[Form 4] Advanced Micro Devices Insider Trading Activity

Rhea-AI Filing Summary

Mark Papermaster, Chief Technology Officer and EVP of Advanced Micro Devices, reported multiple insider transactions dated 08/15/2025 executed pursuant to a Rule 10b5-1 trading plan. The filings show exercise of 16,800 stock options at a $34.19 strike, sales of 8,695, 7,096 and 1,009 shares at weighted average prices of $177.65, $178.43 and $179.82 respectively, and an additional sale of 16,557 shares at $177.51.

The report also discloses grants and settlements: a grant of 32,383 shares (code G), acquisition/settlement of 42,075 performance-based shares, a stock option grant covering 24,852 options at a $177.51 exercise price, 36,674 PRSUs and 12,224 RSUs. Transaction footnotes describe vesting schedules and performance conditions; no forward-looking or financial performance data is included in the filing.

Positive

• Transactions executed under a Rule 10b5-1 plan (adopted November 5, 2024), indicating pre-established, rule-compliant trading
• Exercise of options at $34.19 for 16,800 shares, reflecting exercise at a substantially lower strike than sale prices disclosed
• Large long-term incentive awards granted or settled: 42,075 performance-settled shares, 36,674 PRSUs and 12,224 RSUs with multi-year vesting

Negative

• Substantial open-market sales reported: 8,695, 7,096 and 1,009 shares sold at weighted averages near $178 and an additional 16,557 shares sold at $177.51
• Net disposition activity reduces immediate beneficial ownership on certain lines (e.g., ownership figures decline in report rows), reflecting insider monetization

Insights

Financial Analyst

TL;DR: Significant option exercise and structured sales under a 10b5-1 plan with concurrent equity grants and performance awards.

The filing shows Papermaster exercised 16,800 options at a low strike ($34.19) and executed multiple sales totaling ~33,357 shares at weighted average prices near $178, partially offset by equity grants and settlements totaling >90,000 award units/options across PRSUs, RSUs and option grants. The mix of exercises, planned sales and new long-term awards indicates routine compensation monetization combined with retention-focused grant activity. Material investor metrics (revenue, EPS) are not present in this Form 4.

Corporate Governance Expert

TL;DR: Transactions were executed under a pre-established 10b5-1 plan and include customary performance-based awards with multi-year vesting.

The report explicitly states the sales and option exercises were effected pursuant to a Rule 10b5-1 trading plan adopted November 5, 2024, which provides affirmative defense for scheduled trades. Grants include PRSUs subject to performance metrics and multi-year vesting, and RSUs with quarterly vesting through 2029. From a governance perspective, the package mixes short-term liquidity events with long-term incentive alignment through performance and service-based vesting conditions.

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).

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 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)
	Chief Technology Officer & EVP

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
Common Stock	08/15/2025		M		16,800(1)	A	$34.19	1,738,170	D
Common Stock	08/15/2025		S		8,695(2)	D	$177.65(3)	1,729,475	D
Common Stock	08/15/2025		S		7,096(2)	D	$178.43(4)	1,722,379	D
Common Stock	08/15/2025		S		1,009(2)	D	$179.82(5)	1,721,370	D
Common Stock	08/15/2025		G		32,383	D	$0	1,688,987	D
Common Stock	08/15/2025		M		42,075	A	$0	1,731,062	D
Common Stock	08/15/2025		F		16,557	D	$177.51	1,714,505	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
Stock Option Grant	$34.19	08/15/2025		M			16,800	(6)	08/09/2026	Common Stock	16,800	$0	50,708	D
Performance Stock Units	(7)	08/15/2025		M			42,075	(8)	(8)	Common Stock	42,075	$0	0	D
Stock Option Grant	$177.51	08/15/2025		A		24,852		(9)	08/15/2032	Common Stock	24,852	$0	24,852	D
PRSU Award	(10)	08/15/2025		A		36,674		(11)	(11)	Common Stock	36,674	$0	36,674	D
RSU Award	(12)	08/15/2025		A		12,224		(13)	(13)	Common Stock	12,224	$0	12,224	D

Explanation of Responses:

1. The stock option exercises reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2024.

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 5, 2024.

3. Transaction executed in multiple trades at prices ranging from $177.03 to $178.02 per share, inclusive. The price reported in column 4 above reflects the weighted average sale price per share. The Reporting Person hereby undertakes to provide the SEC staff, the Issuer or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

4. Transaction executed in multiple trades at prices ranging from $178.03 to $178.90 per share, inclusive. The price reported in column 4 above reflects the weighted average sale price per share. The Reporting Person hereby undertakes to provide the SEC staff, the Issuer or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

5. Transaction executed in multiple trades at prices ranging from $179.22 to $179.92 per share, inclusive. The price reported in column 4 above reflects the weighted average sale price per share. The Reporting Person hereby undertakes to provide the SEC staff, the Issuer or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

6. The options vest 1/3 on each of August 9, 2020, 2021 and 2022.

7. Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of AMD's common stock.

8. Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on August 9, 2022.

9. The options 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, 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).

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, 2028, or the date following the Committee's determination of performance.

12. Each restricted stock unit ("RSU") represents a contingent right to receive one share of AMD's common stock.

13. 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 Mark Papermaster	08/19/2025
	** 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 insider transactions did Mark Papermaster report on the AMD Form 4 (08/15/2025)?

The Form 4 reports option exercises of 16,800 shares at a $34.19 strike, sales of 8,695, 7,096, 1,009 and 16,557 shares at weighted average prices near $177–$179.92, and grants/settlements including 42,075 performance-settled shares, 36,674 PRSUs and 12,224 RSUs.

Were the sales and exercises made under a trading plan?

Yes. The filing states the stock option exercises and the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 5, 2024.

What are the key vesting or performance conditions disclosed for PRSUs and RSUs?

PRSUs are performance-based with potential payout between 0% and 250% of target depending on stock-relative performance, absolute stock return and 2027 vs 2025 non-GAAP EPS; vesting and settlement occur after the performance period ending August 15, 2028. RSUs vest quarterly beginning August 15, 2026 through August 15, 2029.

What exercise prices apply to new option grants reported?

The report discloses a stock option grant exercisable at $34.19 (16,800 options) and a separate option grant with an exercise price of $177.51 covering 24,852 options.

Does the Form 4 include any company financial performance data or guidance?

No. This Form 4 exclusively reports insider securities transactions, grants and vesting terms; it does not contain AMD financial results or forward guidance.