Current Report Filing (8-k)
September 30 2014 - 4:15PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
September 24, 2014
Date of Report (Date of earliest event reported)
ADVANCED
MICRO DEVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-07882 |
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94-1692300 |
(State of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification Number) |
One AMD Place
P.O. Box 3453
Sunnyvale,
California 94088-3453
(Address of principal executive offices) (Zip Code)
(408) 749-4000
(Registrants telephone number, including area code)
N/A
(Former Name or
Former Address, if Changed Since Last Report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On September 24, 2014, the Compensation Committee of the Board of
Directors of Advanced Micro Devices, Inc. (the Company) approved the following retention awards with respect to John Byrne, the Companys Senior Vice President and General Manager, Computing and Graphics Business Group, which
the Company will grant on October 15, 2014.
Cash Award. A time-based cash retention award of $1,000,000 will be
paid in two tranches. Half of the award will be paid on the first regular payroll date after September 30, 2015, and the remainder will be paid on the first regular payroll date after September 30, 2016. The award will accelerate and be
paid on the first regular payroll date after such acceleration if Mr. Byrne is involuntarily terminated by the Company other than for cause and if certain other conditions are met.
Performance-Based RSU Award. Mr. Byrne will also be granted a performance-based restricted stock unit
(PRSU) retention award with an aggregate grant date fair value (the Award Value) of $1,000,000. The number of PRSUs granted will be determined by dividing the Award Value by the 30-day trailing average closing
price of the Companys common stock on the grant date. The PRSUs will only be earned to the extent certain pre-determined performance conditions are met. Half of the earned PRSUs will vest on September 30, 2015, and the remainder will vest
on September 30, 2016. The PRSUs will accelerate and vest immediately if Mr. Byrne is involuntarily terminated by the Company other than for cause and if certain other conditions are met.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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Date: September 30, 2014 |
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ADVANCED MICRO DEVICES, INC. |
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By: |
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/s/ Harry A. Wolin |
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Name: |
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Harry A. Wolin |
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Title: |
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Senior Vice President, General Counsel and Secretary |
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