Advanced Micro Devices (AMD) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-27 10-K against the 2024-12-28 one, compared heading by heading and sentence by sentence.
Item 1A155 rewritten130 added59 removed413 unchanged
All filing items962 rewritten798 added436 removed1,424 unchanged
Summary
counted, not written
- Item 1A lists 42 risk factor headings: 1 new, 5 reworded and 36 unchanged since FY2024. 3 headings from FY2024 no longer appear.
- Sentence by sentence, 798 added, 436 removed, 962 rewritten and 1,424 unchanged across 23 items that differ.
New Item 1A headings (1)
- We may be required to satisfy financial obligations under guarantees and other commercial commitments.
Removed Item 1A headings (3)
- Intel Corporation’s dominance of the microprocessor market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
- Nvidia’s dominance in the graphics processing unit market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
- Our ability to complete the acquisition of ZT Systems is subject to closing conditions, including the receipt of consents and approvals from government authorities, which may impose conditions that could adversely affect us or cause the acquisition to not be completed.
Reworded Item 1A headings (5)
- Climate change may have
[removed: a long-term][added: an] impact on our business. - Government actions and regulations such as export regulations, [added: import] tariffs, and trade protection measures may limit our ability to export our products to certain customers.
- The agreements governing our notes, our guarantee of the Assumed Xilinx
[removed: Notes,][added: Notes] and[removed: our][added: the] Revolving Credit Agreement impose restrictions on us that may adversely affect our ability to operate our business. - Acquisitions, joint ventures, and/or
[removed: strategic]investments, and the failure to integrate acquired businesses, may fail to materialize their anticipated benefits and could disrupt our business, which could adversely affect our results of operation and financial condition. - Our inability to continue to attract and retain
[removed: qualified personnel][added: key employees] may hinder our business.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
155 rewritten, 130 added, 59 removed, 413 unchanged
[removed: ◦The] [added: - The] markets in which our products are sold are highly competitive and rapidly evolving.
[removed: ◦The] [added: - The] semiconductor industry is highly cyclical and has experienced severe downturns.
[removed: ◦The] [added: - The] demand for our products depends in part on the market conditions in the industries into which they are sold.
[removed: ◦The] [added: - The] success of our business depends on our ability to introduce products on a timely basis with features and performance levels that provide value to our customers while supporting significant industry transitions.
[removed: ◦The] [added: - The] loss of a significant customer may have a material adverse effect on us.
[removed: ◦Economic] [added: - Economic] and market uncertainty may adversely impact our business and operating results.
[removed: ◦Our] [added: - Our] operating results are subject to quarterly and seasonal sales patterns.
[removed: ◦If] [added: - If] we cannot adequately protect our technology or other intellectual property through patents, copyrights, trade secrets, trademarks and other measures, we may lose a competitive advantage and incur significant expenses.
[removed: ◦Unfavorable] [added: - Unfavorable] currency exchange rate fluctuations could adversely affect us.
[removed: ◦We] [added: - We] rely on third parties to manufacture our products, and if they are unable to do so on a timely basis in sufficient quantities and using competitive technologies, our business could be materially adversely affected.
[removed: ◦Essential] [added: - Essential] equipment, materials, substrates or manufacturing processes may not be available to us.
[removed: ◦We] [added: - We] may fail to achieve expected manufacturing yields for our products.
[removed: ◦Our] [added: - Our] revenue from our semi-custom System-on-Chip (SoC) products is dependent upon our semi-custom SoC products being incorporated into customers’ products and the success of those products.
[removed: ◦Our] [added: - Our] products may be subject to security vulnerabilities that could have a material adverse effect on us.
[removed: ◦IT] [added: - IT] outages, data loss, data breaches and cyberattacks could disrupt operations and compromise our intellectual property or other sensitive information, be costly to remediate or cause significant damage to our business, reputation, financial condition and results of operations.
[removed: ◦Uncertainties] [added: - Uncertainties] involving the ordering and shipment of our products could materially adversely affect us.
[removed: ◦Our] [added: - Our] ability to design and introduce new products includes the use of third-party intellectual property.
[removed: ◦We] [added: - We] depend on third-party companies for the design, manufacture and supply of motherboards, software, memory and other computer platform components to support our business and products.
[removed: ◦If] [added: - If] we lose Microsoft Corporation’s support for our products or other software vendors do not design and develop software to run on our products, our ability to sell our products could be materially adversely affected.
[removed: ◦Our] [added: - Our] reliance on third-party distributors and add-in-board (AIB) partners subjects us to certain risks.
[removed: ◦Our] [added: - Our] business depends on the proper functioning of our internal business processes and information systems.
[removed: ◦Our] [added: - Our] products may not be compatible with some or all industry-standard software and hardware.
[removed: ◦Costs] [added: - Costs] related to defective products could have a material adverse effect on us.
[removed: ◦We] [added: - We] may fail to maintain the efficiency of our supply chain as we respond to changes in customer demand.
[removed: ◦We] [added: - We] outsource to third parties certain supply-chain logistics functions.
[removed: ◦We] [added: - We] may be unable to effectively control the sales of our products on the gray market.
[removed: ◦Climate] [added: - Climate] change may have [removed: a long-term] [added: an] impact on our business.
[removed: ◦Government] [added: Government] actions and regulations [added: such as export regulations, import tariffs, and trade protection measures] may limit our ability to export our products to certain [removed: customers.][added: customers.]
[removed: ◦If] [added: - If] we cannot realize our deferred tax assets, our results of operations could be adversely affected.
[removed: ◦Our] [added: - Our] business is subject to potential tax liabilities, including as a result of tax regulation changes.
[removed: ◦We] [added: - We] are party to litigation and may become a party to other claims or litigation.
[removed: ◦We] [added: - We] are subject to environmental laws, conflict minerals regulations, as well as a variety of other laws or regulations.
[removed: ◦Evolving] [added: - Evolving] expectations from governments, investors, customers and other stakeholders regarding corporate responsibility matters could result in additional costs, harm to our reputation and a loss of customers.
[removed: ◦Issues] [added: - Issues] related to the responsible use of AI may result in reputational, competitive and financial harm and liability.
[removed: ◦The] [added: The] agreements governing our notes, our guarantee of [removed: Xilinx’s notes,] [added: the Assumed Xilinx Notes] and [removed: our] [added: the] Revolving Credit Agreement impose restrictions on us that may adversely affect our ability to operate our [removed: business.][added: business.]
[removed: ◦Acquisitions,] [added: - Acquisitions,] joint ventures, and/or [removed: strategic] investments, and the failure to integrate acquired businesses may fail to materialize their anticipated benefits and could disrupt our business.
[removed: ◦Any] [added: - Any] impairment of our tangible, definite-lived intangible or indefinite-lived intangible assets, including goodwill, may adversely impact our financial position and results of operations.
[removed: ◦Our] [added: - Our] worldwide operations are subject to political, legal and economic risks and natural disasters.
[removed: ◦We] [added: - We] may incur future impairments of our technology license purchases.
[removed: ◦Our] [added: - Our] inability to continue to attract and retain [removed: qualified personnel] [added: key employees] may hinder our business.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
- We may be required to satisfy financial obligations under guarantees and other commercial commitments.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Delivering the latest and best products to market on time is critical to revenue growth.
Competition is expected to remain intense, driven by rapid technological change, evolving standards, shifting customer preferences, product obsolescence, and frequent product launches from both established and new competitors.
Some of our competitors may possess stronger market positions, larger customer bases, more design wins, and greater financial, sales, marketing, and distribution resources than us.
As a result, they may be able to acquire market share or limit our ability to do so, more effectively capitalize on new market opportunities, and transition their products more efficiently than we can.
Some competitors are pursuing alternative computing architectures, such as Arm, which could grow the Arm ecosystem and increase competition in consumer, commercial and data center, reducing demand for our products.
Additionally, we may encounter competition from customers who internally develop products to support similar AI workloads to those supported by ours.
Our competitors may use their market position and financial resources to market and price their products in a way to dissuade customers from purchasing from us.
Our competitors’ business practices, including allocation strategies, pricing actions, product mix and introduction schedules, licensing terms, marketing arrangements, product bundling strategies, lack of software inoperability and business acquisitions can limit customers’ ability to choose alternative products, including ours.
In addition, strategic partnerships, acquisitions and business collaborations by and between our competitors may increase competition and adversely affect our business.
For example, in September 2025, Nvidia announced a partnership and investment in Intel to partner on new data center and client platform products.
This partnership may result in increased competition and pricing pressure for our products or could prevent us from participating in other opportunities, which could materially adversely impact our business, financial condition and margins.
The growth of AI is further creating pressure on the semiconductor industry to timely design, manufacture and deliver semiconductor products and solutions to meet customer demand for computing power and AI infrastructure.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Some customers in AI markets may be unable to secure access to internal and external infrastructure, including availability of sufficient data center capacity or energy for the buildout of data centers that use our products.
In addition, construction delays in the scheduled buildout of data centers could impact the timing of customer demand.
Such delays in the buildout of data centers could have a material adverse effect on our business, financial condition and future growth strategy.
Customers may also lack, or be unable to, secure capital to fund their required AI infrastructure and may request alternative financing or deferred‑payment arrangements from vendors and suppliers.
These limitations could delay or reduce the demand for our products, which could negatively impact our revenue.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
The demand for such products in part will depend on the extent to which our customers utilize generative AI solutions in a wide variety of applications as both the near-term and long-term trajectory of such generative AI solutions is unknown.
Product transition risks may increase as the computing industry shifts toward shorter launch cycles and a broader range of accelerated computing platforms.
Product transitions are complex and as such we may ship both new and prior-generation products concurrently.
Customer adoption patterns can vary and while some customers may shift to newer products more quickly and reduce demand for current-generation offerings, other customers may lower their inventory of existing products before purchasing new ones.
The increased frequency of product transitions and expansion of our product portfolio heightens the challenges of managing our supply and demand, which could adversely affect our revenue and inventory management.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
If current or prospective customers default on or delay payments to us, our earnings and cash flow could be adversely impacted.
For example, there is currently an industry-wide memory shortage as the demand for such components has outpaced supply.
The price of memory has also increased as a result of the shortage.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
For example, there is currently an industry-wide memory shortage as the demand for such components has outpaced supply.
The price of memory has also increased as a result of the shortage.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
We leverage AI tools and systems to help support our internal functions and operations.
These systems are increasingly vulnerable to cybersecurity threats, which can significantly impact data security.
◦Intel Corporation’s dominance of the microprocessor market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
◦Nvidia’s dominance in the graphics processing unit market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
◦Our ability to complete the acquisition of ZT Systems is subject to closing conditions.
Intel Corporation’s dominance of the microprocessor market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
Intel also dominates the computer system platform and has a heavy influence on PC manufacturers, other PC industry participants, and benchmarks.
It is able to drive de facto standards and specifications for x86 microprocessors that could cause us and other companies to have delayed access to such standards.
We may be materially adversely affected by Intel’s business practices, including rebating and allocation strategies and pricing actions designed to limit our market share and margins; product mix and introduction schedules; product bundling, marketing and merchandising strategies; and exclusivity payments to its current and potential customers, retailers and channel partners.
We expect Intel to continue to heavily invest substantial resources in marketing, research and development, new manufacturing facilities and other technology companies.
Nvidia’s dominance in the graphics processing unit market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
We may be materially adversely affected by Nvidia’s business practices, including allocation strategies and pricing actions; product mix and introduction schedules; and product bundling strategies.
We expect Nvidia to continue to heavily invest substantial resources in research and development, marketing and other technology companies.
The markets in which our products are sold are highly competitive and rapidly evolving.
We expect that competition will continue to be intense due to rapid technological changes, new and evolving industry standards, changing customer preferences and requirements, and frequent introductions by our competitors or new competitors of products that may provide better performance/experience or that may include additional features that render our products comparatively less competitive.
In addition, we are entering markets with current and new competitors who may be able to adapt more quickly to customer requirements and emerging technologies.
For example, the AI market is subject to rapid technological change, product obsolescence, frequent new product introductions and feature enhancements, changes in end-user requirements and evolving industry trends and legal standards.
We cannot guarantee that we will be able to compete successfully against current or new competitors who may have stronger positions in these new markets or superior ability to anticipate customer requirements and emerging industry trends.
While we see significant opportunity in AI, we expect intense competition from companies such as Nvidia in the supply of GPUs and other accelerators for the AI market.
We may face competition from some of our customers who internally develop the same products as us.
Increased adoption of Arm-based semiconductor designs could lead to further growth and development of the Arm ecosystem.
We may also face delays or disruptions in research and development efforts, or we may be required to invest significantly greater resources in research and development than anticipated.
In addition, the semiconductor industry has seen several mergers and acquisitions over the last number of years.
Further consolidation could adversely impact our business due to there being fewer suppliers, customers and partners in the industry.
If competitors introduce competitive new products into the market before us, demand for our products could be adversely impacted and our business could be adversely affected.
Further, our competitors have significant marketing and sales resources which could increase the competitive environment in a declining market or during challenging economic times, leading to lower prices and a reduction in our margins.
To the extent our competitors introduce competitive new products and technologies into the market before we do, or introduce products and technologies that provide better performance/experience or at better prices, our products and technologies may be comparatively less competitive and our competitive position may weaken, which could adversely harm our business and results of operations.
For example, the United States government enacted the Creating Helpful Incentives to Produce Semiconductors for America and Science Act (CHIPS Act) of 2022 to provide financial incentives to the U.S. semiconductor industry.
For example, our Embedded segment revenue decreased in 2024 as customers continued to normalize their inventory levels.
Over the life of a specific product, the sale price is typically reduced over time.
Any inability of our current or potential future customers to pay us for our products may adversely affect our earnings and cash flow.
We market and sell our products directly to OEMs and through authorized third-party distributors.
Global climate change is also resulting in chronic changes that result in certain natural disasters occurring more frequently or with greater intensity, which could disrupt our operations, or the operations of our third parties.
Data centers depend on access to clean water and reliable energy, thus potential power or water shortages could impair our customers’ ability to expand their data center capacity and consume our products and services, which in turn could adversely impact our ability to generate revenue.
Further, the United States and other countries and coalitions have issued sanctions and revisions to export control and other regulations against Russia, Belarus and the DNR and LNR regions of Ukraine, due to the conflict in Ukraine.
These controls also require us to file a Notified Advanced Computing (NAC) notification with BIS 25 days before shipping certain Versal FPGAs to China, or to customers outside of the United States whose ultimate parent is headquartered in a D5 country (including China).
The NAC notification process could result in BIS prohibiting a shipment or requiring a license application before shipping a product that is the subject of a NAC notification.
Even new products that fall below the licensing thresholds may not be successful because we have no assurances BIS will agree that the alternative products are not subject to the new licensing requirements or that future regulations will not control the alternative products.
There is also a possibility of future tariffs, trade protection measures, import or export regulations or other restrictions imposed on our current and future products, customers, or suppliers by the United States, China or other countries that could have a material adverse effect on our business.
If there are changes to those regulations, or to the categorization of our products under those regulations, our ability to sell our products and services outside the United States may be harmed.
The United States and its allies continue to focus on export restrictions targeting semiconductors associated with AI, including GPUs and associated products and services.
In addition, a significant amount of our deferred tax assets related to net operating losses or tax credits which remain under a valuation allowance could be subject to limitations under Internal Revenue Code Section 382 or 383, separate return loss year rules, or dual consolidated loss rules.
An excerpt. Shown here: 40 of 155 rewritten, 40 of 130 added and 40 of 59 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2025 filing and the FY2024 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
82 rewritten, 92 added, 63 removed, 96 unchanged
The following discussion should be read in conjunction with the Consolidated Financial Statements as of December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023] [added: 28, 2024] and for each of the three years in the period ended December [removed: 28, 2024] [added: 27, 2025] and related notes, which are included in this Annual Report on Form 10-K as well as with the other sections of this Annual Report on Form 10-K, “Part II, Item 8: Financial Statements and Supplementary Data.”
In this section, we will describe the general financial condition and the results of operations of Advanced Micro Devices, Inc. and its wholly-owned subsidiaries (collectively, “us,” “our” or “AMD”), including a discussion of our results of operations for [removed: 2024] [added: 2025] compared to [removed: 2023,] [added: 2024,] an analysis of changes in our financial condition and a discussion of our off-balance sheet arrangements.
Discussions of [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December [removed: 30, 2023.][added: 28, 2024.]
In [removed: 2024,] [added: 2025,] we delivered strong annual revenue growth with net revenue increasing [removed: 14%] [added: 34%] to [removed: $25.8] [added: $34.6] billion, compared to [removed: $22.7] [added: $25.8] billion in [removed: 2023.][added: 2024.]
This growth was driven by the performance of our Data Center and Client [added: and Gaming] segments.
Data Center net revenue of [removed: $12.6] [added: $16.6] billion increased by [removed: 94%] [added: 32%] compared to [removed: $6.5] [added: $12.6] billion in [removed: 2023,] [added: 2024, primarily] driven by [removed: higher sales of] [added: strong demand for] our [added: 5th generation] AMD [removed: Instinct™ GPUs] [added: EPYC™ processors] and AMD [removed: EPYC™ CPUs.][added: Instinct™ MI350 Series GPUs.]
The increase in annual net revenue was partially offset by a decrease in net revenue in our [removed: Gaming and] Embedded [removed: segments.][added: segment.]
Gaming net revenue of [removed: $2.6] [added: $3.9] billion [removed: decreased] [added: in 2025 increased] by [removed: 58%] [added: 51%,] compared to [removed: $6.2] [added: net revenue of $2.6] billion in [removed: 2023.][added: 2024.]
During [removed: the year,] [added: 2025,] we [removed: successfully] launched multiple leadership products and made significant progress executing our AI strategy.
[removed: The demand] [added: Demand] for our [removed: Data Center] [added: data center] AI [removed: accelerator] [added: GPU] products was [removed: very] strong [removed: led by] [added: as] large hyperscale [removed: cloud customers deploying] [added: customers, OEMs and ODMs deployed] our AMD Instinct [removed: MI300X GPU accelerators.][added: MI350X Series GPUs.]
To execute our AI strategy, we brought [removed: together] [added: in] multiple AI teams across AMD to drive development of a comprehensive software ecosystem spanning our full product portfolio.
The increase in operating income was primarily driven by higher revenue, partially offset by [removed: increased R&D investments.][added: higher cost of sales and operating expenses.]
Cash, cash equivalents and short-term investments as of December [removed: 28, 2024] [added: 27, 2025] were [removed: $5.1] [added: $10.6] billion, compared to [removed: $5.8] [added: $5.1] billion at the end of [removed: 2023.][added: 2024.]
Our aggregate principal amount of total debt as of December [removed: 28, 2024] [added: 27, 2025] was [removed: $1.8] [added: $3.3] billion, compared to [removed: $2.5] [added: $1.8] billion as of December [removed: 30, 2023.][added: 28, 2024.]
[removed: During the twelve months ended December 28, 2024,] [added: In 2025,] we returned a total of [removed: $862 million] [added: $1.3 billion] to shareholders through the repurchase of [removed: 5.9] [added: 12.4] million shares of common stock under our stock repurchase program.
As of December [removed: 28, 2024, $4.7] [added: 27, 2025, $9.4] billion remained available for future stock repurchases under this program.
We evaluate our estimates on an on-going basis, including those related to our revenue, inventories, [added: business combinations,] goodwill, long-lived and intangible assets, and income taxes.
We determine the net amount of consideration to which we are entitled by estimating the most likely amount of consideration we expect to receive from the customer after adjustments to the contract price for rights of return and rebates to our original equipment [removed: manufacturers] [added: manufacturer] (OEM) [added: and original design manufacturer (ODM)] customers and rights of return, rebates and price protection on unsold merchandise to our distributor customers.
Our goodwill is contained within [removed: four] [added: three] reporting units: Data Center, [removed: Client, Gaming] [added: Client] and [added: Gaming, and] Embedded.
Significant judgment is required in estimating the fair value of our reporting units to determine if the fair values of those units exceed their carrying [removed: values and an impairment to goodwill is required when a quantitative goodwill impairment test is performed.][added: values.]
We [removed: typically] [added: may] obtain the assistance of third-party valuation specialists to help in determining the fair value of our reporting units.
Based on our annual qualitative impairment test, we concluded [added: that] it is not more likely than not that the carrying value of each reporting unit exceeded its fair value.
The following table provides a summary of net [removed: revenue] [added: revenue, cost of sales] and operating [added: expenses, and operating] income (loss) by segment for [removed: 2024] [added: 2025] and [removed: 2023:][added: 2024:]
| | | | December [removed: 28, 2024] [added: 27, 2025] | | | | | | December [removed: 30, 2023] [added: 28, 2024] | | |
| Data Center | | | $ | [removed: 12,579] [added: 16,635] | | | | | $ | [removed: 6,496] [added: 12,579] | |
| Client | | | [removed: 7,054] [added: 10,640] | | | | | | [removed: 4,651] [added: 7,054] | | |
| Gaming | | | [removed: 2,595] [added: 3,910] | | | | | | [removed: 6,212] [added: 2,595] | | |
| Embedded | | | [removed: 3,557] [added: 3,454] | | | | | | [removed: 5,321] [added: 3,557] | | |
| Total net revenue | | | $ | [removed: 25,785] [added: 34,639] | | | | | $ | [removed: 22,680] [added: 25,785] | |
| Data Center | | | $ | [removed: 3,482] [added: 3,603] | | | | | $ | [removed: 1,267] [added: 3,482] | |
| Embedded | | | [removed: 1,421] [added: 1,243] | | | | | | [removed: 2,628] [added: 1,421] | | |
| All [removed: Other] [added: other] | | | [removed: (4,190)] [added: 4,007] | | | | | | [removed: (4,419)] [added: 4,190] | | |
| Total operating income | | | $ | [removed: 1,900] [added: 3,694] | | | | | $ | [removed: 401] [added: 1,900] | |
Data Center net revenue of [removed: $12.6] [added: $16.6] billion in [removed: 2024] [added: 2025] increased by [removed: 94%,] [added: 32%,] compared to net revenue of [removed: $6.5] [added: $12.6] billion in [removed: 2023.][added: 2024.]
The increase was primarily driven by [removed: higher sales of] [added: strong demand for our] AMD [removed: Instinct GPUs] [added: EPYC™ processors] and AMD [removed: EPYC CPUs.][added: Instinct™ GPU accelerators.]
Data Center operating income was [removed: $3.5] [added: $3.6] billion in [removed: 2024,] [added: 2025,] compared to operating income of [removed: $1.3] [added: $3.5] billion in [removed: 2023.][added: 2024.]
Client net revenue of [removed: $7.1] [added: $10.6] billion in [removed: 2024] [added: 2025] increased by [removed: 52%,] [added: 51%,] compared to net revenue of [removed: $4.7] [added: $7.1] billion in [removed: 2023,] [added: 2024,] primarily [removed: due to] [added: driven by] a [removed: 34%] [added: 31%] increase in unit shipments [added: of processors] and a [removed: 13%] [added: 15%] increase in average selling price [removed: driven by] [added: of processors, reflecting] strong demand for AMD [removed: mobile and] desktop [added: and mobile] Ryzen processors.
Embedded net revenue of [removed: $3.6] [added: $3.5] billion in [removed: 2024] [added: 2025] decreased by [removed: 33%,] [added: 3%,] compared to net revenue of [removed: $5.3] [added: $3.6] billion in [removed: 2023.][added: 2024.]
Embedded operating income was [removed: $1.4] [added: $1.2] billion in [removed: 2024,] [added: 2025,] compared to operating income of [removed: $2.6] [added: $1.4] billion in [removed: 2023.][added: 2024.]
All Other operating loss of [removed: $4.4] [added: $4.0] billion in [removed: 2023] [added: 2025] primarily consisted of [removed: $2.8] [added: $2.3] billion of amortization of acquisition-related intangibles and [removed: $1.4] [added: $1.6] billion of stock-based compensation expense.
Beginning in the first quarter of fiscal year 2025, we combined the Client and Gaming segments into one reportable segment to align with how we manage our business.
All prior period segment data were retrospectively adjusted.
Client and Gaming segment net revenue of $14.6 billion in 2025 increased by 51% compared to $9.6 billion in 2024, primarily driven by strong demand for our AMD Ryzen™ processors, semi-custom game consoles SoCs and Radeon™ gaming GPUs.
Embedded net revenue of $3.5 billion decreased by 3% compared to net revenue of $3.6 billion in 2024, as certain end market demand remained mixed.
Gross margin of 50% increased by 1% compared to 49% in 2024, primarily due to product mix partially offset by approximately $440 million of net inventory and related charges associated with the U.S. government export control on AMD Instinct™ MI308 Data Center GPU products.
A priority in 2025 was accelerating growth in the Data Center segment.
We advanced our AMD AI GPU roadmap to deliver an annual cadence of leadership for AMD Instinct solutions, beginning with the AMD Instinct MI350 Series GPUs in 2025.
Beyond GPUs, we launched the 5th Gen AMD EPYC family of server processors in 2025, which deliver leadership performance and capabilities for a wide range of data center workloads, including AI.
We also expanded the data center portfolio with new networking solutions, including the AMD Pensando™ “Pollara” 400 AI NICs and “Vulcano” AI NICs, which deliver high-speed connectivity across GPU clusters providing high-performance, AI-ready, flexible solutions for scale-out networking.
In addition, we previewed our Helios AI rack-scale platform solution that incorporates all of our data center products (CPUs, GPUs and Networking) to address the growing AI compute requirements.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Across Client and Gaming, we continued to strengthen our leadership with expanding enterprise adoption and a growing portfolio of AMD Ryzen processors.
For gamers, creators and developers, we brought to market AMD Radeon 9000 Series GPUs and Radeon AI PRO 9700 GPUs based on the AMD RDNA 4 graphics architecture to market along new high-performance Ryzen Threadripper™ 9000 Series processors.
Our x86 Embedded portfolio continued to expand in 2025 with the introduction of three new AMD EPYC embedded processor series: AMD EPYC Embedded 9005 Series, EPYC Embedded 4005 Series and EPYC Embedded 2005 Series.
We also made strategic investments through acquisitions to further advance our software capabilities including compiler and AI expertise in machine learning, inference and performance optimization, and enable highly optimized solutions across the stack; to scale our ability to support and develop a variety of photonics and co-packaged optics solutions across next-gen AI systems; and to bring deep expertise in high-speed inference and reasoning-based AI technologies for large-scale deployments, reinforcing our enterprise AI software stack.
We delivered key optimizations and expanded framework and library support in the latest version of AMD ROCm™ software, improving performance for generative AI workloads and simplifying the developer experience across training and inference.
In March 2025, we completed the acquisition of ZT Systems for $3.2 billion in cash and 8.3 million shares of our common stock.
We retained select intellectual property and employees associated with the design operations (ZT Design Business), and in October 2025, we sold the ZT data center infrastructure manufacturing business (ZT Manufacturing Business) to Sanmina Corporation (Sanmina) for $2.4 billion in cash, subject to certain purchase price adjustments, and 1.2 million shares of Sanmina common stock.
We are eligible to receive additional contingent cash consideration of up to $450 million from Sanmina to the extent certain conditions are met.
Sanmina will also be our preferred partner for manufacturing capabilities in building complex AI solutions.
Following the close of the sale of the ZT Manufacturing Business to Sanmina, we retained certain intellectual property and former employees of ZT Systems (ZT Design Business) and settled the contingent consideration liability with the former ZT shareholders and warrant holders.
In October 2025, we entered into a product purchase agreement with OpenAI OpCo, LLC, (OpenAI) to deploy 6 gigawatts of AMD GPUs, with the deployment of the first gigawatt of capacity powered by our AMD Instinct MI450 series products.
Concurrent with the agreement, we issued to OpenAI a warrant to purchase up to an aggregate of 160 million shares of AMD’s common stock at an exercise price of $0.01 per share.
The warrant shares will vest in tranches based on certain AMD Instinct GPU purchase milestones by OpenAI, or its affiliates, or indirectly through third parties, and achievement of specified AMD stock price targets and stock performance.
Each vested tranche is further subject to the fulfillment of certain other technical and commercial conditions prior to exercise.
Subject to certain conditions, the warrant is exercisable through October 5, 2030.
None of the warrant shares met the vesting or exercise conditions and the warrant had no impact to our financial statements for the year ended December 27, 2025.
During the second quarter of fiscal year 2025, the Company recorded approximately $800 million of inventory and related charges on AMD Instinct MI308 Data Center GPU products due to new U.S. export restrictions on certain semiconductors to China.
We applied for and were granted some licenses by the U.S. government that allow us to ship MI308 products to certain China-based customers.
During the fourth quarter of fiscal year 2025, we began shipping products and reversed approximately $360 million of the inventory and related charges recorded earlier in the year.
U.S. government officials have expressed an expectation that the U.S. government will receive 15% of the revenue generated from licensed MI308 sales to China; however, to date, the U.S. government has not published a regulation establishing such requirement.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
*Business Combinations.* We allocate the fair value of purchase consideration for acquisitions meeting the requirement of business combinations to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values.
Such valuations require management to make significant estimates and assumptions, especially with respect to assets and liabilities held for sale, intangible assets and contingent consideration.
Significant estimates and inputs used in valuing acquired assets and liabilities held for sale, developed technology, and other identifiable intangible assets include, but are not limited to, expected future revenue, future changes in technology, useful lives, risk-adjusted discount rates and time and costs to recreate certain assets.
Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates.
Allocation of purchase consideration to identifiable assets and liabilities affects our amortization expense, as acquired finite-lived intangible assets are amortized over their useful life, whereas any indefinite-lived intangible assets, including goodwill, are not amortized.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Client segment net revenue of $7.1 billion in 2024 increased by 52% compared to $4.7 billion in 2023, primarily due to higher sales of our AMD Ryzen™ mobile and desktop processors.
The decrease in net revenue was primarily due to lower semi-custom product revenue.
Embedded net revenue of $3.6 billion decreased by 33% compared to net revenue of $5.3 billion in 2023, as customers normalized their inventory levels.
One of our priorities in 2024 was to accelerate growth in our Data Center segment.
During the year, we unveiled an accelerated AMD Instinct accelerator roadmap to deliver an annual cadence of leadership AI solutions.
To further expand our high-performance server CPU portfolio, we launched our 5th Gen AMD EPYC™ processors, formerly codenamed “Turin,” built with our latest “Zen 5” core architecture designed to deliver leadership performance and efficiency.
We took a major step in our AI PC roadmap with the launch of AMD Ryzen AI 300 Series processors that combine leadership compute capabilities based on our “Zen 5” architecture and an industry-leading neural processing unit (NPU) powered by our XDNA 2 architecture for next-generation AI PCs.
We added to our Ryzen family of desktop CPUs with the Ryzen 9000 series processors for laptop and desktop PCs that deliver leadership performance in gaming, productivity and content creation.
In our Gaming segment, we extended our multigenerational partnership with Sony as they introduced the PlayStation® 5 Pro, which features a new AMD semi-custom SoC designed to deliver increases in graphics and ray tracing performance to enable AI-driven upscaling.
We expanded our adaptive computing portfolio with differentiated solutions with the launch of the new Versal™ Series Gen 2 devices, including the new Versal AI Edge Series Gen 2 and Versal Prime Series Gen 2 adaptive SoCs, which bring preprocessing, AI inference, and postprocessing together in a single device for end-to-end acceleration of AI-driven embedded systems.
We made several key optimizations and introduced new features in the latest AMD ROCm™ software that increased performance in key generative AI workloads, expanded support and optimization for additional frameworks and libraries, and simplified the overall developer experience.
We also made strategic investments to further expand our AI software capabilities with the acquisition of Silo AI Oy (Silo AI), an AI lab based in Finland.
The acquisition of Silo AI enables customers to accelerate development and deployment of AI models on AMD hardware.
Silo AI has also developed a software stack used to train multiple state-of-the-art large language models (LLMs) on AMD Instinct accelerators that can accelerate the development of highly-performant AMD training solutions.
We also focused on extending our data center infrastructure capabilities by entering into an agreement in August 2024 to acquire ZT Group Int’l, Inc. (ZT Systems), a provider of AI and general purpose compute infrastructure for hyperscale computing companies.
We believe that with the acquisition of ZT Systems, we can accelerate time to market for our leadership AI training and inferencing solutions.
The acquisition is expected to close in the first half of fiscal year 2025, subject to certain regulatory approvals and other customary closing conditions.
We intend to seek a strategic partner to acquire ZT Systems' manufacturing business.
Gross margin, as a percentage of net revenue, was 49% for 2024, compared to 46% in 2023.
The increase in gross margin was primarily due to a favorable shift in revenue mix with higher Data Center and Client revenues, lower Gaming revenue, partially offset by the impact of lower Embedded revenue.
Operating income for 2024 was $1.9 billion compared to operating income of $401 million for 2023.
Net income for 2024 was $1.6 billion compared to $854 million in the prior year.
The increase in net income was primarily driven by higher revenue.
We repaid our 2.95% Senior Notes due 2024 with a principal amount of $750 million in June 2024.
Overall, our estimates of inventory carrying value adjustments have been materially consistent with actual results.
The federal valuation allowance maintained is due to limitations, under Internal Revenue Code Section 382 or 383, separate return loss year rules, or dual consolidated loss rules.
| Client | | | 897 | | | | | | (46) | | |
| Gaming | | | 290 | | | | | | 971 | | |
The increase in operating income was primarily due to higher revenue, partially offset by higher R&D investment.
Client
Client operating income was $897 million in 2024, compared to operating loss of $46 million in 2023.
The increase in operating income was primarily due to higher revenue, partially offset by higher operating expenses.
Gaming
Gaming net revenue of $2.6 billion in 2024 decreased by 58%, compared to net revenue of $6.2 billion in 2023.
Gaming operating income was $290 million in 2024, compared to operating income of $971 million in 2023.
The decrease in operating income was primarily driven by lower revenue.
The decrease in net revenue was primarily due to lower demand as customers continued to normalize their inventory levels.
| Restructuring charges | | | 186 | | | | | | | | | — | | | | | | | | | | | |
| Licensing gain | | | (48) | | | | | | | | | (34) | | | | | | | | | | | |
Gross margin as a percentage of net revenue was 49% in 2024 compared to 46% in 2023.
An excerpt. Shown here: 40 of 82 rewritten, 40 of 92 added and 40 of 63 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2025 filing and the FY2024 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
5 rewritten, 11 added, 16 removed, 18 unchanged
As of December [removed: 28, 2024,] [added: 27, 2025,] our investment portfolio consisted of fixed income instruments, time deposits and commercial paper.
A hypothetical 50 basis-point (half percentage point) increase or decrease in interest rates compared to rates on December [removed: 28, 2024] [added: 27, 2025] would have affected the fair value of our cash equivalent and investment portfolio by approximately [removed: $6] [added: $25] million.
As of December [removed: 28, 2024,] [added: 27, 2025,] all of our outstanding long-term debt had fixed interest rates.
As of December [removed: 28, 2024,] [added: 27, 2025,] all of our investments in debt securities were A-rated by at least one of the rating agencies.
All [removed: of our foreign currency] forward contracts mature within 24 months.
Long-term Investment Risk. Our long-term investments are held in both marketable and non-marketable equity securities and other instruments.
Marketable equity securities include investments in publicly traded companies.
Non-marketable equity securities and other instruments include investments in privately held companies, which are often in a start-up or early development stage and are inherently risky.
The technologies of these privately held companies are under research or development, typically in the early stages and may never materialize, and may result in a loss of our investment in these companies.
As of December 27, 2025 and December 31, 2024, the carrying value of our investments in publicly traded companies was $198 million and $0, respectively, and the carrying value of our non-marketable equity securities and other instruments was $1.3 billion and $468 million, respectively.
These securities are subject to a wide variety of market-related risks that could substantially reduce or increase the fair value of our holdings.
We regularly review our non-marketable equity securities and other instruments for potential impairment.
As of December 27, 2025 and December 28, 2024, our portfolio of foreign currency forward contracts had an aggregate notional amount of $3.4 billion and $2.8 billion, respectively.
Our foreign currency forward contracts cover a range of currencies tied to our global operations, including but not limited to the Indian Rupee, Canadian Dollar and Chinese Renminbi.
As of December 27, 2025 and December 28, 2024, the estimated net fair‑value position of these forwards was a $12 million gain and $66 million loss, respectively.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
The following table provides information about our foreign currency forward contracts as of December 28, 2024 and December 30, 2023.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | December 28, 2024 | | | | | | | | | | | | | | | | | | December 30, 2023 | | | | | | | | | | | | | | |
| | | | Notional Amount | | | | | | Average Contract Rate | | | | | | Estimated Fair Value Gain (Loss) | | | | | | Notional Amount | | | | | | Average Contract Rate | | | | | | Estimated Fair Value Gain (Loss) | | |
| | | | (In millions except contract rates) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Foreign currency forward contracts: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Chinese Renminbi | | | $ | 524 | | | | | 6.9946 | | | | | | $ | (9) | | | | | $ | 655 | | | | | 6.7593 | | | | | | $ | (10) | |
| Canadian Dollar | | | 732 | | | | | | 1.3623 | | | | | | (29) | | | | | | 645 | | | | | | 1.3479 | | | | | | 11 | | |
| Indian Rupee | | | 700 | | | | | | 85.9050 | | | | | | (6) | | | | | | 514 | | | | | | 84.6922 | | | | | | 1 | | |
| Taiwan Dollar | | | 28 | | | | | | 29.1567 | | | | | | — | | | | | | 171 | | | | | | 29.3064 | | | | | | (3) | | |
| Singapore Dollar | | | 360 | | | | | | 1.3036 | | | | | | (8) | | | | | | 495 | | | | | | 1.3314 | | | | | | 6 | | |
| Euro | | | 283 | | | | | | 0.8908 | | | | | | (7) | | | | | | 303 | | | | | | 0.9017 | | | | | | 1 | | |
| Pound Sterling | | | 148 | | | | | | 0.7762 | | | | | | (2) | | | | | | 167 | | | | | | 0.8057 | | | | | | 2 | | |
| Malaysian Ringgit | | | 73 | | | | | | 4.2295 | | | | | | (3) | | | | | | — | | | | | | — | | | | | | — | | |
| Total | | | $ | 2,848 | | | | | | | | | | | $ | (66) | | | | | $ | 2,950 | | | | | | | | | | | $ | 8 | |
Item 1. BUSINESS
121 rewritten, 88 added, 53 removed, 181 unchanged
The forward-looking statements relate to, among other things: possible impact of future accounting rules on AMD’s consolidated financial statements; demand for AMD’s products; AMD’s strategy and expected benefits; the growth, change and competitive landscape of the markets in which AMD participates; international sales will continue to be a significant portion of total sales in the foreseeable future; [added: the expectation] that AMD’s cash, cash equivalents, and short-term [removed: investment balances] [added: investments] together with the availability under that certain revolving credit facility (the Revolving Credit Agreement) made available to AMD and certain of its subsidiaries, our commercial paper program, and our cash flows from operations will be sufficient to fund AMD’s [removed: operations] [added: operations,] including capital [removed: expenditures and] [added: expenditures,] purchase [removed: commitments*, *and acquisitions] [added: and lease commitments and strategic activities] over the next 12 months and beyond; AMD’s ability to obtain sufficient external financing on favorable terms, or at all; AMD’s expectation that [removed: actions associated with the 2024 Restructuring Plan will be substantially completed by the end of the first quarter of fiscal year 2025; AMD’s expectation that] based on management’s current knowledge, the potential liability related to AMD’s current litigation will not have a material adverse effect on its financial position, results of operation or cash flows; anticipated ongoing and increased costs related to enhancing and implementing information security controls; revenue allocated to remaining performance obligations that are unsatisfied which will be recognized in the next 12 months; a small number of customers will continue to account for a substantial part of AMD’s revenue and receivables in the future; the expected implications from the development of the legal and regulatory environment relating to emerging technologies such as AI; AMD’s expectation [added: to utilize the cloud service capacity in its operations or assign the capacity; AMD’s expectation] that it will not pay dividends in the near future; AMD’s ability to achieve its corporate responsibility initiatives; expected future AI technology trends and developments; the expected benefits of AMD’s [removed: acquisition of Silo AI Oy (Silo AI); AMD’s anticipated acquisition of ZT Group Int’l, Inc. (ZT Systems) and the anticipated timing of the transaction; AMD’s intention to seek a strategic partner to acquire ZT Systems' manufacturing business;] [added: acquisitions;] and AMD’s expectation to fund stock repurchases through cash generated from operations.
For a discussion of the factors that could cause actual results to differ materially from the forward-looking statements, see “Part I, Item [removed: 1A-Risk] [added: 1A—Risk] Factors” and the “Financial Condition” section set forth in “Part II, Item 7-Management’s Discussion and Analysis of Financial Condition and Results of Operations,” or MD&A, and such other risks and uncertainties as set forth below in this report or detailed in our other Securities and Exchange Commission (SEC) reports and filings.
AMD [removed: is the] [added: drives innovation in] high performance and [removed: adaptive] [added: AI] computing [removed: leader, powering the products and services that help] [added: to] solve the world’s most important challenges.
[removed: With our] [added: Our] high-performance product [removed: portfolios, we deliver] [added: portfolios provide] differentiated solutions, [removed: such as our] [added: including] semi-custom System-on-Chip (SoCs), [removed: Adaptive SoCs,] [added: adaptive SoCs] and accelerated processing units [removed: (APUs), and platform level client computing devices, embedded platforms and servers for our customers.][added: (APUs).]
[removed: We offer a deep portfolio of] [added: For] data [removed: center computing solutions including] [added: centers, we offer] AI accelerators, microprocessors (CPUs), graphic processing units (GPUs), data processing units (DPUs), [removed: Smart] [added: AI] Network Interface Cards [removed: (SmartNICs),] [added: (AI NICs)] and field programmable gate arrays [removed: (FPGAs), to meet the vast computing performance requirements of today’s data centers, supercomputers, AI and Machine Learning (ML) data center environments and cloud environments.][added: (FPGAs).]
[removed: We drive innovation with] [added: In client computing,] our [removed: line-up of] CPUs, APUs and chipsets for desktops and [removed: notebooks, to bring] [added: notebooks deliver] performance, efficiency, AI capabilities and modern security features [removed: to] [added: for] gamers, creators, consumers and enterprises.
Our GPUs, including discrete [removed: GPUs, semi-custom SoC products] [added: GPUs] and [removed: development services, work together] [added: semi-custom SoCs, are combined] with software to power immersive gaming experiences [removed: for] [added: across] PCs, game consoles and cloud gaming services.
[removed: We are a leader in] [added: Our] embedded [removed: computing, where we deliver high-performance and scalability across a full] [added: computing] portfolio [removed: of] [added: delivers high-performance, scalable solutions across] CPUs, APUs, FPGAs, [removed: system on modules] [added: System-on-Modules] (SOMs) and [removed: Adaptive] [added: adaptive] SoCs [removed: that are used in a variety of markets, including] [added: for markets such as] automotive, industrial, healthcare, storage and [removed: networking.][added: networking with integrated AI processing capabilities.]
[removed: Our] [added: We develop comprehensive] software stacks [added: that] include development tools, [removed: compilers,] [added: compilers] and drivers [removed: for] [added: to enable] our [added: high-performance] CPUs, APUs, GPUs and FPGAs.
We work closely with our customers to define [removed: and develop customized] solutions [removed: to] precisely [removed: match] [added: matching] their [added: system] requirements.
[removed: We invest] [added: Our investments] in [removed: innovative technology and solutions] [added: technologies] such as our custom-ready chiplet platform and AMD Infinity [removed: Architecture] [added: Fabric™ switch position us] to maintain our leadership [removed: position] as a custom-design silicon provider of choice.
We believe [removed: that] AI is [removed: defining] [added: shaping] the next era of computing and [removed: that the] [added: its] full potential [removed: of AI] will be realized when [removed: the technology is] [added: it becomes] pervasive across cloud, edge and [removed: end] [added: endpoint] devices.
[removed: One of our priorities in 2024] [added: In 2025, a key priority] was [removed: to accelerate] [added: accelerating] growth in our Data Center segment.
[removed: The demand] [added: Demand] for our data center AI accelerator products was [removed: very] strong as large [removed: hyperscaler] [added: hyperscale] customers, OEMs and ODMs deployed our AMD Instinct™ [removed: MI300X] [added: MI350X Series] GPUs.
[removed: We announced our] [added: Beyond GPUs, we launched the] 5th Gen AMD EPYC™ family of server [removed: processors, providing] [added: processors in 2025, which deliver] leadership performance and capabilities for a wide range of data center [removed: workloads.][added: workloads, including AI.]
[removed: During the year,] [added: In 2025,] we [removed: made several] [added: introduced] key optimizations and [removed: additional features in the latest AMD ROCm software that increases performance in key generative AI workloads, adds] expanded support [removed: and optimization] for [removed: additional] frameworks and libraries, [added: improving performance for generative AI workloads] and [removed: simplifies] [added: simplifying] the [removed: overall] developer experience.
Our [removed: four] [added: three] reportable segments are:
- the Data Center segment, which primarily includes AI accelerators, [removed: server CPUs,] [added: CPUs for servers,] GPUs, APUs, DPUs, [removed: FPGAs, SmartNICs,] [added: AI NICs, FPGAs] and [removed: Adaptive] SoC products for data centers;
- the Client [added: and Gaming] segment, which primarily includes CPUs, APUs, [removed: and] chipsets for desktops and [removed: notebooks;][added: notebooks, discrete GPUs, and semi-custom SoC products and development services; and]
- the Embedded segment, which primarily includes embedded CPUs, [removed: GPUs,] APUs, FPGAs, SOMs, and [removed: Adaptive] [added: adaptive] SoC products.
Beginning [removed: with our] [added: in the first quarter of] fiscal year [removed: ending December 27,] 2025, we [removed: plan to combine] [added: combined] the Client and Gaming segments into one reportable segment to align with how we manage our business.
The Data Center segment primarily includes server-class CPUs, GPUs, AI accelerators, DPUs, [added: AI NICs,] FPGAs, [removed: SmartNICs,] and [removed: Adaptive] [added: adaptive] SoC products.
Different combinations of CPUs, GPUs, DPUs, [removed: FPGAs, SmartNICs,] [added: AI NICs, FPGAs] and [removed: Adaptive] [added: adaptive] SoCs enable the optimization of performance and power for a diverse set of workloads.
Server CPUs. Our CPUs for server platforms currently include the AMD [removed: EPYC] [added: EPYC™] Series processors.
Data Center GPUs. Our AMD [removed: Instinct] [added: Instinct™] family of GPU [removed: accelerator] products, including AMD Instinct MI200, [removed: MI300 and] [added: MI300,] MI325 [added: and MI350] series, are based on AMD CDNA™ [removed: architecture.][added: architecture and designed for AI training, inference and exascale-class scientific computing.]
Our visual cloud GPU offerings include products in the [added: AMD] Radeon™ PRO V families.
Devices include the [removed: Virtex™ and] [added: Virtex™,] Kintex™, Artix™, and Spartan™ FPGA products, as well as [removed: Zynq™, Zynq MPSoC,] [added: Zynq™] and Versal™ [removed: Adaptive SoC products.][added: adaptive SoCs.]
Our Alveo™ accelerator cards provide a platform for accelerating multiple data center workloads at the edge or [added: in] the cloud.
Networking Products. Our [added: AMD] Pensando™ DPUs and comprehensive networking software stack offload data center infrastructure services from the host [removed: CPU,] [added: CPU and] are used by large Infrastructure as a Service (IaaS) cloud providers to accelerate workload performance for hosted virtualized and bare-metal offerings.
The AMD Solarflare™ portfolio [removed: offers a comprehensive] [added: continues to offer] low latency networking [removed: solution that combines] [added: solutions for capital markets, including] hardware adapters [removed: with] [added: and] the Onload™ [removed: family of] user space networking libraries.
Client [added: and Gaming] Segment
Our CPUs and APUs power PCs that [removed: have become] [added: are] an integral part of how customers work, learn and play.
Desktop CPUs. Our [removed: CPUs and APUs for] desktop [removed: platforms currently] [added: CPU and APU offerings] include the AMD [removed: Ryzen] [added: Ryzen™] and AMD Ryzen Threadripper™ processors.
[removed: We launched the] [added: The] Ryzen 9000 [removed: series] [added: Series] processors [removed: featuring] [added: feature] “Zen 5” cores, along with X3D models featuring 2nd generation AMD 3D V-Cache™ technology for leadership gaming performance.
[removed: We released] [added: In 2025, we launched] AMD Ryzen AI 300 Series processors featuring a [added: next generation] NPU [removed: for next-generation AI PCs featuring] [added: supporting Microsoft Copilot+ PCs,] our latest “Zen 5” architecture [removed: in 2024.][added: and our AMD RDNA™ 3.5 graphics architecture.]
Our AMD Ryzen 8000 Series mobile processors, built on the “Zen 4” [added: architecture] feature our first generation NPU, and [removed: AMD] [added: our] Ryzen [removed: 6000] [added: 10] and [removed: 5000 Series] [added: 100 series] mobile processors, [removed: which are] powered by both our “Zen 2” and “Zen 3+” core architectures, [added: all] address mainstream consumer and commercial markets.
[removed: We launched our] [added: Our] AMD Ryzen AI PRO 300 [removed: series, bringing] [added: Series, brings] world-class security and [removed: manageability and] [added: manageability, with] leadership productivity, battery [removed: life,] [added: life] and AI capabilities to business notebooks and mobile workstations.
[removed: Our commitment to high performance leadership continued with] [added: In 2025, we also launched] the [removed: launch of] AMD Ryzen PRO 200 Series mobile processors that expand our commercial CPU portfolio [removed: to enable] [added: enabling high performance] PCs spanning a range of price points.
[removed: The] [added: For desktops, the] AMD Ryzen PRO 8000G [removed: series] [added: Series] desktops offer an integrated AI [removed: desktop] solution for enterprises, and our AMD Ryzen Threadripper PRO CPU enables leadership [removed: performance] [added: performance, expanded memory bandwidth and platform reliability] for premium workstations.
Chipsets. We offer a full suite of chipset products to support our AMD Ryzen and AMD [added: Ryzen] Threadripper platforms, for entry level through professional workstation desktop systems.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
AMD technology powers billions of experiences across cloud and AI infrastructure, embedded systems, AI PCs and gaming.
With a broad portfolio of AI-optimized CPUs, GPUs, networking and software, AMD delivers full-stack solutions that help customers turn data into breakthroughs, with the speed and scale needed for a new era of intelligent computing.
We offer ultra-low latency networking solutions.
We also offer data center rack-scale platform designs that incorporate AMD data center products to meet the growing performance demands of AI supercomputers and machine learning workloads.
By bringing NPU‑accelerated AI capabilities directly into mainstream x86 platforms, we established a differentiated technology footprint that supports a growing ecosystem of AI‑enabled applications and lays the groundwork for the multi‑generation Ryzen™ AI roadmap that continues to expand our leadership.
We have a comprehensive and open AI software stack to support the diverse set of AI ecosystems across frameworks, large and small language models and applications.
By working closely with customers, we deliver customized solutions that meet their evolving needs, leveraging our broad IP portfolio and leadership in design, integration and advanced packaging.
With our compute engines, intellectual property, software enablement and deep expertise, AMD is positioned to lead in this next computing era.
Our broad portfolio spans supercomputing, cloud, edge, embedded and end devices, providing the unique opportunity to make AMD the end-to-end AI leader.
We advanced our AMD AI GPU roadmap to deliver an annual cadence of leadership for AMD Instinct solutions, beginning with the AMD Instinct MI350 Series GPUs in 2025.
In addition, we previewed our “Helios” AI rack-scale platform solution that incorporates all of our data center products (CPUs, GPUs and Networking) to address the growing AI compute requirements.
We strengthened our AI leadership through a number of strategic acquisitions during the year.
In March 2025, we acquired ZT Group Int’l, Inc. (ZT Systems), where we retained certain intellectual property and employees associated with the design operations (ZT Design Business).
This acquisition enables us to deliver end-to-end AI solutions and accelerate the design and deployment of AMD-powered AI infrastructure at scale optimized for the cloud.
In October 2025, we sold the ZT data center infrastructure manufacturing business (ZT Manufacturing Business) to Sanmina Corporation (Sanmina).
We made other strategic acquisitions during the year to advance our software capabilities and enable highly optimized solutions across the stack, support co-packaged optics solutions for next-generation AI systems, and bring deep expertise in high-speed inference and reasoning-based AI technologies for large-scale deployments.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
We believe that AI systems will require not only powerful chips, but also full-stack innovation across compute, networking, systems architecture and software.
AMD is uniquely positioned to deliver across this stack, combining industry-leading CPUs, GPUs and adaptive SoCs with networking, software and system integration expertise.
We continue to invest in software capabilities and the open ecosystem through the AMD ROCm™ platform, delivering new features for high-performance AI training and inference.
In October 2025, we entered into a product purchase agreement with OpenAI OpCo, LLC, (OpenAI) to deploy 6 gigawatts of AMD GPUs, with the deployment of the first gigawatt of capacity powered by our AMD Instinct MI450 series products.
This multiyear strategic partnership with OpenAI demonstrates our continued execution of hardware, software and full-stack solutions roadmaps.
All prior period segment data were retrospectively adjusted.
From time to time, the Company may also sell or license portions of its IP portfolio.
Our 5th generation AMD EPYC family of server processors delivers improved performance and efficiency for AI, cloud and enterprise workloads.
We also announced next-generation AMD Instinct MI355X GPUs for large-scale AI deployments.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
We introduced our AMD Pensando “Pollara” 400 AI NICs and “Vulcano” AI NICs, which deliver high-speed connectivity across GPU clusters providing high-performance, AI-ready, flexible solutions for scale-out networking.
Client Business
The Client market encompasses the global personal computing ecosystem, including desktop and notebook PCs sold primarily through OEMs, distributors and select direct customers.
Our products consist mainly of x86 CPUs and APUs marketed under the AMD Ryzen™ and AMD Ryzen™ AI brands for consumer, commercial and enthusiast segments.
Our customers focus on a combination of performance, efficiency, reliability, and value that aligns with their specific use cases.
We built a leadership roadmap across these areas and are continuing to further differentiate end user experiences by infusing AI across our portfolio.
In 2025, we launched processors for gaming and content creation with Ryzen 9 9950X3D and Ryzen 9 9900X3D.
In January 2026, we announced the Ryzen 7 9850X3D, in addition to our Ryzen 7 9800X3D series.
Our Ryzen Threadripper™ 9000 Series processors for professional workstations feature increased core counts, expanded memory bandwidth and updated platform capabilities.
Our portfolio also includes a broad range of Ryzen 9000 and Ryzen series desktop processors featuring a wide range of capabilities and price points for the growing Socket AM5 platform.
In 2025, we released additional AMD Ryzen G Series processors with integrated advanced graphics to extend the longevity of the Socket AM4 platform.
Notebook CPUs. Our latest mobile processors are designed to deliver premium laptop experiences with local AI.
Our technologies advance the future of data centers, powering the cloud services that have become an essential part of how we work, game, and connect to network, PCs, edge computing, and artificial intelligence (AI).
We drive innovation through high-performance and adaptive computing technology, software and product leadership.
We also incorporate dedicated AI processing capabilities into our embedded portfolio.
We develop world-class software stacks that are used to enable our high-performance products.
We enable this by combining our broad portfolio of high-performance IP with our leadership design and packaging to deliver world-class customized solutions to our customers.
We believe AMD has the compute engines, intellectual property, software capabilities and expertise to be a leader in this next computing era with a broad, portfolio of high-performance compute engines spanning across supercomputing, cloud, edge, embedded and end devices.
We believe we have a unique opportunity to make AMD the end-to-end AI leader based on the breadth of our technology and product portfolios.
Our AI strategy is focused on three priorities.
The first is delivering a broad portfolio of high-performance adaptive hardware and software solutions.
The second is expanding the deep and collaborative partnerships we have established across the ecosystem to accelerate deployments of AMD based AI solutions at scale.
And the third is providing compelling user experiences to extend the open and proven software platform we have established that enables our AI hardware to be deployed more broadly and easily.
During the year, we announced that we have accelerated our AMD AI accelerator roadmap to deliver an annual cadence of leadership AMD Instinct solutions.
During the year, we completed the acquisition of Silo AI Oy (Silo AI), an AI lab based in Finland.
The acquisition of Silo AI expanded our capability to accelerate development and deployment of AI models on AMD hardware.
Silo AI has also developed a software stack used to train multiple state-of-the-art large language models (LLMs) on AMD Instinct accelerators that can accelerate the development of highly-performant AMD training solutions.
We also focused on building our data center AI rack and data center-scale solutions capabilities by entering into an agreement to acquire ZT Group Int’l, Inc. (ZT Systems), a provider of AI and general purpose compute infrastructure for hyperscale computing companies in August 2024.
We believe that with the acquisition of ZT Systems, we can deliver leadership training and inferencing solutions that can accelerate time to deployment for our AMD Instinct platforms.
The acquisition is expected to close in the first half of fiscal year 2025, subject to certain regulatory approvals and other customary closing conditions.
We intend to seek a strategic partner to acquire ZT Systems' manufacturing business.
We continued to invest in driving software capabilities and the open ecosystem to deliver powerful new features and capabilities in the AMD ROCm™ open software stack, bringing the latest features to highly-performant AI training and inference on AMD platforms.
- the Gaming segment, which primarily includes discrete GPUs, semi-custom SoC products and development services; and
As a result, we will have three reportable segments: Data Center, Client and Gaming, and Embedded.
We recently announced our 5th generation AMD EPYC family of server processors, further expanding our high-performance server CPU portfolio.
AMD Instinct accelerators are designed to address the growing demand for AI training and inferencing and exascale-class scientific computing.
AMD Solarflare products are the preferred networking solution for capital markets, enabling customers to develop a wide range of high-performance applications across the entire trading ecosystem.
Our 7000-series Ryzen desktop processors also feature models which include our 1st generation AMD 3D V-Cache technology.
Our latest AMD Ryzen G-Series processors integrate advanced graphics.
Notebook CPUs. Our AMD Ryzen mobile processors offer a leadership combination of performance, battery life, and immersive visual experiences for PCs.
Our AMD Ryzen Z1 Series deliver immersive experiences for handheld gaming systems.
Commercial CPUs. The AMD PRO solutions include mobile laptops, desktops and workstations for large enterprise, mid-market and the small and medium business (SMB) customers.
Our AMD PRO technology solution offers enterprise-class security features manageability, reliability and extended image stability, for commercial client PCs.
We work closely with our customers to define solutions to precisely match the requirements of the device or application.
In 2024, Sony launched the PlayStation 5 Pro with additional graphics performance and AI capabilities compared to the original PlayStation 5.
Discrete Desktop and Notebook GPUs. Our AMD Radeon discrete GPU processors for desktop and notebook PCs support current generation application programming interfaces (APIs) like DirectX® 12 Ultimate and Vulkan®, support high-refresh rate displays and include the latest technologies for immersive gaming experiences and high-performance AI/ML computing.
Our current Radeon RX 7000 Series graphics, based on the AMD RDNA™ 3 architecture, deliver high performance for the latest gaming and creation workloads.
Legacy Product Families. We offer prior generation high-end Virtex™ and low-end Spartan™ FPGA families as well as the original Virtex and Spartan families.
Our prior generations of Complex Programmable Logic Devices (CPLD) include the CoolRunner™ and XC9500 product families.
CPLDs are single-chip, nonvolatile solutions characterized by instant-on and universal interconnect and operate on the lowest end of the programmable logic density spectrum.
We expect that competition will continue to be intense due to rapid technological changes, frequent product introductions by our competitors or new competitors of products that may provide better performance or experiences or that may include additional features that render our products comparatively less competitive.
Competition in Client Segment
An excerpt. Shown here: 40 of 121 rewritten, 40 of 88 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2025 filing and the FY2024 filing.
Item 3. LEGAL PROCEEDINGS
1 rewritten, 0 added, 0 removed, 0 unchanged
For a discussion of our legal proceedings, refer to Note [removed: 18] [added: 12] – [added: Commitments and] Contingencies of the Notes to Consolidated Financial Statements (Part II, Item 8 of this Form 10-K).
Cover and table of contents
29 rewritten, 5 added, 5 removed, 79 unchanged
| | | | For the fiscal year ended December [removed: 28, 2024] [added: 27, 2025] | | |
[removed: ][added: ]
As of June 28, [removed: 2024,] [added: 2025,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately [removed: $261.4] [added: $232.3] billion based on the reported closing sale price of [removed: $162.21] [added: $143.81] per share as reported on The NASDAQ Global Select Market (NASDAQ) on June [removed: 28, 2024,] [added: 27, 2025,] 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: [removed: 1,620,477,962] [added: 1,630,410,843] shares of common stock, $0.01 par value per share, as of January 30, [removed: 2025.][added: 2026.]
Portions of the registrant’s proxy statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders [removed: (2025] [added: (2026] Proxy Statement) are incorporated into Part III hereof.
The [removed: 2025] [added: 2026] Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the registrant’s fiscal year ended December [removed: 28, 2024.][added: 27, 2025.]
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| [ITEM [removed: 13.](#i28398ba5d4ad4cb2864e07e4242b140b_223)] [added: 13.](#i597c59c6d5f1435f9e98177202b657fc_232)] | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#i28398ba5d4ad4cb2864e07e4242b140b_223)] [added: Independence](#i597c59c6d5f1435f9e98177202b657fc_232)] | | | [removed: [93](#i28398ba5d4ad4cb2864e07e4242b140b_223)] [added: [97](#i597c59c6d5f1435f9e98177202b657fc_232)] | | |
| [ITEM [removed: 14.](#i28398ba5d4ad4cb2864e07e4242b140b_226)] [added: 14.](#i597c59c6d5f1435f9e98177202b657fc_235)] | | | [Principal Accountant Fees and [removed: Services](#i28398ba5d4ad4cb2864e07e4242b140b_226)] [added: Services](#i597c59c6d5f1435f9e98177202b657fc_235)] | | | [removed: [93](#i28398ba5d4ad4cb2864e07e4242b140b_226)] [added: [97](#i597c59c6d5f1435f9e98177202b657fc_235)] | | |
| [ITEM [removed: 15.](#i28398ba5d4ad4cb2864e07e4242b140b_232)] [added: 15.](#i597c59c6d5f1435f9e98177202b657fc_241)] | | | [Exhibits and Financial Statement [removed: Schedules](#i28398ba5d4ad4cb2864e07e4242b140b_232)] [added: Schedules](#i597c59c6d5f1435f9e98177202b657fc_241)] | | | [removed: [94](#i28398ba5d4ad4cb2864e07e4242b140b_232)] [added: [98](#i597c59c6d5f1435f9e98177202b657fc_241)] | | |
| [ITEM [removed: 16.](#i28398ba5d4ad4cb2864e07e4242b140b_241)] [added: 16.](#i597c59c6d5f1435f9e98177202b657fc_250)] | | | [Form 10-K [removed: Summary](#i28398ba5d4ad4cb2864e07e4242b140b_241)] [added: Summary](#i597c59c6d5f1435f9e98177202b657fc_250)] | | | [removed: [100](#i28398ba5d4ad4cb2864e07e4242b140b_241)] [added: [105](#i597c59c6d5f1435f9e98177202b657fc_250)] | | |
| [PART I](#i597c59c6d5f1435f9e98177202b657fc_10) | | | | | | [1](#i597c59c6d5f1435f9e98177202b657fc_10) | | |
| [PART II](#i597c59c6d5f1435f9e98177202b657fc_34) | | | | | | [45](#i597c59c6d5f1435f9e98177202b657fc_34) | | |
| [PART III](#i597c59c6d5f1435f9e98177202b657fc_220) | | | | | | [97](#i597c59c6d5f1435f9e98177202b657fc_220) | | |
| [PART IV](#i597c59c6d5f1435f9e98177202b657fc_238) | | | | | | [98](#i597c59c6d5f1435f9e98177202b657fc_238) | | |
| [SIGNATURES](#i597c59c6d5f1435f9e98177202b657fc_253). | | | | | | [106](#i597c59c6d5f1435f9e98177202b657fc_253) | | |
| [PART I](#i28398ba5d4ad4cb2864e07e4242b140b_10) | | | | | | [1](#i28398ba5d4ad4cb2864e07e4242b140b_10) | | |
| [PART II](#i28398ba5d4ad4cb2864e07e4242b140b_34) | | | | | | [41](#i28398ba5d4ad4cb2864e07e4242b140b_34) | | |
| [PART III](#i28398ba5d4ad4cb2864e07e4242b140b_211) | | | | | | [93](#i28398ba5d4ad4cb2864e07e4242b140b_211) | | |
| [PART IV](#i28398ba5d4ad4cb2864e07e4242b140b_229) | | | | | | [94](#i28398ba5d4ad4cb2864e07e4242b140b_229) | | |
| [SIGNATURES](#i28398ba5d4ad4cb2864e07e4242b140b_244). | | | | | | [101](#i28398ba5d4ad4cb2864e07e4242b140b_244) | | |
Item 1B. UNRESOLVED STAFF COMMENTS
0 rewritten, 1 added, 0 removed, 1 unchanged
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 1C. CYBERSECURITY
3 rewritten, 2 added, 0 removed, 25 unchanged
- a security team principally responsible for managing [removed: (1)] our cybersecurity risk assessment processes, [removed: (2)] our security controls, and [removed: (3)] our detection and response to cybersecurity incidents;
[removed: *See] [added: See] “Risk Factors - IT outages, data loss, data breaches and cyberattacks could disrupt operations and compromise our intellectual property or other sensitive information, be costly to remediate or cause significant damage to our business, reputation, financial condition and results of [removed: operations.”*][added: operations.”]
Our CISO has over [removed: 19] [added: 20] years of experience in cybersecurity including security operations, security architecture, identity and access management, cloud security, vulnerability management, and application/product security, policy, and compliance.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Together the CIO and the CISO keep management informed and updated on the cyber risk management program, key cyber risks, and significant incidents.
Item 2. PROPERTIES
2 rewritten, 0 added, 0 removed, 4 unchanged
As of December [removed: 28, 2024,] [added: 27, 2025,] we have approximately [removed: 6] [added: 6.8] million square feet of space for research and development, engineering, administrative and warehouse use throughout the world.
These facilities include approximately [removed: 5] [added: 5.4] million square feet of leased space and approximately [removed: 1] [added: 1.4] million square feet of owned space.
Item 4. MINE SAFETY DISCLOSURES
0 rewritten, 1 added, 0 removed, 2 unchanged
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
6 rewritten, 6 added, 14 removed, 15 unchanged
On January [removed: 24, 2025,] [added: 30, 2026,] there were [removed: 5,028] [added: 5,094] registered holders of our common stock, and the closing price of our common stock was [removed: $122.84] [added: $236.73] per share as reported on NASDAQ.
We have an approved stock repurchase program authorizing repurchases of up to [removed: $12] [added: $14] billion of our common stock (Repurchase Program).
During fiscal year [removed: 2024,] [added: 2025,] we withheld approximately [removed: 4.6] [added: 3.8] million shares at an average price of [removed: $154.53] [added: $164.86] per share as payment of withholding taxes in connection with the vesting and exercise of equity awards.
The following graph shows a five-year comparison of cumulative total return on our common stock, the S&P 500 Index and the S&P 500 Semiconductors Index from December [removed: 28, 2019] [added: 26, 2020] through December [removed: 28, 2024,] [added: 27, 2025,] assuming reinvestment of dividends.
[removed: ][added: ]
| Company / Index | | | [removed: 12/28/2019 | | |] 12/26/2020 | | | 12/25/2021 | | | 12/31/2022 | | | 12/30/2023 | | | 12/28/2024 | | | [added: 12/27/2025 | | |]
No shares were repurchased during the three months ended December 27, 2025.
As of December 27, 2025, $9.4 billion remained available for future stock repurchases under the Repurchase Program.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| Advanced Micro Devices, Inc. | | | $100 | | | $ | 159 | | $ | 71 | | $ | 161 | | $ | 136 | | $ | 234 | |
| S&P 500 Index | | | $100 | | | $ | 129 | | $ | 107 | | $ | 135 | | $ | 171 | | $ | 201 | |
| S&P 500 Semiconductors Index | | | $100 | | | $ | 153 | | $ | 96 | | $ | 201 | | $ | 383 | | $ | 547 | |
The following table provides information relating to our repurchase of common stock during the fourth quarter of fiscal year 2024:
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Date of Repurchase | | | Total Number of Shares Repurchased | | | | | | Average Price Paid per Share | | | | | | Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs | | | | | | Approximate Dollar Value of Shares That May Yet be Purchased Under the Plans or Programs | | |
| | | | | | | | | | | | | | | | | | | | | | (In millions) | | |
| Sept. 29, 2024 - Oct. 26, 2024 | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 4,949 | |
| Oct. 27, 2024 - Nov. 23, 2024 | | | 1,801,675 | | | | | | $ | 138.63 | | | | | 1,801,675 | | | | | | $ | 4,699 | |
| Nov. 24, 2024 - Dec. 28, 2024 | | | 47,984 | | | | | | $ | 134.04 | | | | | 47,984 | | | | | | $ | 4,693 | |
| Total | | | 1,849,659 | | | | | | | | | | | | 1,849,659 | | | | | | | | |
| Advanced Micro Devices, Inc. | | | $100 | | | $ | 199 | | $ | 316 | | $ | 140 | | $ | 319 | | $ | 271 | |
| S&P 500 Index | | | $100 | | | $ | 116 | | $ | 151 | | $ | 124 | | $ | 157 | | $ | 199 | |
| S&P 500 Semiconductors Index | | | $100 | | | $ | 140 | | $ | 214 | | $ | 134 | | $ | 282 | | $ | 537 | |
Unregistered Sales of Equity Securities
None.
Item 6. [RESERVED]
0 rewritten, 1 added, 0 removed, 0 unchanged
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
435 rewritten, 314 added, 213 removed, 507 unchanged
| | | | Year Ended | | | | | | | | | [removed: | | | | | |]
| | | | December [removed: 28, 2024] [added: 27, 2025] | | | | | | December [removed: 30, 2023] [added: 28, 2024] | | | | | | December [removed: 31, 2022] [added: 30, 2023] | | |
| Net revenue | | | $ | [removed: 25,785] [added: 34,639] | | | | | $ | [removed: 22,680] [added: 25,785] | | | | | $ | [removed: 23,601] [added: 22,680] | |
| Cost of sales | | | [removed: 12,114] [added: 16,456] | | | | | | [removed: 11,278] [added: 12,114] | | | | | | [removed: 11,550] [added: 11,278] | | |
| Amortization of acquisition-related intangibles | | | [removed: 946] [added: 1,031] | | | | | | [removed: 942] [added: 946] | | | | | | [removed: 1,448] [added: 942] | | |
| Total cost of sales | | | [removed: 13,060] [added: 17,487] | | | | | | [removed: 12,220] [added: 13,060] | | | | | | [removed: 12,998] [added: 12,220] | | |
| Gross profit | | | [removed: 12,725] [added: 17,152] | | | | | | [removed: 10,460] [added: 12,725] | | | | | | [removed: 10,603] [added: 10,460] | | |
| Research and development | | | [removed: 6,456] [added: 8,091] | | | | | | [removed: 5,872] [added: 6,456] | | | | | | [removed: 5,005] [added: 5,872] | | |
| Marketing, [removed: general] [added: general,] and administrative | | | [removed: 2,783] [added: 325] | | | | | | [removed: 2,352] [added: 307] | | | | | | [removed: 2,336] [added: 352] | | |
| Amortization of acquisition-related intangibles | | | [removed: 1,448] [added: 1,223] | | | | | | [removed: 1,869] [added: 1,448] | | | | | | [removed: 2,100] [added: 1,869] | | |
| Restructuring charges | | | [removed: 186] [added: —] | | | | | | [removed: —] [added: 186] | | | | | | — | | |
| Licensing gain | | | [removed: (48)] [added: (67)] | | | | | | [removed: (34)] [added: (48)] | | | | | | [removed: (102)] [added: (34)] | | |
| Operating income | | | [removed: 1,900] [added: 3,694] | | | | | | [removed: 401] [added: 1,900] | | | | | | [removed: 1,264] [added: 401] | | |
| Interest expense | | | [removed: (92)] [added: (131)] | | | | | | [removed: (106)] [added: (92)] | | | | | | [removed: (88)] [added: (106)] | | |
| Other income (expense), net | | | [removed: 181] [added: 577] | | | | | | [removed: 197] [added: 181] | | | | | | [removed: 8] [added: 197] | | |
| Income [added: from continuing operations] before income taxes and equity income | | | [removed: 1,989] [added: 4,140] | | | | | | [removed: 492] [added: 1,989] | | | | | | [removed: 1,184] [added: 492] | | |
| Income tax provision (benefit) | | | [added: $ |] 381 | | | | | [added: $] | (346) | | [removed: | | | | (122) | | |]
| Equity income in investee | | | [removed: 33] [added: 26] | | | | | | [removed: 16] [added: 33] | | | | | | [removed: 14] [added: 16] | | |
| Net income | | | $ | [removed: 1,641] [added: 4,335] | | | | | $ | [removed: 854] [added: 1,641] | | | | | $ | [removed: 1,320] [added: 854] | |
| Basic | | | [removed: 1,620] [added: 1,624] | | | | | | [removed: 1,614] [added: 1,620] | | | | | | [removed: 1,561] [added: 1,614] | | |
| Diluted | | | [removed: 1,637] [added: 1,636] | | | | | | [removed: 1,625] [added: 1,637] | | | | | | [removed: 1,571] [added: 1,625] | | |
| | | | (In millions) | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | | | |]
| Net change in unrealized gains (losses) on cash flow hedges | | | [removed: (59)] [added: 66] | | | | | | [removed: 31] [added: (59)] | | | | | | [removed: (38)] [added: 31] | | |
| Total comprehensive income | | | $ | [removed: 1,582] [added: 4,401] | | | | | $ | [removed: 885] [added: 1,582] | | | | | $ | [removed: 1,282] [added: 885] | |
| | | | December [added: 27, 2025 | | | | | | December] 28, 2024 | | | | | | December 30, 2023 | | |
| Cash and cash equivalents | | | $ | [added: 5,539 | | | | | $ |] 3,787 | | | | | $ | 3,933 | |
| Short-term investments | | | [removed: 1,345] [added: 5,013] | | | | | | [removed: 1,840] [added: 1,345] | | |
| Accounts receivable, net | | | [removed: 6,192] [added: 6,315] | | | | | | [removed: 4,323] [added: 6,192] | | |
| Inventories | | | [removed: 5,734] [added: 7,920] | | | | | | [removed: 4,351] [added: 5,734] | | |
| Prepaid expenses and other current assets | | | [removed: 1,878] [added: 2,160] | | | | | | [removed: 2,312] [added: 1,991] | | |
| Total current assets | | | [removed: 19,049] [added: 26,947] | | | | | | [removed: 16,768] [added: 19,049] | | |
| Property and equipment, net | | | [removed: 1,802] [added: 2,312] | | | | | | [removed: 1,589] [added: 1,802] | | |
| Goodwill | | | [removed: 24,839] [added: 25,126] | | | | | | [removed: 24,262] [added: 24,839] | | |
| Acquisition-related [removed: intangibles] [added: intangibles, net] | | | [removed: 18,930] [added: 16,705] | | | | | | [removed: 21,363] [added: 18,930] | | |
| Deferred tax assets, net | | | [removed: 688] [added: 384] | | | | | | [removed: 366] [added: 688] | | |
| Other non-current assets | | | [removed: 3,146] | | | | | | [removed: 2,805] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]
| Total assets | | | $ | [removed: 69,226] [added: 76,926] | | | | | $ | [removed: 67,885] [added: 69,226] | |
| Accrued liabilities | | | [removed: 4,260] [added: 5,250] | | | | | | [removed: 3,082] [added: 4,260] | | |
| Current portion of long-term debt, net | | | [removed: —] [added: 874] | | | | | | [removed: 751] [added: —] | | |
| Other current liabilities | | | [removed: 555] [added: 402] | | | | | | [removed: 438] [added: 555] | | |
| Total operating expenses | | | 13,458 | | | | | | 10,825 | | | | | | 10,059 | | |
| Income from continuing operations, net of tax | | | 4,269 | | | | | | 1,641 | | | | | | 854 | | |
| Income from discontinued operations, net of tax | | | 66 | | | | | | — | | | | | | — | | |
| Earnings from continuing operations - basic | | | $ | 2.63 | | | | | $ | 1.01 | | | | | $ | 0.53 | |
| Earnings from discontinued operations - basic | | | 0.04 | | | | | | — | | | | | | — | | |
| Basic earnings per share | | | $ | 2.67 | | | | | $ | 1.01 | | | | | $ | 0.53 | |
| Earnings from continuing operations - diluted | | | $ | 2.61 | | | | | $ | 1.00 | | | | | $ | 0.53 | |
| Earnings from discontinued operations - diluted | | | 0.04 | | | | | | — | | | | | | — | | |
| Diluted earnings per share | | | $ | 2.65 | | | | | $ | 1.00 | | | | | $ | 0.53 | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| Accounts payable | | | $ | 2,929 | | | | | $ | 2,466 | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| Reissuance of treasury stock | | | 80 | | | | | | — | | | | | | — | | |
| Reissuance of treasury stock | | | 968 | | | | | | — | | | | | | — | | |
| Net income | | | 4,335 | | | | | | 1,641 | | | | | | 854 | | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| Net income | | | $ | 4,335 | | | | | $ | 1,641 | | | | | $ | 854 | |
| Income from discontinued operations, net of tax | | | (66) | | | | | | — | | | | | | — | | |
| Other | | | 120 | | | | | | 125 | | | | | | 45 | | |
| Accounts payable | | | 410 | | | | | | 3 | | | | | | (519) | | |
| Net cash provided by operating activities of continuing operations | | | 6,493 | | | | | | 3,041 | | | | | | 1,667 | | |
| Net cash provided by operating activities of discontinued operations | | | 1,216 | | | | | | — | | | | | | — | | |
| Net cash used in investing activities of continuing operations | | | (6,851) | | | | | | (1,101) | | | | | | (1,423) | | |
| Proceeds from divestiture, net of cash divested | | | 1,356 | | | | | | — | | | | | | — | | |
| Purchases of property and equipment | | | (38) | | | | | | — | | | | | | — | | |
| Net cash provided by investing activities of discontinued operations | | | 1,318 | | | | | | — | | | | | | — | | |
| Repayment of debt and commercial paper | | | (950) | | | | | | (750) | | | | | | — | | |
| Repurchases of common stock | | | (1,316) | | | | | | (862) | | | | | | (985) | | |
| Settlement of contingent consideration liability | | | (284) | | | | | | — | | | | | | — | | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| Reissuance of treasury stock to settle contingent consideration liability from acquisition | | | $ | 188 | | | | | $ | — | | | | | $ | — | |
| Non-cash consideration and earn-out receivable from divestiture | | | $ | 486 | | | | | $ | — | | | | | $ | — | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
*Reclassification and Change in Presentation.* Certain amounts from fiscal years 2024 and 2023 were reclassified to conform to current period presentation.
These include the balance sheet presentation of Receivables from related parties within Prepaid expenses and other current assets, Operating lease right-of-use assets and Investment: equity method within Other non-current assets, and Payables to related parties within Accounts payable.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
The Company reviews its long-lived and intangible assets for impairment if indicators of potential impairment are identified, at least quarterly.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Basic | | | $ | 1.01 | | | | | $ | 0.53 | | | | | $ | 0.85 | |
| Diluted | | | $ | 1.00 | | | | | $ | 0.53 | | | | | $ | 0.84 | |
| Receivables from related parties | | | 113 | | | | | | 9 | | |
| Operating lease right-of-use assets | | | 623 | | | | | | 633 | | |
| Investment: equity method | | | 149 | | | | | | 99 | | |
| Accounts payable | | | $ | 1,990 | | | | | $ | 2,055 | |
| Payables to related parties | | | 476 | | | | | | 363 | | |
| Issuance of common stock as consideration for acquisition | | | — | | | | | | — | | | | | | 45,372 | | |
| Fair value of replacement share-based awards related to acquisition | | | — | | | | | | — | | | | | | 275 | | |
| Amortization of operating lease right-of-use assets | | | 113 | | | | | | 98 | | | | | | 88 | | |
| Amortization of inventory fair value adjustment | | | — | | | | | | 3 | | | | | | 189 | | |
| Receivables from and payable to related parties, net | | | 108 | | | | | | (107) | | | | | | 366 | | |
| Accounts payable | | | (109) | | | | | | (419) | | | | | | 931 | | |
| Cash received from acquisition of Xilinx | | | — | | | | | | — | | | | | | 2,366 | | |
| Issuance of loan to related party | | | (100) | | | | | | — | | | | | | — | | |
| Repayment of debt | | | (750) | | | | | | — | | | | | | (312) | | |
| Issuance of common stock and treasury stock for the acquisition of Xilinx | | | $ | — | | | | | $ | — | | | | | $ | 48,514 | |
| Fair value of replacement share-based awards related to acquisition of Xilinx | | | $ | — | | | | | $ | — | | | | | $ | 275 | |
Upon consolidation, all inter-company accounts and transactions have been eliminated.
*Reclassification and Change in Presentation.* Unbilled receivables of $1.1 billion as of December 30, 2023 were reclassified from within Accounts receivable, net to within Prepaid expenses and other current assets on the Company’s Consolidated Balance Sheets and in the Statements of Cash Flows to conform to current period presentation.
The Company is required to use the acquisition method of accounting for business combinations.
The Company has the option to first perform qualitative testing to determine if it is more likely than not that the fair value of a reporting unit exceeds its carrying amount.
Qualitative factors include industry and market considerations, overall financial performance, share price trends and market capitalization and Company-specific events.
If the Company concludes it is more likely than not that the fair value of a reporting unit exceeds its carrying amount, the Company does not proceed to perform a quantitative impairment test.
If the Company concludes it is more likely than not that the fair value of a reporting unit is less than its carrying value or elects to bypass the qualitative test, a quantitative goodwill impairment test will be performed by comparing the fair value of each reporting unit to its carrying value.
If a reporting unit’s fair value is determined to be less than its carrying value, a goodwill impairment charge is recognized for the amount by which the reporting unit’s fair value is less than its carrying value, not to exceed the total amount of goodwill allocated to that reporting unit.
Impairment indicators are reviewed on a quarterly basis.
When indicators of impairment exist and assets are held for use, the Company estimates future undiscounted cash flows attributable to the related asset groups.
In the event such cash flows are not expected to be sufficient to recover the recorded value of the assets, the assets are written down to their estimated fair values based on the expected discounted future cash flows attributable to the asset group or based on appraisals.
Factors affecting impairment of assets held for use include the ability of the specific assets to generate separately identifiable positive cash flows.
When assets are removed from operations and held for sale, the Company estimates impairment losses as the excess of the carrying value of the assets over their fair value.
Market conditions are among the factors affecting impairment of assets held for sale.
Changes in any of these factors could necessitate impairment recognition in future periods for assets held for use or assets held for sale.
Expected credit losses on securities are recognized in other income (expense) on the Consolidated Statements of Operations, and any remaining unrealized losses, net of tax, are included in Accumulated other comprehensive income (loss), in Consolidated Statements of Stockholders’ Equity.
The Company's periodic assessment of impairment is made by considering available evidence, including the investee’s general market and industry conditions and product development status.
The Company also assesses the investee’s ability to meet business milestones, its financial condition, and near-term prospects, including the rate at which the investee is using its cash, the investee’s need for possible additional funding at a lower valuation and any bona fide offer to purchase the investee.
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2023-07 Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures to enhance disclosures about significant segment expenses.
This ASU is effective for the Company’s fiscal year 2024 and interim periods in fiscal year 2025.
An excerpt. Shown here: 40 of 435 rewritten, 40 of 314 added and 40 of 213 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2025 filing and the FY2024 filing.
Item 9A. CONTROLS AND PROCEDURES
3 rewritten, 1 added, 0 removed, 22 unchanged
As of December [removed: 28, 2024,] [added: 27, 2025,] the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e).
Management has concluded that the Company’s internal control over financial reporting was effective as of December [removed: 28, 2024] [added: 27, 2025] at the reasonable assurance level.
Our independent registered public accounting firm, Ernst & Young LLP, has issued an attestation report on the Company’s internal control over financial reporting as of December [removed: 28, 2024,] [added: 27, 2025,] which is included in Part II, Item 8, above.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 9B. OTHER INFORMATION
1 rewritten, 2 added, 7 removed, 0 unchanged
During the quarterly period ended December [removed: 28, 2024,] [added: 27, 2025,] the following directors and officers adopted, modified or terminated 10b5-1 plans:
On November 14, 2025, Mark Papermaster, our Executive Vice President, Chief Technology Officer, adopted a Rule 10b5-1 trading plan, that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act, pursuant to which a maximum of 124,936 shares of our common stock may be sold.
The plan will terminate on November 16, 2026, or such date as the plan is otherwise terminated according to its terms.
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Name | | | Title of Director or Officer | | | Action | | | Date | | | Trading Arrangement | | | | | | Total Shares to be Sold | | | Expiration Date | | |
| Rule 10b5-1* | | | Non-Rule 10b5‑1 | | | | | | | | | | | | | | | | | | | | |
| Lisa Su | | | Chair, President and Chief Executive Officer | | | Adopt | | | December 2, 2024 | | | X | | | | | | 750,000 | | | December 10, 2025 | | |
| Mark Papermaster | | | Executive Vice President, Chief Technology Officer | | | Adopt | | | November 5, 2024 | | | X | | | | | | 173,006 | | | December 31, 2025 | | |
| * Intended to satisfy the affirmative defense of Rule 10b5-1(c) Not intended to satisfy the affirmative defense of Rule 10b5-1(c) | | | | | | | | | | | | | | | | | | | | | | | |
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
0 rewritten, 1 added, 0 removed, 2 unchanged
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
1 rewritten, 0 added, 0 removed, 4 unchanged
The information under the captions “Item 1—Election of Directors” (including “Consideration of Stockholder Nominees for Director”), “Corporate Governance,” “Meetings and Committees of the Board of Directors,” “Executive Officers” and [removed: “Section] [added: “Delinquent Section] 16(a) [removed: Beneficial Ownership Reporting Compliance”] [added: Reports”] in our proxy statement for our [removed: 2025] [added: 2026] annual meeting of stockholders (our [removed: 2025] [added: 2026] Proxy Statement) is incorporated herein by reference.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
The information under the captions “Compensation Committee Interlocks and Insider Participation,” “Directors’ Compensation and Benefits” (including [removed: “2024] [added: “2025] Non-Employee Director Compensation”), “Compensation Discussion and Analysis,” “Executive Compensation” (including [removed: “2024] [added: “2025] Summary Compensation Table,” [removed: “2024] [added: “2025] Nonqualified Deferred Compensation,” “Outstanding Equity Awards at [removed: 2024] [added: 2025] Fiscal Year-End,” “Grants of Plan-Based Awards in [removed: 2024”] [added: 2025”] and “Option Exercises and Stock Vested in [removed: 2024,”] [added: 2025,”] “Severance and Change in Control Arrangements” and “Chief Executive Officer Pay Ratio”), and “Compensation and Leadership Resources Committee Report” in our [removed: 2025] [added: 2026] Proxy Statement is incorporated herein by reference.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
The information under the captions “Principal Stockholders,” “Security Ownership of Directors and Executive Officers” and “Equity Compensation Plan Information” in our [removed: 2025] [added: 2026] Proxy Statement is incorporated herein by reference.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information under the captions “Corporate Governance—Independence of Directors” and “Certain Relationships and Related Transactions” in our [removed: 2025] [added: 2026] Proxy Statement is incorporated herein by reference.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
3 rewritten, 1 added, 0 removed, 1 unchanged
The information under the captions “Item 2—Ratification of Appointment of Independent Registered Public Accounting Firm—Independent Registered Public Accounting Firm’s Fees” in our [removed: 2025] [added: 2026] Proxy Statement is incorporated herein by reference.
With the exception of the information specifically incorporated by reference in Part III of this Annual Report on Form 10-K from our [removed: 2025] [added: 2026] Proxy Statement, our [removed: 2025] [added: 2026] Proxy Statement will not be deemed to be filed as part of this report.
Without limiting the foregoing, the information under the captions “Compensation and Leadership Resources Committee Report” and “Audit and Finance Committee Report” in our [removed: 2025] [added: 2026] Proxy Statement is not incorporated by reference in this Annual Report on Form 10-K.
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
106 rewritten, 133 added, 4 removed, 15 unchanged
| [Consolidated Statements of [removed: Operations](#i28398ba5d4ad4cb2864e07e4242b140b_118)] [added: Operations](#i597c59c6d5f1435f9e98177202b657fc_121)] | | | | | | [removed: [53](#i28398ba5d4ad4cb2864e07e4242b140b_118)] [added: [58](#i597c59c6d5f1435f9e98177202b657fc_121)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#i28398ba5d4ad4cb2864e07e4242b140b_121)] [added: Income](#i597c59c6d5f1435f9e98177202b657fc_124)] | | | | | | [removed: [54](#i28398ba5d4ad4cb2864e07e4242b140b_121)] [added: [59](#i597c59c6d5f1435f9e98177202b657fc_124)] | | |
| [Consolidated Balance [removed: Sheets](#i28398ba5d4ad4cb2864e07e4242b140b_124)] [added: Sheets](#i597c59c6d5f1435f9e98177202b657fc_127)] | | | | | | [removed: [55](#i28398ba5d4ad4cb2864e07e4242b140b_124)] [added: [60](#i597c59c6d5f1435f9e98177202b657fc_127)] | | |
| [Consolidated Statements of Stockholders’ [removed: Equity](#i28398ba5d4ad4cb2864e07e4242b140b_127)] [added: Equity](#i597c59c6d5f1435f9e98177202b657fc_130)] | | | | | | [removed: [56](#i28398ba5d4ad4cb2864e07e4242b140b_127)] [added: [61](#i597c59c6d5f1435f9e98177202b657fc_130)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i28398ba5d4ad4cb2864e07e4242b140b_130)] [added: Flows](#i597c59c6d5f1435f9e98177202b657fc_133)] | | | | | | [removed: [57](#i28398ba5d4ad4cb2864e07e4242b140b_130)] [added: [62](#i597c59c6d5f1435f9e98177202b657fc_133)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i28398ba5d4ad4cb2864e07e4242b140b_133)] [added: Statements](#i597c59c6d5f1435f9e98177202b657fc_136)] | | | | | | [removed: [59](#i28398ba5d4ad4cb2864e07e4242b140b_133)] [added: [64](#i597c59c6d5f1435f9e98177202b657fc_136)] | | |
| [Reports of Independent Registered Public Accounting [removed: Firm](#i28398ba5d4ad4cb2864e07e4242b140b_196)] [added: Firm](#i597c59c6d5f1435f9e98177202b657fc_205)] (PCAOB ID: 42) | | | | | | [removed: [87](#i28398ba5d4ad4cb2864e07e4242b140b_196)] [added: [92](#i597c59c6d5f1435f9e98177202b657fc_205)] | | |
| Exhibit | | | | | | Description of Exhibits | | | | | | [added: | | |]
| | | | 2.1 | | | | | | [Agreement and Plan of Merger by and among Advanced Micro Devices, Inc., Thrones Merger Sub, Inc., and Xilinx, Inc. dated October 26, 2020, filed [removed: as exhibit] [added: as](https://www.sec.gov/Archives/edgar/data/2488/000119312520277468/d67182dex21.htm) [E](https://www.sec.gov/Archives/edgar/data/2488/000119312520277468/d67182dex21.htm)[xhibit] 2.1 to AMD’s Current Report on Form 8-K dated October 26, 2020, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312520277468/d67182dex21.htm) | | | [added: | | |]
| | | | 2.2 | | | | | | [removed: [S](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[tock] [added: [Stock] Purchase Agreement dated as of August 17, 2024, by and among Advanced Micro Devices, Inc., ZT Group [removed: Int](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[l,] [added: Int’l,] Inc., the Sellers listed therein and Frank Zhang, as the [removed: repre](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[sentative](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm) [of](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm) [the] [added: representative of the] Sellers, [removed: fi](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[led] [added: filed] as Exhibit 2.1 to [removed: AMD](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[s] [added: AMD’s] Current Report on Form 8-K dated August [removed: 1](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[9](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm)[,] [added: 19,] 2024, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312524202457/d808469dex21.htm) | | | [added: | | |]
| | | | 3.1 | | | | | | [Amended and Restated Certificate of Incorporation of Advanced Micro Devices, Inc., [removed: dated](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm) [May 2, 20](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[18](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[,] filed as Exhibit 3.1 to [removed: AMD’s](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm) [](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[Quarterly](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm) [Report] [added: AMD’s Current Report] on [removed: Form](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm) [10](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[\-Q](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm) [](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[f](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[or the period ended June 30, 2018](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)[,] [added: Form 8-K/A dated May 14, 2025,] is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248818000128/exh31amendedrestatedcertof.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248825000089/amd-amendedandrestatedcert.htm)] | | | [added: | | |]
| | | | 3.2 | | | | | | [Advanced Micro Devices, Inc. Amended and Restated Bylaws, as amended [removed: on](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [F](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[ebruary] [added: on February] 13, [removed: 2024](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [filed] [added: 2024 filed] as Exhibit [removed: 3.](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[1](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [to AMD’s](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [C](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[urrent](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [Report] [added: 3.1 to AMD’s Current Report] on [removed: Form](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [8](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[\-K](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [dated February](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) [20](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[, 2024](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm)[,] [added: Form 8-K dated February 20, 2024,] is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000162828024005593/exh3_1amd-bylaws2x13x2024.htm) | | | [added: | | |]
| | | | [removed: 4.1] [added: 10.11] | | | | | | [removed: [Description of] [added: [Sublease Agreement, between Lantana HP, LTD and] Advanced Micro Devices, [removed: Inc. Common Stock,] [added: Inc., dated March 26, 2013,] filed as Exhibit [removed: 4.1] [added: 10.2] to AMD’s Quarterly Report on Form 10-Q for the period ended [removed: June 25, 2022,] [added: March 30, 2013,] is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248822000123/exh4_1descripamdcommonstock.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex102.htm)] | | | [added: | | |]
| | | | 4.2 | | | | | | [Indenture by and among Advanced Micro Devices, Inc. and Wells Fargo Bank N.A., dated September 14, 2016, filed as Exhibit 4.1 to AMD's Current Report on Form 8-K dated September 14, 2016, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312516709676/d258400dex41.htm) | | | [added: | | |]
| | | | 4.3 | | | | | | [First Supplemental Indenture governing 2.125% Convertible Senior Notes due 2026, including Form of 2.125% Note, between Advanced Micro Devices, Inc. and Wells Fargo Bank, N.A. dated September 14, 2016, filed as Exhibit 4.2 to AMD's Current Report on Form 8-K dated September 14, 2016, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312516709676/d258400dex42.htm) | | | [added: | | |]
| | | | 4.4 | | | | | | [First Supplemental Indenture by and among Advanced Micro Devices, Inc. and Wells Fargo Bank N.A., dated September 23, 2016, filed as Exhibit 4.1 to AMD's Quarterly Report on Form 10-Q for the fiscal quarter ended September 24, 2016, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248816000263/firstsupplementalindenture.htm) | | | [added: | | |]
| | | | 4.5 | | | | | | [Second Supplemental Indenture governing the Xilinx 2.2375% Senior Notes due 2030, by and among Xilinx, Inc., Advanced Micro Devices, Inc. and U.S. Bank Trust Company, National Association, dated February 14, 2022, filed as Exhibit 4.2 to AMD’s Current Report on Form 8-K dated February 14, 2022, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248822000031/a2030supplementalindenture.htm) | | | [added: | | |]
| | | | 4.6 | | | | | | [Indenture, dated as of June 9, 2022, by and between Advanced Micro Devices, Inc. and U.S. Bank Trust Company, National Association, as trustee, filed [removed: as exhibit] [added: as](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex41.htm) [E](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex41.htm)[xhibit] 4.1 to AMD’s Current Report on Form 8-K dated June 9, 2022, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex41.htm) | | | [added: | | |]
| | | | 4.7 | | | | | | [First Supplemental Indenture, dated as of June 9, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee, including the Form of 2032 Note and Form of 2052 Note, filed [removed: as exhibit] [added: as](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex42.htm) [E](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex42.htm)[xhibit] 4.2 to AMD’s Current Report on Form 8-K dated June 9, 2022, is hereby incorporated by reference](https://www.sec.gov/Archives/edgar/data/2488/000119312522171108/d367525dex42.htm). | | | [added: | | |]
| | | | *10.1 | | | | | | [2011 Executive Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended April 2, 2011, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312511134452/dex102.htm) | | | [added: | | |]
| | | | *10.2 | | | | | | [AMD Executive Severance Plan and Summary Plan Description for Senior Vice Presidents, effective June 1, 2013, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated June 7, 2013, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513256167/d552190dex101.htm) | | | [added: | | |]
| | | | *10.3 | | | | | | [AMD Deferred Income Account Plan, as amended and restated, effective January 1, 2008, filed as Exhibit 10.18 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312508038588/dex1018.htm) | | | [added: | | |]
| | | | *10.4 | | | | | | [Amendment No. 1 to the AMD Deferred Income Account Plan, as amended and restated, effective July 1, 2012, filed as Exhibit 10.16(a) to AMD’s Annual Report on Form 10-K for the period ended December 29, 2012, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513069422/d486815dex1016a.htm) | | | [added: | | |]
| | | | *10.5 | | | | | | [Form of Indemnity Agreement, between Advanced Micro Devices, Inc. and its officers and directors, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated October 6, 2008, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312508209112/dex101.htm) | | | [added: | | |]
| | | | *10.6 | | | | | | [Form of Management Continuity Agreement, as amended and restated, filed as Exhibit 10.13(b) to AMD’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312508038588/dex1013b.htm) | | | [added: | | |]
| | | | *10.7 | | | | | | [Form of Change in Control Agreement, filed as Exhibit 10.11 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 26, 2009, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312510035218/dex1011.htm) | | | [added: | | |]
| | | | *10.8 | | | | | | [removed: [Amended and Restated Management Continuity Agreement,] [added: [Offer Letter,] between Advanced Micro Devices, Inc. and [removed: Devinder Kumar,] [added: Mark D. Papermaster, dated October 7, 2011,] filed as Exhibit [removed: 10.3] [added: 10.63] to AMD’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] for the period ended [removed: September 29, 2012,] [added: December 31, 2011,] is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312512446647/d430047dex103.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312512075837/d257108dex1063.htm)] | | | [added: | | |]
| | | | [removed: *10.9] [added: *10.16] | | | | | | [Offer Letter, between Advanced Micro Devices, Inc. and [removed: Mark D. Papermaster,] [added: Forrest E. Norrod,] dated October [removed: 7, 2011,] [added: 20, 2014,] filed as Exhibit [removed: 10.63] [added: 10.66] to AMD’s Annual Report on Form 10-K for the [removed: period] [added: fiscal year] ended December [removed: 31, 2011,] [added: 27, 2014,] is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312512075837/d257108dex1063.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312515054362/d871455dex1066.htm)] | | | [added: | | |]
| | | | [removed: 10.10] [added: 10.9] | | | | | | [Settlement Agreement, between Advanced Micro Devices, Inc. and Intel Corporation, dated November 11, 2009, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated November 11, 2009, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312509236705/dex101.htm) | | | [added: | | |]
| | | | [removed: 10.11] [added: 10.10] | | | | | | [Patent Cross License Agreement, between Advanced Micro Devices, Inc. and Intel Corporation filed, dated November 11, 2009, as Exhibit 10.2 to AMD’s Current Report on Form 8-K dated November 17, 2009, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312509236705/dex102.htm) | | | [added: | | |]
| | | | 10.12 | | | | | | [removed: [Sublease Agreement,] [added: [Master Landlord’s Consent to Sublease,] between [added: 7171 Southwest Parkway Holdings, L.P.,] Lantana HP, [removed: LTD] [added: Ltd.] and Advanced Micro Devices, Inc., dated March 26, 2013, filed as Exhibit [removed: 10.2] [added: 10.3] to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex102.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex103.htm)] | | | [added: | | |]
| | | | 10.13 | | | | | | [removed: [Master Landlord’s Consent to Sublease,] [added: [Lease Agreement,] between 7171 Southwest Parkway Holdings, [removed: L.P.,] [added: L.P. and] Lantana HP, [removed: Ltd. and Advanced Micro Devices, Inc.,] [added: Ltd.,] dated March 26, 2013, filed as Exhibit [removed: 10.3] [added: 10.4] to AMD’s Quarterly Report on Form 10-Q for the period ended March 30, 2013, is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex103.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex104.htm)] | | | [added: | | |]
| | | | [removed: 10.14] [added: 10.59] | | | | | | [removed: [Lease Agreement,] [added: [Seventh Amendment to Lease] between [removed: 7171 Southwest Parkway Holdings, L.P. and] [added: Summit] Lantana [removed: HP, Ltd.,] [added: Owner, LP and Advanced Micro Devices, Inc.,] dated [removed: March 26, 2013,] [added: as of October 27, 2023,] filed as Exhibit [removed: 10.4] [added: 10.2] to AMD’s Quarterly Report on Form 10-Q for the [removed: period] [added: fiscal quarter] ended [removed: March] [added: September] 30, [removed: 2013,] [added: 2023,] is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312513201635/d528331dex104.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248823000195/exh10_2x7thamendmentaustin.htm)] | | | [added: | | |]
| | | | [removed: *10.15] [added: *10.14] | | | | | | [Employment Agreement by and between Lisa T. Su and Advanced Micro Devices, Inc. effective October 8, 2014, filed as Exhibit 10.2 to AMD’s Current Report on Form 8-K/A dated October 14, 2014, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312514371185/d804367dex102.htm) | | | [added: | | |]
| | | | [removed: *10.16] [added: *10.15] | | | | | | [Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2014, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312514389701/d809825dex101.htm) | | | [added: | | |]
| | | | *10.17 | | | | | | [removed: [Offer Letter, between Advanced] [added: [Advanced] Micro Devices, Inc. [added: Executive Severance Plan] and [removed: Forrest E. Norrod, dated October 20,] [added: Summary Plan Description for Senior Vice Presidents effective December 31,] 2014, filed as Exhibit [removed: 10.66] [added: 10.68] to AMD’s Annual Report on Form 10-K for the fiscal year ended December 27, 2014, is hereby incorporated by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312515054362/d871455dex1066.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312515054362/d871455dex1068.htm)] | | | [added: | | |]
| | | | [removed: *10.18] [added: *10.66] | | | | | | [Advanced Micro Devices, Inc. Executive Severance Plan and Summary Plan Description for [added: Executive and] Senior Vice Presidents effective [removed: December 31, 2014,] [added: February 3, 2025](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)[,] filed as Exhibit [removed: 10.68] [added: 10.73] to [removed: AMD’s] [added: AMD](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)[s] Annual Report on Form 10-K for the fiscal year ended December [removed: 27, 2014,] [added: 28, 2024,] is hereby [removed: incorporated] [added: incorporat](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)[ed] by [removed: reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312515054362/d871455dex1068.htm)] [added: reference](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)[.](https://www.sec.gov/Archives/edgar/data/2488/000000248825000012/ex10_73usseveranceplan-svp.htm)] | | | [added: | | |]
| | | | [removed: *10.19] [added: *10.18] | | | | | | [Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2015, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248815000067/form2015stockoptionagreeme.htm) | | | [added: | | |]
| | | | [removed: 10.20] [added: 10.19] | | | | | | [Equity Interest Purchase Agreement by and between Advanced Micro Devices, Inc. and Nantong Fujitsu Microelectronics Co., Ltd. dated as of October 15, 2015, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated October 15, 2015, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248815000062/ex101.htm) | | | [added: | | |]
| | | | [removed: *10.21] [added: *10.20] | | | | | | [Form of Stock Option Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.78 to AMD's Annual Report on Form 10-K for the fiscal year ended December 26, 2015, is hereby incorporated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000000248816000111/exhibit1078svpoptionagreem.htm) | | | [added: | | |]
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| | | | 2.3 | | | | | | [Equity Purchase Agreement dated as of May 18, 2025, by and among Advanced Micro Designs, Inc., AMD Design, LLC, ZT Group Int’l, Inc. and Sanmina Corporation](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[, fi](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[led as](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [Exhibit 2.1 to AMD](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[s Current Report on](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [Form](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [8-K](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [on May 1](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[8, 2025, is her](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[eby](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [incorporated](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) [by re](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm)[ference.](https://www.sec.gov/Archives/edgar/data/2488/000119312525122121/d831221dex21.htm) | | | | | |
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| | | | 4.1 | | | | | | [Description of Advanced Micro Devices, Inc. C](https://www.sec.gov/Archives/edgar/data/2488/000000248826000018/exh4_1descripamdcapitalsto.htm)[apital](https://www.sec.gov/Archives/edgar/data/2488/000000248826000018/exh4_1descripamdcapitalsto.htm) [Stock](https://www.sec.gov/Archives/edgar/data/2488/000000248826000018/exh4_1descripamdcapitalsto.htm) | | | | | |
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[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
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| | | | 4.8 | | | | | | [Second Supplemental Indenture, dated as of March 24, 2025, by and between the Company and U.S. Bank Trust Company, National Association, as trustee](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[, filed as](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm) [E](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[xhib](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[it 4.1 to AMD](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[s Current Report on Form 8-K dated March 24, 2025, is hereby incorp](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm)[orated by reference.](https://www.sec.gov/Archives/edgar/data/2488/000119312525061366/d914634dex41.htm) | | | | | |
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| | | | 4.9 | | | | | | [Warrant to Purchase Shares of Common Stock, dated October 5, 2025, between Advanced Micro Devices, Inc. and OpenAI OpCo, LLC](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[, filed as E](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[xhibit 4.1 to AMD](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[s Current Report on Form 8](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[\-K](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm) [dated October 5, 2025, is hereby incorporated by reference](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm)[.](https://www.sec.gov/Archives/edgar/data/2488/000119312525230895/d28189dex41.htm) | | | | | |
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[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
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| | | | *10.71 | | | | | | [R](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[etir](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[ement Transitio](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[n Agreement](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm) [and General Release between Victor Peng and Advanced M](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[icro Devices, Inc., dated July 30, 2024, filed as Exhibit 10.2 to AMD](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[s Quarterly Report on Form 10-Q for the fiscal quarter ended J](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm)[une 29, 2024, is hereby incorporated by reference](https://www.sec.gov/Archives/edgar/data/2488/000000248824000123/exh10_2retirementtransitio.htm). | | |
| | | | 97 | | | | | | [Compensation Recovery Policy adopted by the Board of Directors of Advanced Micro Devices, Inc., effective as of November 17, 2023](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm)[, fi](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm)[led as Exhibit 97 to AMD](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm)[’](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm)[s Annual Report on Form 10-K for the fiscal year ended December 30, 2023, is hereby incorporated by reference](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm)[.](https://www.sec.gov/Archives/edgar/data/2488/000000248824000012/exh_97xformofcompensationr.htm) | | |
An excerpt. Shown here: 40 of 106 rewritten, 40 of 133 added and all 4 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2025 filing and the FY2024 filing.
Item 16. FORM 10-K SUMMARY
6 rewritten, 9 added, 2 removed, 38 unchanged
| February [removed: 5, 2025] [added: 3, 2026] | | | ADVANCED MICRO DEVICES, INC. | | | | | | | | |
| | | | /s/Lisa T. Su | | | | | | President and Chief Executive Officer (Principal Executive Officer), Director | | | | | | February [removed: 5, 2025] [added: 3, 2026] | | |
| | | | /s/Jean Hu | | | | | | Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) | | | | | | February [removed: 5, 2025] [added: 3, 2026] | | |
| | | | [removed: /s/Philip M. Carter] [added: /s/Emily Ellis] | | | | | | Corporate Vice President, Chief Accounting Officer (Principal Accounting Officer) | | | | | | February [removed: 5, 2025] [added: 3, 2026] | | |
| | | | * | | | | | | Lead Independent Director | | | | | | February [removed: 5, 2025] [added: 3, 2026] | | |
| | | | * | | | | | | Director | | | | | | February [removed: 5, 2025] [added: 3, 2026] | | |
[Table of Conten](#i597c59c6d5f1435f9e98177202b657fc_7)[t](#i597c59c6d5f1435f9e98177202b657fc_7)[s](#i597c59c6d5f1435f9e98177202b657fc_7)
| | | | Emily Ellis | | | | | | | | | | | | | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | KC McClure | | | | | | | | | | | | | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | * | | | | | | Director | | | | | | February 3, 2026 | | |
| | | | Philip M. Carter | | | | | | | | | | | | | | |
| | | | Mark Durcan | | | | | | | | | | | | | | |