CLEGG FRANK 4

4 · ADVANCED MICRO DEVICES INC · Filed Apr 30, 2010

Form 4

Period: 2010-04-28

Director

Transactions

Exercise/Conversion
Restricted Stock Units
2010-04-28−50,000→ 0 total
Exercise: $0.00From: 2010-04-28Exp: 2016-05-07→ Common Stock (50,000 underlying)
Exercise/Conversion
Common Stock
2010-04-28+64,584→ 78,125 total
Exercise/Conversion
Restricted Stock Units
2010-04-28−4,167→ 0 total
Exercise: $0.00From: 2010-04-28Exp: 2014-05-24→ Common Stock (4,167 underlying)
Exercise/Conversion
Restricted Stock Units
2010-04-28−10,417→ 0 total
Exercise: $0.00From: 2010-04-28Exp: 2015-05-08→ Common Stock (10,417 underlying)

Footnotes (1)

[F1]Frank Clegg, a former non-employee independent director of the Company, did not stand for re-election at the 2010 Annual Meeting. Pursuant to the Company's Outside Director Equity Compensation Policy, an independent director retiring from the Board of Directors is entitled to full acceleration of vesting of equity awards granted to such director by the Company, provided that such director shall have served on the Board of Directors for at least three years prior to the date of his or her retirement. Although Mr. Clegg, who was appointed to the Board of Directors as of 5/24/2007, had not served as a member of the Board of Directors for the full three-year period, the Board of Directors approved the full acceleration of Mr. Clegg's 64,584 unvested Restricted Stock Units, effective as of 4/28/2010.

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