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[Form 4] Advanced Micro Devices Insider Trading Activity

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

Rhea-AI Filing Summary

Insider grants reported for AMD (AMD): Ava Hahn, SVP, General Counsel & Corporate Secretary, was granted equity awards on 08/15/2025 as reported on Form 4. The filing shows an option grant for 8,698 shares with an exercise price of $177.51 and an 08/15/2032 expiration, vesting 25% on 08/15/2026 and quarterly thereafter through 08/15/2029. In addition, 12,836 performance-based RSUs (PRSUs) and 4,278 RSUs were awarded, both granted 08/15/2025 and held directly. The PRSUs may pay out between 0% and 250% of target based on relative stock performance, absolute stock return, and a 2027 vs. 2025 non-GAAP EPS metric; final payout and settlement timing will be determined by the Compensation and Leadership Resources Committee.

Positive

  • Performance-based PRSUs align executive pay with long-term stock and earnings performance (0%–250% payout range)
  • Time-based vesting for options and RSUs through 2028–2029 supports retention
  • No disposals reported; holdings increased via awards, indicating no immediate insider selling pressure

Negative

  • Uncertain dilution because PRSU payout could reach up to 250% of target, increasing potential share issuance
  • Exercise price of $177.51 may be above current market price at grant (not stated in filing), affecting option value until stock rises
  • Final PRSU payout subject to committee discretion, creating uncertainty about ultimate award size and timing

Insights

TL;DR: Routine executive compensation aligned with multi-year performance objectives; payout contingent on strong relative and absolute performance.

The grants combine time-based stock options and RSUs with performance-based RSUs tied to multi-year stock and non-GAAP EPS targets, which aligns executive incentives with long-term shareholder outcomes. The option strike of $177.51 establishes a clear performance hurdle relative to market price at grant. The PRSU payout range (0%–250%) creates significant upside for outperformance but also means actual dilution is uncertain until committee determination. Vesting schedules extend to 2028–2029, encouraging retention. Overall this is a standard, performance-heavy package rather than a one-time cash event.

TL;DR: Non-derivative holdings increase via direct awards; no dispositions reported, so no immediate selling pressure indicated.

The Form 4 reports acquisitions only: an option, PRSUs and RSUs, all reported as direct ownership. There are no sales or transfers disclosed. The exercise date and expiration of the option and the multi-year vesting reduce short-term liquidity from this holder. From a trading-impact perspective, these awards are unlikely to produce near-term share supply since vesting and performance determination span years and settlement appears deferred until performance/vesting completion.

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
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).
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*
Hahn Ava

(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)
SVP, GC & Corporate Secretary
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
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
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
Stock Option Grant $177.51 08/15/2025 A 8,698 (1) 08/15/2032 Common Stock 8,698 $0 8,698 D
PRSU Award (2) 08/15/2025 A 12,836 (3) (3) Common Stock 12,836 $0 12,836 D
RSU Award (4) 08/15/2025 A 4,278 (5) (5) Common Stock 4,278 $0 4,278 D
Explanation of Responses:
1. The options vest 1/4 on August 15, 2026 and then quarterly thereafter until August 15, 2029.
2. Between 0% and 250% of the target number of performance-based restricted stock units ("PRSU") 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, 2025 and ends on August 15, 2028, (b) the absolute return on AMD's stock price over the performance period, and (c) the percentage (if any) by which AMD's 2027 fiscal year non-GAAP earnings per share exceeds AMDs 2025 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, 2028 (or the one-year anniversary of a change in control, if earlier).
3. 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 2, above. Earned and vested PRSUs will generally be settled on the later of August 15, 2028, or the date following the Committee's determination of performance.
4. Each restricted stock unit ("RSU") represents a contingent right to receive one share of AMD's common stock.
5. The RSUs vest 1/4 on August 15, 2026 and then quarterly thereafter until August 15, 2029.
Remarks:
/s/Linda Lam by Power of Attorney for Ava Hahn 08/18/2025
** Signature of Reporting Person Date
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.

FAQ

What equity awards did Ava Hahn receive on 08/15/2025 according to the AMD Form 4?

The filing reports an option for 8,698 shares at a $177.51 strike expiring 08/15/2032, 12,836 PRSUs, and 4,278 RSUs—all granted 08/15/2025.

How do the PRSU performance conditions work in the AMD grant?

PRSUs vest based on three metrics: relative stock return versus S&P 500 component companies, absolute stock price return, and whether 2027 non-GAAP EPS exceeds 2025 non-GAAP EPS; payout range is 0%–250% of target.

When do the options and RSUs vest for Ava Hahn's awards?

Options and RSUs vest 25% on 08/15/2026 and then quarterly thereafter until 08/15/2029. PRSUs vest contingent on performance and continued service through 08/15/2028 (or one year after a change in control, if earlier).

Will these grants create immediate insider selling pressure?

No dispositions are reported; vesting and performance conditions extend several years, so the filing does not indicate immediate selling pressure.

Who determines the final PRSU payout and settlement timing?

The Compensation and Leadership Resources Committee will determine actual PRSU payouts and timing of settlement, generally settling after performance determination.
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