SEC vs. Analog, CEO Ends in Settlement

Analog Devices and CEO Jerald Fishman agreed to settle charges brought against them by the Securities and Exchange Commission for reporting false compensation and related financial information to investors by backdating stock option grants to officers, directors and employees.

Without admitting or denying the SEC's findings, Analog and Fishman agreed to settle the charges by consenting to the entry of an administrative cease-and-desist order. Analog issued a statement that said in part that Fishman acted with neither bad intent or recklessness and that there would be no restatement of historical financial results.

Analog agreed to pay a $3-million civil penalty and Fishman agreed to pay a $1-million civil penalty. Fishman also agreed to pay disgorgement of $450,000, plus prejudgment interest of $42,110, which represents the in-the-money benefit that Fishman obtained from selling stock obtained from the exercise of the 1998 backdated option grant that he exercised, according to a statement issued by the SEC.