APPLIED MATERIALS INC /DE — Director's Dealing 2012

Dec 8, 2012

SEC Form 4/A — Form 4/A

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2012-03-06

Reporting Person: ROGERS JAMES E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-06	Common Stock	A	16659	—	Acquired	115174.137	Direct

Footnotes

F1: Represents automatic annual grant of restricted stock units to non-employee member of the Board of Directors (the "Board") pursuant to the Applied Materials, Inc. ("Applied") Employee Stock Incentive Plan. These restricted stock units are scheduled to vest on March 1, 2013 (subject to continued service as a director through the vest date). Pursuant to Mr. Rogers' election to defer, any units that vest from this grant will be converted on a one-for-one basis into shares of Applied common stock and paid to him on the date of his termination of service from the Applied Board.

F2: Number of shares has been increased in this amended Form 4 to reflect the fact that 115,174.137 shares (not 114,289 shares) should have been reported as held by Mr. Rogers on his Form 4 filed March 8, 2012. The additional 885.137 shares were acquired by Mr. Rogers before March 6, 2012 pursuant to a broker-administered dividend reinvestment program but were not reported prior to that date. Number of shares includes 55,630 restricted stock units previously reported, of which (a) 27,570 units have vested and which, pursuant to Mr. Rogers' election to defer, will be converted on a one-for-one basis into shares of Applied common stock and paid to him on the date of his termination of service from the Applied Board, (b) 5,000 units will be converted in the future on a one-for-one basis into shares of Applied common stock upon vesting, which vesting is scheduled to occur in April 2012, and (c) 23,060 units are scheduled to vest in installments during each March of 2013 through 2015 and which, pursuant to Mr. Rogers' election to defer, will be converted on a one-for-one basis into shares of Applied common stock and paid to him on the date of his termination of service from the Applied Board (all vesting is subject to continued service as a director through each vest date).