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[Form 4] Advanced Micro Devices Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Forrest E. Norrod, AMD executive, reported multiple equity transactions dated 08/15/2025. The filing shows 26,927 shares of Common Stock reported as acquired under code M at $0, increasing beneficial ownership to 333,444 shares, followed by a disposition of 10,596 shares under code F at $177.51, reducing ownership to 322,848 shares. Derivative activity includes settlement of 26,927 Performance Stock Units (PRSUs), a grant of 19,881 stock options with an exercise price of $177.51 and expiration 08/15/2032, an award of 29,339 PRSUs (performance-based, 0%–250% payout range) and 9,779 restricted stock units (RSUs). Footnotes describe vesting schedules and performance conditions tied to stock return and 2027 non-GAAP EPS relative to 2025.

Positive

  • Settlement of earned PRSUs indicates prior performance awards reached vesting conditions and were delivered as shares
  • New performance-based PRSU awards and RSUs align executive pay with long-term stock performance and company EPS metrics
  • Stock option grant provides long-term upside alignment with shareholders (19,881 options exercisable through 08/15/2032)

Negative

  • Disposition of 10,596 shares at $177.51 reduced direct holdings from 333,444 to 322,848 shares
  • Performance PRSU payout uncertainty as awards pay between 0% and 250% of target depending on performance and Committee determination

Insights

TL;DR: Equity awards and settlements align compensation with multi-year performance targets and typical vesting schedules.

The filing documents routine executive compensation actions: settlement of prior PRSUs, new performance-based PRSU awards with a 0%–250% payout range tied to relative stock performance and absolute stock return plus a three-year EPS metric, time-based RSUs, and a multi-year option grant vesting through 2029 and exercisable through 2032. These elements are consistent with incentive structures that tie pay to long-term shareholder outcomes. The filing also discloses a minor open-market or plan disposition of 10,596 shares at $177.51, reducing direct ownership.

TL;DR: Insider reported both acquisition and sale on same date with new derivative grants; activity appears administrative and compensation-driven.

The report shows contemporaneous settlement of performance units and grant of new equity vehicles including stock options and RSUs, plus a reported sale of 10,596 shares at $177.51. The net effect left the reporting person with 322,848 common shares after transactions. Option grant terms (exercise price $177.51; expiration 08/15/2032) and vesting schedules are disclosed. There is no additional information here about proceeds use, plan mechanics beyond vesting, or any Rule 10b5-1 plan designation in the text provided.

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*
Norrod Forrest Eugene

(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)
EVP & GM DESG
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 26,927 A $0 333,444 D
Common Stock 08/15/2025 F 10,596 D $177.51 322,848 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
Performance Stock Units (1) 08/15/2025 M 26,927 (2) (2) Common Stock 26,927 $0 0 D
Stock Option Grant $177.51 08/15/2025 A 19,881 (3) 08/15/2032 Common Stock 19,881 $0 19,881 D
PRSU Award (4) 08/15/2025 A 29,339 (5) (5) Common Stock 29,339 $0 29,339 D
RSU Award (6) 08/15/2025 A 9,779 (7) (7) Common Stock 9,779 $0 9,779 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.
6. Each restricted stock unit ("RSU") represents a contingent right to receive one share of AMD's common stock.
7. The RSUs vest 1/4 on August 15, 2026 and then quarterly thereafter until August 15, 2029.
Remarks:
/s/Forrest Eugene Norrod 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 transactions did AMD executive Forrest Norrod report on Form 4 (AMD)?

The Form 4 dated 08/15/2025 reports acquisition of 26,927 common shares under code M at $0, a disposition of 10,596 shares under code F at $177.51, settlement of 26,927 PRSUs, a stock option grant of 19,881 options at $177.51, an award of 29,339 PRSUs, and 9,779 RSUs.

How many AMD shares did Norrod own after the reported transactions?

Following the transactions reported on 08/15/2025, the filing shows beneficial ownership of 322,848 shares of AMD common stock.

What are the terms of the stock option grant reported?

The option grant is for 19,881 options with an exercise price of $177.51 and an expiration date of 08/15/2032; vesting begins 08/15/2026 with quarterly vesting through 08/15/2029.

What performance conditions apply to the PRSU awards?

PRSUs pay between 0% and 250% of target based on (a) AMD stock return relative to S&P 500 component companies over 08/15/2025–08/15/2028 with adjustments, (b) AMD absolute stock return over that period, and (c) 2027 non-GAAP EPS versus 2025 non-GAAP EPS; final award amounts are determined by the Compensation and Leadership Resources Committee.

When do the RSUs and options vest?

RSUs vest 25% on 08/15/2026 and then quarterly through 08/15/2029; the disclosed options vest 25% on 08/15/2026 and then quarterly through 08/15/2029.
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