Advanced Micro Devices (AMD) EVP settles RSUs and withholds shares for taxes

Rhea-AI Filing Summary

Advanced Micro Devices EVP Forrest Norrod reported equity award activity involving restricted and performance stock units. On February 15, 2026, he acquired 10,996 shares of common stock from restricted stock units and 65,970 shares from performance stock units through derivative exercises at $0.00 per share.

On the same date, 30,287 common shares at $207.32 per share were withheld to cover tax obligations tied to these vestings, a non‑open‑market disposition. After these transactions, Norrod directly owned 335,777 AMD common shares. Footnotes note RSUs vest in thirds each February 15, 2024–2026, and PRSUs were earned under a February 15, 2023 award.

SEC Form 4

FORM 4

UNITED 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Norrod Forrest Eugene

(Last) (First) (Middle)

2485 AUGUSTINE DRIVE

(Street)

SANTA CLARA CA 95054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADVANCED MICRO DEVICES INC [ AMD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & GM DESG

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/15/2026		M		10,996	A	$0	300,094	D
Common Stock	02/15/2026		M		65,970	A	$0	366,064	D
Common Stock	02/15/2026		F		30,287(1)	D	$207.32	335,777	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	02/15/2026		M			10,996	(3)	(3)	Common Stock	10,996	$0	0	D
Performance Stock Units	(4)	02/15/2026		M			65,970	(5)	(5)	Common Stock	65,970	$0	0	D

Explanation of Responses:

1. 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") and performance-based restricted stock units ("PRSU").

2. Each RSU represents a contingent right to receive one share of AMD's common stock.

3. The RSUs vest 1/3 on each of February 15, 2024, 2025 and 2026.

4. Each PRSU represents a contingent right to receive one share of AMD's common stock.

5. Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on February 15, 2023.

Remarks:

	/s/Forrest Eugene Norrod	02/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did AMD EVP Forrest Norrod report on this Form 4?

AMD EVP Forrest Norrod reported equity award activity on February 15, 2026. He acquired common shares via exercises of restricted stock units and performance stock units, and some shares were withheld to cover tax obligations related to these vestings, all under pre-existing award terms.

How many AMD shares did Forrest Norrod acquire through RSU and PRSU settlements?

Forrest Norrod acquired 10,996 AMD common shares from restricted stock units and 65,970 common shares from performance stock units. These were reported as derivative exercises at $0.00 per share, reflecting the settlement of previously granted equity awards rather than open-market purchases.

Why were 30,287 AMD shares disposed of in Forrest Norrod’s Form 4 filing?

The 30,287 AMD shares were withheld to satisfy tax withholding obligations tied to the vesting of RSUs and PRSUs. This disposition, at $207.32 per share, is described as payment of tax liability by delivering securities, not as an open-market sale for investment purposes.

What is Forrest Norrod’s AMD share ownership after these Form 4 transactions?

After the reported transactions, Forrest Norrod directly owned 335,777 shares of AMD common stock. This figure reflects the net result of shares issued from vested RSUs and PRSUs and the shares withheld on February 15, 2026, to cover related tax obligations.

How do Forrest Norrod’s AMD RSUs vest according to the Form 4 footnotes?

The restricted stock units vest in three equal installments. Footnotes state that the RSUs vest one-third on each of February 15, 2024, 2025, and 2026, giving Norrod a defined schedule for when additional shares of AMD common stock may be delivered.

What do the AMD performance stock units (PRSUs) in this filing represent?

Each AMD PRSU represents a contingent right to receive one share of common stock. The filing explains that the reported shares reflect stock issued in settlement of PRSUs earned and vested under an award granted on February 15, 2023, after performance and vesting conditions were satisfied.