Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the fiscal year ended
December 28, 2019
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to

Commission File Number 001-07882

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware94-1692300
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
2485 Augustine Drive
Santa Clara,
California95054
(Address of principal executive offices)(Zip Code)

(408) 749-4000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

(Title of each class)(Trading symbol)(Name of each exchange on which registered)
Common Stock, $0.01 par value per shareAMDThe NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ¨ No ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files): Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act (check one):

Large accelerated filerýAccelerated filer¨
Non-accelerated filer¨Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes ☐ No ý

As of June 29, 2019, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately $32.8 billion based on the reported closing sale price of $30.37 per share as reported on The NASDAQ Global Select Market (NASDAQ) on June 28, 2019, which was the last business day of the registrant’s most recently completed second fiscal quarter.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: 1,169,661,536 shares of common stock, $0.01 par value per share, as of January 31, 2020.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s proxy statement for the 2020 Annual Meeting of Stockholders (2020 Proxy Statement) are incorporated into Part III hereof. The 2020 Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the registrant’s fiscal year ended December 28, 2019.

Advanced Micro Devices, Inc.

FORM 10-K

For The Fiscal Year Ended December 28, 2019

INDEX

PART I1
ITEM 1.Business1
ITEM 1A.Risk Factors13
ITEM 1B.Unresolved Staff Comments27
ITEM 2.Properties27
ITEM 3.Legal Proceedings28
ITEM 4.Mine Safety Disclosures30
PART II31
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities31
ITEM 6.Selected Financial Data33
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations34
ITEM 7A.Quantitative and Qualitative Disclosure About Market Risk41
ITEM 8.Financial Statements and Supplementary Data43
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure81
ITEM 9A.Controls and Procedures81
ITEM 9B.Other Information82
PART III83
ITEM 10.Directors, Executive Officers and Corporate Governance83
ITEM 11.Executive Compensation83
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters83
ITEM 13.Certain Relationships and Related Transactions and Director Independence83
ITEM 14.Principal Accounting Fees and Services83
PART IV84
ITEM 15.Exhibits, Financial Statements Schedules84
ITEM 16.Form 10-K Summary90
SIGNATURES.90

PART I

Next: Item 1. BUSINESS