INTEL CORP — Director's Dealing 2011

Apr 21, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2011-04-18

Reporting Person: KILROY THOMAS M (Sr VP, GM Sales & Mktg Grp)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-18	Common Stock	M	5750	—	Acquired	5750	Direct
2011-04-18	Common Stock	F	2614	$19.595	Disposed	3136	Direct
2011-04-19	Common Stock	M	4500	—	Acquired	7636	Direct
2011-04-19	Common Stock	F	2046	$19.80	Disposed	5590	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-18	Restricted Stock Units	$0	M	5750	Disposed		Common Stock (5750)	Direct
2011-04-19	Restricted Stock Units	$0	M	4500	Disposed		Common Stock (4500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	45755	Indirect

Footnotes

F1: Shares acquired on the vesting of restricted stock units.

F2: Shares withheld for payment of tax liability.

F3: Includes 1,204 shares acquired under the Company's Stock Purchase Plan on Feb. 18, 2011.

F4: Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.

F5: Unless earlier forfeited under the terms of the RSU, 25% of the award vests and converts into common stock on each anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply.