Su Lisa T 4

What Happened

• Lisa T. Su, AMD’s Chair, President & Chief Executive Officer (and Director), sold 85,000 shares in open-market transactions on March 12, 2026 for total proceeds of $16,895,157. The sales were executed in multiple trades at prices between about $196.73 and $203.15 per share (see footnotes for narrower ranges and weighted averages per lot).
• On March 15, 2026 she was granted 362,906 performance-based restricted stock units (PRSU) (reported as an acquisition/award (A) with $0 cash paid). The PRSUs are performance-based, with potential payouts of 0%, 50%, 100%, 150% or 200% of target depending on stock-price hurdles measured over any 90-consecutive-trading-day period during the performance period (Mar 15, 2026–Mar 15, 2031). Vesting is staged (50% at year 3 and 50% at year 5 following the grant) subject to continued service and performance.

Key Details

• Transaction dates: Sales on 2026-03-12; PRSU grant on 2026-03-15. Form 4 filed 2026-03-16 (filing appears late relative to the March 12 trades).
• Sales: 85,000 shares sold in multiple trades; per-lot weighted prices reported at $197.42, $198.20, $199.15, $199.98, $201.13, $202.46 and $203.15. Total proceeds = $16,895,157.
• Award: 362,906 PRSUs granted (derivative award; payout contingent on performance and vesting schedule described above).
• Notable footnotes: Sales were effected pursuant to a Rule 10b5-1 trading plan adopted Sept 9, 2025 (F1). Portions of the shares sold reflect annuity distributions from Grantor Retained Annuity Trusts (48,402 and 30,128 shares) (F10–F11, F3).
• Shares owned after the transactions: not specified in the information provided in this summary.
• Transaction codes: S = Sale (open market); A = Award/Grant (derivative PRSUs).

Context

• The sales were executed under a pre-established 10b5-1 plan (common for scheduled insider selling and not necessarily a commentary on outlook). The PRSU grant is performance-based long-term incentive; such awards are contingent on future stock-price performance and continued service, and do not represent an immediate cash purchase.