SEC Form 4 · accession 0000002488-26-000157
ADVANCED MICRO DEVICES INC · AMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lisa T Su
Officer — Chair, President & CEO · Director
Period of report
Aug 15, 2026
Accepted (ET)
Aug 18, 2026 · 4:42 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000002488
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 15, 2026 | M | 396,405 | $0.00 | A | 3,273,142 | D | |
| Common StockF1 | Aug 15, 2026 | F | 155,986 | $514.39 | D | 3,117,156 | D | |
| Common Stock | holding | — | — | — | 99,211 | I | By Lisa Su and Daniel Lin Family Trust dated 11/3/2021 | |
| Common Stock | holding | — | — | — | 165 | I | Through the shareholdings of a family member | |
| Common Stock | holding | — | — | — | 165 | I | Through shareholdings of family member | |
| Common Stock | holding | — | — | — | 26,034 | I | By Grantor Retained Annuity Trust 2021B | |
| Common Stock | holding | — | — | — | 147,617 | I | By Grantor Retained Annuity Trust 2021C | |
| Common Stock | holding | — | — | — | 151,776 | I | By Grantor Retained Annuity Trust LTS 2022 GRAT B | |
| Common Stock | holding | — | — | — | 151,050 | I | By Grantor Retained Annuity Trust 2025 GRAT A | |
| Common Stock | holding | — | — | — | 169,527 | I | By Grantor Retained Annuity Trust 2025 GRAT B |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF2,F3 | — | Aug 15, 2026 | M | 396,405 | D | — | — | Common Stock | 396,405 | 0 | D |
| PRSU AwardF4,F5 | — | Aug 15, 2026 | A | 53,348 | A | — | — | Common Stock | 53,348 | 53,348 | D |
| RSU AwardF6,F7 | — | Aug 15, 2026 | A | 17,782 | A | — | — | Common Stock | 17,782 | 17,782 | D |
Explanation of responses
- F1The shares are withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the release and settlement of performance-based restricted stock units ("PRSU").
- F2Each PRSU represents a contingent right to receive one share of AMD's common stock.
- F3Reflects shares issued in settlement of PRSUs earned and vested under PRSU award granted on August 9, 2023.
- F4Between 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, 2026 and ends on August 15, 2029 (or, if earlier, the date immediately preceding the effective date of a change of control of AMD), (b) the absolute return on AMD's stock price over the performance period, and (c) the percentage (if any) by which AMD's 2028 fiscal year non-GAAP earnings per share exceeds AMDs 2026 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, 2029 (or the one-year anniversary of a change in control, if earlier).
- F5The 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, 2029, or the date following the Committee's determination of performance.
- F6Each restricted stock unit ("RSU") represents a contingent right to receive one share of AMD's common stock.
- F7The RSUs vest 1/4 on August 15, 2027 and then quarterly thereafter until August 15, 2030.