APPLIED MATERIALS INC /DE — Director's Dealing 2019

Nov 21, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2019-11-19

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-19	Common Stock	M	1000000	$15.06	Acquired	3273449	Direct
2019-11-19	Common Stock	S	1000000	$61.11	Disposed	2273449	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-19	Employee Stock Option (Right to Buy)	$15.06	M	1000000	Disposed	2020-09-01	Common Stock (1000000)	Direct

Footnotes

F1: Represents an exercise of a stock option granted on September 1, 2013 in connection with Mr. Dickerson's appointment as CEO. This option was scheduled to expire on September 1, 2020, if not exercised. There have been no prior exercises with respect to this option. Following the exercise and sale reported on this Form 4, Mr. Dickerson remains in compliance with the ownership requirements under Applied Materials, Inc.'s ("Applied") Stock Ownership Guidelines.

F2: Increased number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-3 and Rule 16b-3. Number of shares includes 1,036,846 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 common stock upon vesting, which vesting is scheduled to occur as follows: (a) 178,478 performance shares are scheduled to vest in December 2019, (b) 153,866 restricted stock units are scheduled to vest in installments in December of 2019 through 2021, and (c) 704,502 performance shares are scheduled to vest in installments in December of 2019 through 2021, 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 (all vesting is subject to continued employment through each applicable vesting date).

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.86 to $61.67, inclusive. The reporting person undertakes to provide to Applied, any security holder of Applied, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4.

F4: Shares became exercisable in four equal annual installments beginning on September 1, 2014.