[Form 4] Advanced Micro Devices Insider Trading Activity

Rhea-AI Filing Summary

Lisa T. Su, Chair, President & CEO of Advanced Micro Devices, Inc. (AMD) reported multiple transactions on 08/15/2025. She acquired 125,663 performance-based restricted stock units (PRSUs) at no cash price and received a grant of 102,516 stock options with an exercise price of $177.51 (expiring 08/15/2032). She also received 151,283 PRSUs as an award and had 49,449 shares disposed of at $177.51, reducing direct beneficial ownership from 3,409,470 to 3,360,021 shares following the transactions. Several blocks of AMD common stock are held indirectly in grantor retained annuity trusts (multiple GRATs) totaling the amounts listed below in the filing.

Positive

• Received significant performance-based equity awards (125,663 PRSUs acquired and 151,283 PRSUs awarded) which align executive pay with long-term performance
• Granted 102,516 stock options exercisable through 08/15/2032 at an exercise price of $177.51, supporting retention and future upside alignment

Negative

• Disposed of 49,449 shares at $177.51, reducing reported direct beneficial ownership to 3,360,021 shares

Insights

Corporate Compensation Analyst

TL;DR: CEO received significant equity awards and options, aligning long-term incentives with shareholder returns.

The filing documents substantial equity-based compensation for Lisa Su on 08/15/2025: performance-based RSUs (both earned/settled and newly awarded) and a sizeable option grant exercisable through 2032 at $177.51. These awards are typical in senior executive pay mixes to link pay to stock performance and multi-year company targets. The presence of multiple GRAT-held share blocks indicates estate planning and indirect ownership, which does not change voting power disclosed as direct holdings. The small disposition of 49,449 shares at $177.51 slightly reduced reported direct ownership to 3,360,021 shares but is immaterial relative to total holdings reported.

Securities Governance Specialist

TL;DR: Transactions are routine Section 16 disclosures showing grants, vesting settlements, and a market sale.

The Form 4 shows standard Section 16 reporting: settlement of PRSUs earned from a 2022 award, new equity grants (options and PRSUs) with performance vesting conditions through 08/15/2028, and a reported sale. The PRSU performance metrics are explicitly tied to relative stock returns, absolute stock return, and 2027 vs 2025 non-GAAP EPS improvement. Vesting is subject to continued service or change-in-control provisions. Impact on governance is limited; these are compensation mechanics rather than corporate governance actions.

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
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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^*

Su Lisa T

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair, President & CEO

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		125,663	A	$0	3,409,470	D
Common Stock	08/15/2025		F		49,449	D	$177.51	3,360,021	D
Common Stock								56,365	I	By Grantor Retained Annuity Trust 2021B
Common Stock								156,750	I	By Grantor Retained Annuity Trust 2021C
Common Stock								127,760	I	By Grantor Retained Annuity Trust LTS 2022 GRAT A
Common Stock								167,316	I	By Grantor Retained Annuity Trust LTS 2022 GRAT B
Common Stock								200,000	I	By Grantor Retained Annuity Trust 2025 GRAT A
Common Stock								200,000	I	By Grantor Retained Annuity Trust 2025 GRAT B

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
Performance Stock Units	(1)	08/15/2025		M			125,663	(2)	(2)	Common Stock	125,663	$0	0	D
Stock Option Grant	$177.51	08/15/2025		A		102,516		(3)	08/15/2032	Common Stock	102,516	$0	102,516	D
PRSU Award	(4)	08/15/2025		A		151,283		(5)	(5)	Common Stock	151,283	$0	151,283	D

Explanation of Responses:

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

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

3. The options vest 1/4 on August 15, 2026 and then quarterly thereafter until August 15, 2029.

4. 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).

5. 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.

Remarks:

	/s/Linda Lam by Power of Attorney for Lisa T. Su	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 transactions did Lisa Su report on AMD's Form 4 (08/15/2025)?

She reported acquisitions and awards: 125,663 PRSUs acquired, a 102,516-option grant at $177.51, a 151,283 PRSU award, and a sale of 49,449 shares at $177.51.

How did the transactions affect Lisa Su's beneficial ownership of AMD shares?

The filing shows direct beneficial ownership of 3,409,470 shares before the sale and 3,360,021 shares following the reported transactions.

What are the vesting or performance conditions for the PRSUs reported?

PRSUs may pay out between 0% and 250% of target based on relative stock return vs. S&P 500 component companies, absolute stock return, and whether 2027 non-GAAP EPS exceeds 2025 non-GAAP EPS; vesting requires continued service through 08/15/2028 (or one-year post-change-in-control if earlier).

What is the exercise period for the stock options granted?

The options granted on 08/15/2025 have an exercise price of $177.51 and an expiration date of 08/15/2032, with vesting beginning 08/15/2026 and continuing quarterly through 08/15/2029.

Are any shares held indirectly by Lisa Su?

Yes. The filing lists multiple blocks of AMD common stock held indirectly by various Grantor Retained Annuity Trusts (GRATs) with amounts shown in the Form 4.