SEC Form 4 · accession 0000002488-16-000268
ADVANCED MICRO DEVICES INC · AMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Forrest Eugene Norrod
Officer — SVP & GM EESC
Period of report
Nov 2, 2016
Accepted (ET)
Nov 4, 2016 · 7:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000002488
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 2, 2016 | S | 20,500 | $6.92 | D | 230,159 | D | |
| Common Stock | Nov 2, 2016 | M | 515,102 | $0.00 | A | 745,261 | D | |
| Common StockF2,F3 | Nov 4, 2016 | S | 203,806 | $6.61 | D | 541,455 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| PRSU AwardF4,F5,F6 | $0.00 | Nov 2, 2016 | M | 515,102 | D | — | — | Common Stock | 515,102 | 515,102 | D |
Explanation of responses
- F1Represents the number of shares sold to cover Reporting Person's incremental tax liability.
- F2Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Reporting Person's Performance-based Restricted Stock Units (the "PRSUs").
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.47 to $6.72 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4The number of PRSUs that may be earned is based on a three-year compound annual growth rate milestone related to AMD's closing stock price that may be attained within the three-year performance period that began on August 15, 2015 and ends on August 15, 2018 (the "Performance Period"), with the potential payout levels of PRSUs at 50%, 100%, 200% and 250% of the target number of PRSUs granted, provided however, no more than 50% of the PRSU Award shall vest on the first anniversary of the grant date and 50% shall vest at the end of the Performance Period, to the extent earned.
- F5The reported number of securities represents 50% of the earned number of shares subject to the 2015 PRSU Award, that were issuable on the date the Compensation and Leadership Resources Committee certified performance.
- F6The reported number of securities represents the remaining 50% of the number of shares that will vest at the end of the Performance Period subject to the Reporting Person's continued employment.