INTEL CORP — Director's Dealing 2016

Jul 26, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INTEL CORP (INTC)
CIK: 0000050863
Period of Report: 2016-07-22

Reporting Person: Smith Stacy J (Exec VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-07-22	Common Stock	M	1746	—	Acquired	263772	Direct
2016-07-22	Common Stock	F	912	$34.48	Disposed	262860	Direct
2016-07-22	Common Stock	M	8630	$21.085	Acquired	271490	Direct
2016-07-22	Common Stock	S	8630	$34.4698	Disposed	262860	Direct
2016-07-22	Common Stock	S	20867	$34.4698	Disposed	241993	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-07-22	Restricted Stock Units	$0	M	1746	Disposed		Common Stock (1746)	Direct
2016-07-22	Employee Stock Option (Right to Buy)	$21.085	M	8630	Disposed	2018-01-24	Common Stock (8630)	Direct

Footnotes

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

F2: Shares withheld for payment of tax liability.

F3: Transactions reported on this Form 4 were made pursuant to trading instructions adopted by the undersigned on May 6, 2016 that are intended to comply with Rule 10b5-1(c).

F4: This transaction was executed in multiple trades at prices ranging from $34.29 to $34.59. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F5: Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.

F6: Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on October 22, 2015. If the quarterly vesting date falls on a non-business date, the next business date shall apply.

F7: The option vests in four equal annual installments beginning on the first anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply.