8-KLeadership Changes

ADVANCED MICRO DEVICES INC 8-K Report, Executive Changes (Aug 11, 2015)

Filed August 11, 2015For Securities:AMD

Summary

This 8-K filing from Advanced Micro Devices (AMD) on August 10, 2015, details significant equity awards granted to its named executive officers. The Compensation and Leadership Resources Committee and the Board of Directors approved these awards on August 5th and 6th, 2015, respectively. These awards are designed to incentivize and retain key leadership talent by tying a substantial portion of their compensation to the company's performance and stock price over multi-year periods. The awards consist of a mix of performance-based restricted stock units (PRSUs), time-based restricted stock units (RSUs), and stock options. The PRSUs are particularly notable, with payout potential ranging from 50% to 250% of the target number of units based on three-year compounded annual growth rate milestones related to the company's stock price. This structure aims to align executive interests directly with shareholder value creation over the long term.

Key Highlights

  • 1Significant equity awards approved for key executive officers, including the CEO, CFO, CTO, and business group General Manager.
  • 2CEO Lisa T. Su receives the largest award with a target value of $6,000,000.
  • 3Other named executive officers (Devinder Kumar, Forrest E. Norrod, Mark D. Papermaster) each receive awards with a target value of $2,000,000.
  • 4Awards are structured as a mix of Performance-Based Restricted Stock Units (PRSUs), Restricted Stock Units (RSUs), and Stock Options.
  • 5PRSUs have a three-year performance period (August 2015 - August 2018) with potential payouts from 50% to 250% of target based on stock price growth milestones.
  • 6Stock options and RSUs have defined vesting schedules, with options vesting over approximately three years and RSUs vesting over three years.
  • 7All awards are granted under the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan, as amended and restated.

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