APPLIED MATERIALS INC /DE — Director's Dealing 2012

Jun 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2012-06-19

Reporting Person: DICKERSON GARY E (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-19	Common Stock	A	500000	—	Acquired	500000	Direct
2012-06-19	Common Stock	A	550000	$.01	Acquired	1050000	Direct

Footnotes

F1: Represents performance shares that will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock upon vesting. These performance shares will vest only after the achievement of specified performance goals. Provided such goals are achieved, vesting is scheduled to occur no earlier than in four equal annual installments beginning July 1, 2013 (subject to continued employment through each vest date). The number of shares shown is the target award level. The actual number of shares that may vest ranges from 0% to 150% of the target amount, depending on achievement of specified performance goals.

F2: Represents shares of restricted stock that will vest only after the achievement of specified performance goals. Provided such goals are achieved, vesting is scheduled to occur no earlier than as to 40% of the shares on June 19, 2013, 40% of the shares on June 19, 2014, and the remaining 20% of the shares on June 19, 2015 (subject to continued employment through each vest date).

F3: Number of shares includes 500,000 performance shares described above.