APPLIED MATERIALS INC /DE — Director's Dealing 2014

Mar 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2014-03-04

Reporting Person: ROGERS JAMES E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-04	Common Stock	A	10615	—	Acquired	141391.178	Direct

Footnotes

F1: Represents automatic annual grant of restricted stock units to non-employee member of the Board of Directors pursuant to the Applied Materials, Inc. ("Applied") Employee Stock Incentive Plan. These restricted stock units will be converted on a one-for-one basis into shares of Applied common stock upon vesting, which vesting is scheduled to occur on March 1, 2015 (subject to accelerated vesting as of three trading days prior to the closing of the transactions contemplated in connection with the business combination agreement, dated September 24, 2013, between Applied and Tokyo Electron Limited, as amended, and continued service as a director through the vest date).

F2: Number of shares includes 81,845 restricted stock units previously reported, of which (a) 78,678 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 as a member of the Applied Board and (b) 3,167 units are scheduled to vest in March 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 (subject to accelerated vesting described in footnote 1 and continued service as a director through the vest date).