Lisa Su Form 4: Option Grant $177.51 and PRSU Awards Reported
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
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.
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.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Stock Units | 125,663 | $0.00 | -- |
| Grant/Award | Stock Option Grant | 102,516 | $0.00 | -- |
| Grant/Award | PRSU Award | 151,283 | $0.00 | -- |
| Exercise | Common Stock | 125,663 | $0.00 | -- |
| Tax Withholding | Common Stock | 49,449 | $177.51 | $8.78M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
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.
