APPLIED MATERIALS INC /DE — Director's Dealing 2011

Apr 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2011-03-09

Reporting Person: SPLINTER MICHAEL R (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-09	Common Stock	G	10194	—	Disposed	1426279	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	300000	Indirect
Common Stock	268.041	Indirect

Footnotes

F1: Increased number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-10 and Rule 16b-3. Number of shares includes: (a) 811,563 performance shares (restricted stock units) previously reported that in the future will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock upon vesting, which vesting is scheduled to occur as follows: (i) 172,813 shares are scheduled to vest in installments during each December of 2011 through 2013; and (Continued in footnote 2)

F2: (ii) provided specified performance goals are achieved, 638,750 shares will be scheduled to vest in installments during each December of 2011 through 2014; and (b) 186,875 shares of restricted stock previously reported that are scheduled to vest as follows: 34,375 shares are scheduled to vest in installments during each December of 2011 through 2013; and (ii) provided specified performance goals are achieved, 152,500 shares will be scheduled to vest in installments during each December of 2011 through 2014 (all vesting is subject to continued employment through each vest date).

F3: Increased number of shares reflects dividend reinvestment under the 401(k) Plan that is exempt under Rule 16b-3.