APPLIED MATERIALS INC /DE — Director's Dealing 2022

Dec 15, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: APPLIED MATERIALS INC /DE (AMAT)
CIK: 0000006951
Period of Report: 2022-12-12

Reporting Person: Raja Prabu G. (SVP, Semi. Products Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-12-12	Common Stock	A	28505	—	Acquired	459039	Direct
2022-12-12	Common Stock	A	27430	—	Acquired	486469	Direct
2022-12-12	Common Stock	A	27430	—	Acquired	513899	Direct

Footnotes

F1: Represents performance shares acquired based on achievement of specified performance goals related to performance shares previously granted. This acquisition is exempt under Rule 16b-3. The shares are scheduled to vest on December 19, 2022, subject to continued employment through the vesting date.

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 146,603 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. ("Applied") common stock upon vesting, which vesting is scheduled to occur as follows: (a) 28,505 performance shares are scheduled to vest in December of 2022, (b) 42,778 restricted stock units are scheduled to vest in installments in December of 2022 through 2024, (c) 41,551 performance shares are scheduled to vest in installments in December of 2023 and 2024, 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 (continued below)

F3: (d) 33,769 performance shares are scheduled to vest in October of 2025, 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; notwithstanding the foregoing, if Dr. Raja's employment is terminated without cause prior to the end of the performance period, any unvested portion of the award will vest based on achievement of specified performance goals through his last day of employment (all vesting is subject to continued employment through each applicable vesting date).

F4: Represents performance shares that will be converted on a one-for-one basis into shares of Applied common stock upon vesting, which vesting is scheduled to occur on December 19, 2025, depending on the achievement of specified performance goals and continued employment through the vesting date. The number of shares shown is the target amount, and the actual number of shares that may vest ranges from 0% to 200% of the target amount, depending on the achievement of specified performance goals

F5: Represents restricted stock units that will be converted on a one-for-one basis into shares of Applied common stock upon vesting, which vesting is scheduled to occur in three equal annual installments beginning December 19, 2023, subject to continued employment through each applicable vesting date.