AMD - Advanced Micro Devices Inc.

11/18/2024 | Press release | Distributed by Public on 11/18/2024 15:18

Management Change/Compensation Form 8 K

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Chief Accounting Officer
On November 15, 2024, Ms. Darla Smith informed Advanced Micro Devices, Inc. ("AMD") of her resignation as Corporate Vice President and Chief Accounting Officer of AMD. Effective November 18, 2024, Ms. Smith will cease serving as AMD's Chief Accounting Officer and continue her employment as Corporate Vice President until January 17, 2025 to assist with transition matters. Ms. Smith's resignation is not the result of any dispute or disagreement with AMD, including with respect to any matters relating to AMD's accounting practices or financial reporting.
Appointment of Chief Accounting Officer
On November 13, 2024, the Board of Directors of AMD appointed Mr. Philip Carter, 46, as AMD's Corporate Vice President, Chief Accounting Officer and principal accounting officer effective as of November 18, 2024. Mr. Carter previously served as Corporate Vice President, Chief Accounting Officer at Skyworks Solutions, Inc. where he had worked since February 2017. Mr. Carter is a certified public accountant and a chartered financial analyst. He holds a B.S. in Accounting from California State University, Fullerton and an MBA from the University of Southern California.
Pursuant to an offer letter dated October 9, 2024, between Mr. Carter and AMD (the "Offer Letter"), Mr. Carter's base salary will be $400,000, and he will be eligible for an annual performance bonus target amount of 70% of his base salary under AMD's Annual Incentive Plan. Mr. Carter will also receive a cash sign-on bonus of $250,000, as well as an award of performance-based restricted stock units with a target value of $375,000 and a restricted stock unit award with a target value of $1,125,000 to be granted under AMD's 2023 Equity Incentive Plan. The cash sign-on bonus is subject to repayment on a pro-rated basis if Mr. Carter's service terminates within two years.
There is no arrangement or understanding between Mr. Carter and any other person pursuant to which Mr. Carter was selected as an officer, nor does he have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Carter has no family relationships with any of AMD's directors or executive officers.
A copy of the Offer Letter is attached hereto as Exhibit 10.1 and incorporated herein by reference. The foregoing description of the Offer Letter is qualified in its entirety by reference to the full text of the agreement.