AMD Form 4: Grasby sold 15,820 shares; received PRSUs, RSUs and options
Rhea-AI Filing Summary
Paul Darren Grasby, AMD's Executive Vice President & Chief Sales Officer, reported multiple equity transactions on 08/15/2025. He received 33,659 shares issued in settlement of earned performance-based restricted stock units and was granted 17,396 stock options with an exercise price of $177.51. He also received 25,672 performance stock units (target) and 8,557 restricted stock units. Following a sale of 15,820 shares at $177.51, his direct beneficial ownership of common stock is reported as 143,344 shares.
The filing explains vesting and performance conditions: the PRSUs cover a performance period from 08/15/2025 to 08/15/2028 with potential payout between 0% and 250% of target depending on relative stock return, absolute stock return, and 2027 vs 2025 non-GAAP EPS performance. The newly granted options vest beginning 08/15/2026 and vest quarterly through 08/15/2029.
Positive
- Receipt of shares from settled PRSUs: 33,659 shares were issued in settlement of earned performance awards, increasing alignment with shareholders
- New long-term incentives granted: 17,396 stock options, 25,672 PRSUs (target), and 8,557 RSUs create multi-year retention and performance alignment
- PRSU payout range disclosed: Potential 0%–250% payout ties compensation to strong relative and absolute performance and EPS improvement
Negative
- Share disposition: Sale of 15,820 shares at $177.51 reduced direct beneficial ownership from 159,164 to 143,344 shares
- Performance contingency: PRSU awards are partly contingent on relative stock performance and 2027 non-GAAP EPS versus 2025, so actual shares realized may be zero
Insights
TL;DR: Insider received equity awards and sold a portion of holdings; grants align pay with multi-year performance targets.
The mix of immediate share settlement, performance-based RSUs, and time-vesting options signals compensation tied to multi-year stock and earnings performance. The PRSU structure (0%–250% payout) and a three-year performance window create contingent upside but depend on both AMD's absolute and relative stock performance and 2027 non-GAAP EPS versus 2025. The reported sale of 15,820 shares at $177.51 reduced direct ownership to 143,344 shares.
TL;DR: Compensation uses standard performance and retention vehicles; disclosure is complete about vesting and performance metrics.
The filing provides clear terms: settlement of earned PRSUs, new PRSU and RSU grants, and an option grant with standard multi-year vesting. The explicit performance measures and Committee determination for earned PRSUs reflect governance oversight. The separate sale at $177.51 is disclosed and leaves the reporting person still materially invested in AMD stock and awards.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Stock Units | 33,659 | $0.00 | -- |
| Grant/Award | Stock Option Grant | 17,396 | $0.00 | -- |
| Grant/Award | PRSU Award | 25,672 | $0.00 | -- |
| Grant/Award | RSU Award | 8,557 | $0.00 | -- |
| Exercise | Common Stock | 33,659 | $0.00 | -- |
| Tax Withholding | Common Stock | 15,820 | $177.51 | $2.81M |
Footnotes (1)
- Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of AMD's common stock. Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on August 9, 2022. The options vest 1/4 on August 15, 2026 and then quarterly thereafter until August 15, 2029. 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, 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). 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 4, 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. Each restricted stock unit ("RSU") represents a contingent right to receive one share of AMD's common stock. The RSUs vest 1/4 on August 15, 2026, and then quarterly thereafter until August 15, 2029.
