APPLIED MATERIALS INC /DE — Director's Dealing 2013

Mar 19, 2013

SEC Form 4/A — Form 4/A

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2013-03-01

Reporting Person: FLANAGAN JOSEPH GERARD (SVP,Worldwide Ops & Sply Chain)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-01	Common Stock	F	18218	$13.59	Disposed	718882	Direct

Footnotes

F1: Represents number of shares that was automatically withheld upon vesting of performance shares to cover tax withholding obligations in a transaction exempt under Rule 16b-3. Number of shares has been decreased in this amended Form 4 to reflect the fact that 18,218 shares (not 18,682 shares) should have been reported as withheld on Mr. Flanagan's Form 4 filed March 5, 2013.

F2: Number of shares includes 581,250 performance shares 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: (a) 43,750 shares are scheduled to vest in March 2014; (b) 87,500 shares are scheduled to vest in installments during each December of 2013 and 2014; and (c) provided specified performance goals are achieved, 450,000 shares will be scheduled to vest in installments during each December of 2013 through 2016, which number of shares is the target amount, and the actual number of shares that may vest ranges from 0% to 150% of the target amount, depending on achievement of specified performance goals (all vesting is subject to continued employment through each applicable vest date).