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APPLIED MATERIALS INC /DE Director's Dealing 2011

Mar 3, 2011

29806_dirs_2011-03-02_917f840b-69fd-442a-a7b3-d80553bde4e5.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2011-02-28

Reporting Person: Bowers Christopher P (Group Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-02-28 Common Stock S 3165 $16.382 Disposed 160000 Direct
2011-03-01 Common Stock F 7477 $16.20 Disposed 152523 Direct

Footnotes

F1: Number of shares consists of 160,000 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 will be scheduled to occur as follows: (a) 40,000 shares are scheduled to vest in installments during each March of 2011 and 2012; (b) 15,000 shares are scheduled to vest in installments during each December of 2011 through 2013; and (c) provided specified performance goals are achieved, 105,000 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).

F2: Represents shares that were automatically withheld upon vesting of performance shares (restricted stock units) to cover tax withholding obligations in a transaction exempt under Rule 16b-3.

F3: Number of shares includes 140,000 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 will be scheduled to occur as follows: (a) 20,000 shares are scheduled to vest in March 2012; (b) 15,000 shares are scheduled to vest in installments during each December of 2011 through 2013; and (c) provided specified performance goals are achieved, 105,000 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).