APPLIED MATERIALS INC /DE — Director's Dealing 2015

Jul 7, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2015-07-01

Reporting Person: DICKERSON GARY E (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-07-01	Common Stock	A	60000	$0.00	Acquired	1653142	Direct
2015-07-01	Common Stock	F	151255	$19.51	Disposed	1501887	Direct

Footnotes

F1: Represents performance shares acquired based on deemed achievement of specified performance goals related to performance shares granted on June 19, 2012. This acquisition is exempt under Rule 16b-3. The shares are subject to vesting as follows: 45,000 shares vested on July 1, 2015 and 15,000 shares are scheduled to vest on July 1, 2016 (vesting subject to continued employment through the vest date).

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

F3: Number of shares includes 846,287 performance shares that in the future will be converted on a one-for-one basis into shares of Applied common stock upon vesting, which vesting is scheduled to occur as follows: (a) 175,000 shares are scheduled to vest in July 2016; (b) 300,000 shares are scheduled to vest in installments in December of 2015 and 2016; and (c) 371,287 shares that will be scheduled to vest in installments in December of 2015 through 2018, 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).