • Electronic surveillance and countermeasures

Healthcare — The healthcare market is evolving in response to the need for increased access to better and more affordable care, as well as a growing focus on preventative healthcare and the need to better manage chronic conditions.

To help achieve this, we are collaborating with customers and partners on innovative solutions that are designed to achieve better outcomes for patients and physicians at reduced costs for all.

Our offerings include both standard and application-specific products and are used in applications such as:

• Ultrasound systems • Anesthesia equipment

• X-Ray equipment (CT and DR) • Lab diagnostic equipment

• Image guided therapy • Surgical tools and instruments

• Multi-parameter vital signs monitors • Blood analyzers

• Remote patient monitoring

• Point-of-care diagnostics

Energy Management — The global drive towards improved energy efficiency, conservation, reliability and cleanliness is driving investments in electrification across many different application areas, including electric vehicle charging infrastructure, renewable energy, power transmission and distribution systems, electric meters and other innovative areas.

To help achieve this, we are collaborating with customers and partners on innovative solutions that are designed to achieve better outcomes for patients and more efficient workflows for physicians at reduced costs.

Our offerings include both standard and application-specific hardware, software and service-based products and are used in applications such as:

• Ultrasound, PET and MRI systems • Anesthesia equipment

• X-Ray equipment (CT and DX-Ray) • Lab and point of care diagnostic equipment

• Image guided therapy • Robotic surgery, surgical tools and instruments

• Multi-parameter vital signs monitors • Blood analyzers and infusion pumps

• Remote patient monitoring and wellness

• Renal therapy and organ transplant systems

• Continuous glucose monitoring

• Insulin pumps

Energy Management — The global drive towards improved energy efficiency, conservation, reliability and clean energy is driving investments in electrification across many different application areas, including electric vehicle charging infrastructure, renewable energy, power transmission and distribution systems, electric meters and other innovative areas.

The common characteristic behind these efforts is the addition of sensing, measurement and communication technologies to electrical infrastructure.

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See Note 4, Industry, Segment and Geographic Information , of the Notes to Consolidated Financial Statements contained in Part II, Item 8 of this Annual Report on Form 10-K for further information about our products by end market.

We believe that competitive performance in the marketplace for signal processing products depends upon multiple factors, including technological innovation, strength of brand, diversity of product portfolio, product performance, technical support, delivery capabilities, customer service quality, reliability and price, with the relative importance of these factors varying among products, markets, and customers.

We believe that competitive performance in the marketplace for integrated circuits depends upon multiple factors, including technological innovation, strength of brand, diversity of product portfolio, product performance, technical support, delivery capabilities, customer service quality, reliability and price, with the relative importance of these factors varying among products, markets, and customers.

We compete with a number of semiconductor companies in markets that are highly competitive.

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Our sales are subject to a varying degree of seasonality.

Historically, sales to customers during our first fiscal quarter may be lower than other quarters due to plant shutdowns at some of our customers.

Historically, sales to customers during our first fiscal quarter have been lower than other quarters due to plant shutdowns at some of our customers.

In general, the seasonality for any specific period of time has not had a material impact on our results of operations.

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In periods of increased demand, there is a tendency towards longer lead times that has the effect of increasing backlog and, in some instances, we may not have manufacturing capacity sufficient to fulfill all orders.

As is customary in the semiconductor industry, we allow most orders to be canceled within a reasonable notification period or deliveries to be delayed by customers without significant penalty, while also allowing certain distributors to receive price adjustment credits and to return qualifying products for credit, as determined by us, in order to reduce the amounts of slow-moving, discontinued or obsolete product from their inventory.

As is customary in the semiconductor industry, we allow most orders to be canceled within a reasonable notification period or deliveries to be delayed by customers without significant penalty, while also allowing certain distributors to receive price adjustment credits and to return qualifying products for credit, typically as determined by us, in order to reduce the amounts of slow-moving, discontinued or obsolete product from their inventory.

Production Resources

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and Limerick, Ireland and also on a mix of proprietary and non-proprietary processes at third-party wafer fabricators.

We currently source more than half of our wafer requirements annually from third-party wafer fabrication foundries, such as Taiwan Semiconductor Manufacturing Company (TSMC) and others, and

the remainder is sourced internally.

We currently source more than half of our wafer requirements annually from third-party wafer fabrication foundries, such as Taiwan Semiconductor Manufacturing Company (TSMC) and others, and the remainder is sourced internally.

In addition, we operate an assembly, wafer sort and testing facility in Penang, Malaysia and wafer sort and test facilities in the Philippines and Thailand.

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We have obtained a substantial number of patents and trademarks in the United States and in other countries.

As of October 28, 2023, we held approximately 4,842 U.S.

As of November 2, 2024, we held approximately 4,660 U.S.

patents and approximately 470 published pending U.S.

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and customer service and technical support.

It is generally our policy to seek patent protection for significant inventions that may be patented, though we may elect, in certain cases, not to seek patent protection even for significant inventions, if we determine other protection, such as maintaining the invention as a trade secret, to be more advantageous.

Although it is generally our policy to seek patent protection for significant inventions that may be patented, we may elect, in certain cases, not to seek patent protection even for significant inventions, if we determine other protection, such as maintaining the invention as a trade secret, to be more advantageous.

We also have trademarks that are used in the conduct of our business to distinguish genuine Analog Devices products, and we maintain cooperative advertising programs to promote our brands and identify products containing genuine Analog Devices components.

Government Regulation

Our business activities are subject to various federal, state, local and foreign laws and regulations, including those related to financial and other disclosures, accounting standards, corporate governance, intellectual property, tax, trade, including import, export and customs, antitrust, environment, health and safety, employment, immigration and travel, cybersecurity, privacy, data protection and localization and anti-corruption.

These laws and regulations may differ among jurisdictions, and compliance with them may have a materially adverse impact on our business and results of operations.

For more information about these potential impacts, see the section titled “Risk Factors—Risks Related to Cyber, Artificial Intelligence, Intellectual Property, Legal and Regulatory” of this Annual Report on Form 10-K.

Environment, Social and Governance

We are a member of the Responsible Business Alliance as well as a signatory to the United Nations Global Compact and the Business Ambition for 1.5°C campaign.

Our 2022 Environment, Social and Governance (ESG) Report states our goals to be carbon neutral by calendar year 2030, to achieve net zero emissions by calendar year 2050 or sooner, to achieve a water recycling rate of at least 50% in manufacturing facilities by 2025, to comply with our code of business conduct and ethics and to apply fair labor standards.

The ESG Report is available on our website at www.analog.com/sustainability.

We are a signatory to the United Nations Global Compact and the Business Ambition for 1.5°C campaign, as well as a member of the Responsible Business Alliance.

Our Environment, Social and Governance (ESG) aspirations and programs, including our climate targets and our approach to ethical business conduct and ethics and applying fair labor standards, are communicated in our 2023 ESG Report.

The ESG Report is available on our website at www.analog.com/corporate-responsibility.

The contents of our website and the information contained in our ESG Report are not incorporated by reference into this Annual Report on Form 10-K.

To support our commitment to ESG, we have implemented an oversight structure which includes a quarterly reporting cadence both to senior management and the Nominating and Corporate Governance Committee of the Board of Directors.

These quarterly reports include updates on progress against targets, as well as updates on topics such as stakeholder value, risks and opportunities, regulatory preparedness, ESG ratings and key ESG focus areas.

We are committed to protecting the environment and the health and safety of our employees, customers and the public.

These quarterly reports include updates on programs, as well as updates on topics such as stakeholder value, risks and opportunities, regulatory preparedness and key ESG focus areas.

We have programs and management systems in place to protect the environment and the health and safety of our employees, customers and the public.

We endeavor to adhere to applicable environment, health and safety (EHS) regulatory and industry standards across all of our facilities, and to encourage pollution prevention, reduce our water and energy consumption, manage waste streams to divert from landfills and strive towards continual improvement.

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semiconductor industry benchmark.

Our manufacturing facilities are subject to numerous and increasingly strict federal, state, local and foreign EHS laws and regulations, particularly with respect to the transportation, storage, handling, use, emission, discharge and disposal of certain

chemicals used or produced in the semiconductor manufacturing process.

Our products are subject to increasingly stringent regulations regarding substance content in jurisdictions where we sell products.

Our products are subject to increasingly stringent regulations regarding substance content in jurisdictions where we do business.

Contracts with many of our customers reflect these and additional EHS compliance standards.

Substance content of our products includes materials that are subject to conflict mineral reporting requirements.

Compliance with these laws and regulations has not had a material impact on our capital expenditures, earnings, financial condition or competitive position.

Substance content of our products includes materials that are subject to reporting requirements, including conflict minerals.

Compliance with these laws and regulations has not had a material impact

on our capital expenditures, earnings, financial condition or competitive position.

There can be no assurance, however, that current or future environmental laws and regulations will not impose costly requirements upon us.

Any failure by us to comply with applicable environmental laws, regulations and contractual obligations could result in fines, suspension of production, the need to alter manufacturing processes and legal liability.

Cybersecurity and Information Security Risk Oversight

We regularly perform risk assessments relating to cybersecurity and technology risks.

Our enterprise security program has been developed based on industry standards, including those published by the International Organization for Standardization (ISO) and the National Institute of Standards and Technology.

Highlights of the program include:

• A comprehensive set of enterprise security policies and procedures that guide our protection strategy.

• Protecting against threats through use of the following measures:

identifying critical assets and high-risk threats;

implementing cybersecurity detection, controls and remediation practices;

implementing a third-party risk management program to evaluate our critical partners’ cyber posture;

and evaluating our program effectiveness by performing internal and external assessments.

Risks identified by our cybersecurity program are analyzed to determine the potential impact on us and the likelihood of occurrence.

Such risks are continuously monitored to ensure that the circumstances and severity of such risks have not changed.

Senior leadership and our internal audit team provides the Audit Committee of the Board of Directors with quarterly updates on the performance of our program.

The Chief Information Officer regularly updates the full Board of Directors on information security matters and risk, including cybersecurity.

We conduct regular workforce training to instruct employees to identify cybersecurity concerns and take the appropriate action.

We install and regularly update antivirus software on all company managed systems and workstations to detect and prevent malicious code from impacting our systems.

In addition, we have a product security team focused on integrating risk and security best practices into our product development life cycle.

Periodically, we are audited by an independent information systems expert to determine both the adequacy of, and compliance with, controls and standards.

We self-insure for cybersecurity risks and continue to monitor mitigation strategies.

We have not experienced a material security breach in the last three years, and as a result, we have not incurred any net expenses from such a breach.

Furthermore, we have not been penalized or paid any amount under an information security breach settlement over the last three years.

Any failure by us to comply with applicable EHS laws, regulations and contractual obligations could result in fines, suspension of production, the need to alter manufacturing processes and legal liability.

Human Capital and Empowerment

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We are working to achieve this by expanding the diversity of our workforce, creating growth and development opportunities for our employees, embracing different perspectives and fostering an inclusive work environment for all.

In addition, we encourage employees to organize and develop different employment networks, which contribute to our broader diversity and inclusion initiatives.

In addition, we encourage employees to develop different networks, which contribute to our broader diversity and inclusion initiatives.

Our current employee networks include the Analog Veterans Network, Neurodiversity Network, People of Color and Allies Network, Pride Network, Women’s Leadership Network, Young Professionals Network, the Green Team and the Communities Activities Board.

As noted in “Environment, Social and Governance” above, we published our 2023 ESG Report which details our sustainability efforts, operations efficiency, employee engagement and governance, and also provides a look at the state of our organization and an overview of some of the initiatives we have launched to drive continuous improvements across diversity and inclusion.

As of October 28, 2023, we had approximately 26,000 employees, of whom approximately 13,000 are in engineering roles.

As of November 2, 2024, we had approximately 24,000 employees, of whom approximately 13,000 are in engineering roles.

Approximately 62% of our workforce is male and 38% female.

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Our human capital resource objectives include identifying, recruiting, retaining, incentivizing and integrating our existing and future employees.

We strive to attract and retain the most talented employees in the industry and across the globe by

offering competitive compensation and benefits that support their health, financial and emotional well-being.

We strive to attract and retain the most talented employees in the industry and across the globe by offering competitive compensation and benefits that support their health, financial and emotional well-being.

Our compensation philosophy is based on rewarding each employee’s individual contributions and striving to achieve equal pay for equal work regardless of gender, race or ethnicity.

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In order to ensure that we are meeting our human capital objectives we frequently utilize employee surveys to understand the effectiveness of our employee and compensation programs and where we can improve across the company.

Our latest survey completed in fiscal 2022 had a participation rate of over 83% of all our employees and the survey results indicated that we excel in areas including purpose, respectful treatment, commitment to diversity/inclusion and accountability.

Our latest survey completed in fiscal 2024 had a 92% participation rate among all employees and the survey results indicated employee satisfaction in areas such as purpose, demonstrating culture, fostering belonging, aligning with our strategy and leadership commitment, while also supporting decision speed and reducing barriers to execution.

Our dual focus of being a great place to work and providing industry-leading benefits and work culture has led to strong employee satisfaction and pride that has been recognized across the globe, as evidenced with the following awards:

TIME World's Best Companies (2023), Forbes America's Best Employers by State (2023), Forbes World's Top Female Friendly Companies (2022, 2021) and The Boston Globe’s Top Places to Work (2021).

TIME World’s Best Companies (2024, 2023), Forbes America’s Best Large Employers (2024), Forbes America’s Best Employers for Diversity (2024), Forbes America’s Best Employers by State (2023), The Boston Globe’s Top Places to Work (2023), and Forbes World’s Top Female Friendly Companies (2022).

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business