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AMD (NASDAQ: AMD) CTO cashes in options as 2026 stock awards vest

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ADVANCED MICRO DEVICES INC (AMD) reported Form 4 activity for Chief Technology Officer & EVP Mark D. Papermaster. On August 14, 2026 he exercised 7,369 stock options at $84.85 per share and sold the resulting 7,369 common shares at $487.34, all under a Rule 10b5-1 trading plan. On August 15, 2026, 118,920 performance stock units and 3,056 restricted stock units were settled into common stock, with 47,999 shares withheld at $514.39 per share to cover tax obligations. New awards were granted of 11,855 PRSUs and 7,903 RSUs. Indirect holdings include 206,606 common shares in each of two AMD GRAT #1 vehicles.

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Negative

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Insider Papermaster Mark D
Role Chief Technology Officer & EVP
Sold 7,369 shs ($3.59M)
Approx. gross sale proceeds $3.59M
Type Security Shares Price Value
Exercise Performance Stock Units F6, F7 118,920 $0.00 $0.00
Exercise Restricted Stock Units F8, F9 3,056 $0.00 $0.00
Grant/Award PRSU Award F10, F11 11,855 $0.00 $0.00
Grant/Award RSU Award F8, F12 7,903 $0.00 $0.00
Exercise Common Stock 121,976 $0.00 $0.00
Tax Withholding Common Stock F3 46,796 $514.39 $24.07M
Tax Withholding Common Stock F4 1,203 $514.39 $619K
Exercise Stock Option Grant F5 7,369 $0.00 $0.00
Exercise Common Stock F1 7,369 $84.85 $625K
Sale Common Stock F2 7,369 $487.34 $3.59M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option Grant — 0 shares (Direct); Performance Stock Units — 0 shares (Direct); Restricted Stock Units — 9,168 shares (Direct); PRSU Award — 11,855 shares (Direct); RSU Award — 7,903 shares (Direct); Common Stock — 1,315,324 shares (Direct); Common Stock — 206,606 shares (Indirect, Mark D Papermaster AMD GRAT #1); Common Stock — 206,606 shares (Indirect, Kathryn M Papermaster AMD GRAT #1)
Footnotes (12)
  1. F1. The stock option exercise reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.
  2. F2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.
  3. F3. The shares are withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the release and settlement of performance-based restricted stock units ("PRSU").
  4. F4. The shares are withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the release of restricted stock units ("RSU").
  5. F5. The options vest 1/3 on each of August 9, 2021, 2022 and 2023.
  6. F6. Each PRSU represents a contingent right to receive one share of AMD's common stock.
  7. F7. Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on August 9, 2023.
  8. F8. Each RSU represents a contingent right to receive one share of AMD's common stock.
  9. F9. The RSUs vest 1/4 on August 15, 2026, and then quarterly thereafter until August 15, 2029.
  10. F10. Between 0% and 250% of the target number of PRSUs may be earned depending on (a) the return on AMD's stock price relative to the return of each of the component companies comprising the S&P 500 Index, subject to adjustments, over the performance period that begins August 15, 2026 and ends on August 15, 2029 (or, if earlier, the date immediately preceding the effective date of a change of control of AMD), (b) the absolute return on AMD's stock price over the performance period, and (c) the percentage (if any) by which AMD's 2028 fiscal year non-GAAP earnings per share exceeds AMDs 2026 fiscal year non-GAAP earnings per share. Vesting of any earned PRSUs is generally subject to the Reporting Person's continued employment and/or service with AMD through August 15, 2029 (or the one-year anniversary of a change in control, if earlier).
  11. F11. The actual number of PRSUs that may be earned, if at all, will be determined by the Compensation and Leadership Resources Committee (the "Committee") based on AMD's actual performance with respect to the performance vesting conditions described in footnote 10, above. Earned and vested PRSUs will generally be settled on the later of August 15, 2029, or the date following the Committee's determination of performance.
  12. F12. The RSUs vest 1/4 on August 15, 2027 and then quarterly thereafter until August 15, 2030.
Options exercised 7,369 shares Stock option exercise into AMD common stock on August 14, 2026
Option exercise price $84.85 per share Exercise price for 7,369 stock options on August 14, 2026
Shares sold 7,369 shares Sale of AMD common stock on August 14, 2026
Sale price $487.34 per share Price for 7,369 AMD shares sold on August 14, 2026
PRSUs settled 118,920 units Performance stock units settled into AMD common stock on August 15, 2026
RSUs settled 3,056 units Restricted stock units settled into AMD common stock on August 15, 2026
Shares withheld for taxes 47,999 shares Code F dispositions at $514.39 per share for PRSU and RSU tax withholding
Indirect GRAT holdings 206,606 shares AMD common stock held in each of two AMD GRAT #1 vehicles
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Performance Stock Units financial
"The shares are withheld ... in connection with the release and settlement of performance-based restricted stock units"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
restricted stock units ("RSU") financial
"The shares are withheld ... in connection with the release of restricted stock units ("RSU")"
non-GAAP earnings per share financial
"by which AMD's 2028 fiscal year non-GAAP earnings per share exceeds AMDs 2026 fiscal year"
Non-GAAP earnings per share is a company’s reported profit per share after removing certain items that management considers one-time, unusual, or not part of regular operations, such as restructuring costs, stock-based compensation, or asset write-downs. Investors use it like an “adjusted score” to see what management believes is the company’s ongoing, core profitability, but because the adjustments vary between firms it should be compared carefully across companies.
GRAT financial
"nature_of_ownership": "Mark D Papermaster AMD GRAT #1""

FAQ

What stock option exercise did AMD insider Mark Papermaster report in this Form 4 for AMD?
Mark Papermaster exercised 7,369 stock options for AMD common stock at an exercise price of $84.85 per share on August 14, 2026. The options related to a grant vesting in thirds in 2021, 2022, and 2023.

How many AMD shares did Mark Papermaster sell according to this Form 4 for AMD?
He sold 7,369 shares of AMD common stock at a price of $487.34 per share on August 14, 2026. The sale was executed pursuant to a Rule 10b5-1 trading plan adopted on November 14, 2025.

What PSUs and RSUs were settled or released for AMD’s Mark Papermaster in this filing?
On August 15, 2026, 118,920 performance stock units and 3,056 restricted stock units converted into AMD common stock. These settlements triggered share withholdings to satisfy associated tax withholding obligations.

How many AMD shares were withheld for tax obligations in Mark Papermaster’s Form 4?
A total of 47,999 AMD shares were withheld at $514.39 per share. 46,796 shares related to PRSU settlement taxes and 1,203 shares related to RSU release taxes, both at the reporting person’s election.

What new equity awards did AMD grant to Mark Papermaster in this Form 4?
AMD granted 11,855 PRSUs and 7,903 RSUs linked to AMD common stock. PRSU earning depends on stock-price performance and non-GAAP EPS metrics through 2029, while RSUs vest in scheduled installments through 2029–2030.

What indirect AMD share holdings are disclosed for Mark Papermaster in this Form 4?
The filing reports indirect ownership of 206,606 AMD common shares in "Mark D Papermaster AMD GRAT #1" and 206,606 shares in "Kathryn M Papermaster AMD GRAT #1." These are categorized as indirect holdings.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Papermaster Mark D
(Last)(First)(Middle)
2485 AUGUSTINE DRIVE
(Street)
SANTA CLARA CALIFORNIA 95054
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ADVANCED MICRO DEVICES INC [ AMD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer & EVP
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/14/2026M7,369(1)A$84.851,248,716D
Common Stock08/14/2026S7,369(2)D$487.341,241,347D
Common Stock08/15/2026M121,976A$01,363,323D
Common Stock08/15/2026F46,796(3)D$514.391,316,527D
Common Stock08/15/2026F1,203(4)D$514.391,315,324D
Common Stock206,606IMark D Papermaster AMD GRAT #1
Common Stock206,606IKathryn M Papermaster AMD GRAT #1
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option Grant$84.8508/14/2026M7,369 (5)08/09/2027Common Stock7,369$00D
Performance Stock Units(6)08/15/2026M118,920 (7) (7)Common Stock118,920$00D
Restricted Stock Units(8)08/15/2026M3,056 (9) (9)Common Stock3,056$09,168D
PRSU Award(10)08/15/2026A11,855 (11) (11)Common Stock11,855$011,855D
RSU Award(8)08/15/2026A7,903 (12) (12)Common Stock7,903$07,903D
Explanation of Responses:
1. The stock option exercise reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.
2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.
3. The shares are withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the release and settlement of performance-based restricted stock units ("PRSU").
4. The shares are withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the release of restricted stock units ("RSU").
5. The options vest 1/3 on each of August 9, 2021, 2022 and 2023.
6. Each PRSU represents a contingent right to receive one share of AMD's common stock.
7. Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on August 9, 2023.
8. Each RSU represents a contingent right to receive one share of AMD's common stock.
9. The RSUs vest 1/4 on August 15, 2026, and then quarterly thereafter until August 15, 2029.
10. Between 0% and 250% of the target number of PRSUs may be earned depending on (a) the return on AMD's stock price relative to the return of each of the component companies comprising the S&P 500 Index, subject to adjustments, over the performance period that begins August 15, 2026 and ends on August 15, 2029 (or, if earlier, the date immediately preceding the effective date of a change of control of AMD), (b) the absolute return on AMD's stock price over the performance period, and (c) the percentage (if any) by which AMD's 2028 fiscal year non-GAAP earnings per share exceeds AMDs 2026 fiscal year non-GAAP earnings per share. Vesting of any earned PRSUs is generally subject to the Reporting Person's continued employment and/or service with AMD through August 15, 2029 (or the one-year anniversary of a change in control, if earlier).
11. The actual number of PRSUs that may be earned, if at all, will be determined by the Compensation and Leadership Resources Committee (the "Committee") based on AMD's actual performance with respect to the performance vesting conditions described in footnote 10, above. Earned and vested PRSUs will generally be settled on the later of August 15, 2029, or the date following the Committee's determination of performance.
12. The RSUs vest 1/4 on August 15, 2027 and then quarterly thereafter until August 15, 2030.
Remarks:
/s/ Linda Lam By Power of Attorney for Mark Papermaster08/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR