APPLIED MATERIALS INC /DE — Director's Dealing 2016

Dec 22, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2016-12-19

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-12-19	Common Stock	F	246636	$32.44	Disposed	1876539	Direct

Footnotes

F1: Represents number of shares that were automatically withheld upon vesting of performance shares to cover tax withholding obligations in a transaction exempt under Rule 16b-3.

F2: Number of shares includes 1,009,175 performance shares and restricted stock units 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) 278,465 performance shares are scheduled to vest in installments in December of each of 2017 and 2018, (b) 356,955 performance shares are scheduled to vest in installments in December of each of 2017 through 2019, with up to an additional 237,969 shares that may vest, depending on achievement of specified performance goals, (c) 280,316 performance shares are scheduled to vest in December 2019, which number of shares is the target amount, and the actual number of shares that may vest ranges from 0% to 200% of the target amount, depending on achievement of specified performance goals, and (d) 93,439 restricted stock units are scheduled to vest in installments in December of each of 2017 through 2019, depending on achievement of a specified performance goal (all vesting is subject to continued employment through each applicable vest date).