Advanced Micro Devices 10-Q 2026-06-27

Filed 2026-08-05. 8 sections, 268K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 27, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-07882

amdlogoa15.jpg

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware94-1692300
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

2485 Augustine Drive

Santa Clara, California 95054

(Address of principal executive offices)(Zip Code)

(408) 749-4000

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareAMDThe Nasdaq Global Select Market

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

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

Large accelerated filer☑Accelerated filer☐Non-accelerated filer☐
Smaller reporting company☐Emerging growth company☐

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

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

Indicate the number of shares outstanding of the registrant’s common stock, $0.01 par value per share, as of July 29, 2026: 1,632,475,042

INDEX

Page No.
Part I Financial Information
Item 1Condensed Consolidated Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations3
Condensed Consolidated Statements of Comprehensive Income4
Condensed Consolidated Balance Sheets5
Condensed Consolidated Statements of Cash Flows6
Condensed Consolidated Statements of Stockholders’ Equity8
Notes to Condensed Consolidated Financial Statements9
Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations22
Item 3Quantitative and Qualitative Disclosures about Market Risk30
Item 4Controls and Procedures30
Part II Other Information
Item 1Legal Proceedings31
Item 1ARisk Factors31
Item 2Unregistered Sales of Equity Securities and Use of Proceeds59
Item 5Other Information59
Item 6Exhibits59
Signature61

PART I. FINANCIAL INFORMATION

Item 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Advanced Micro Devices, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

Three Months EndedSix Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
(In millions, except per share amounts)
Net revenue$11,536$7,685$21,789$15,123
Cost of sales5,0734,3669,6497,817
Amortization of acquisition-related intangibles260260521511
Total cost of sales5,3334,62610,1708,328
Gross profit6,2033,05911,6196,795
Research and development2,5281,8944,9253,622
Marketing, general and administrative1,4019912,6541,877
Amortization of acquisition-related intangibles284308574624
Total operating expenses4,2133,1938,1536,123
Operating income (loss)1,990(134)3,466672
Interest expense(37)(38)(74)(58)
Other income (expense), net59898763137
Income (loss) from continuing operations before income taxes and equity income2,551(74)4,155751
Income tax provision (benefit)252(834)490(711)
Equity income in investee681215
Income from continuing operations, net of tax2,3057683,6771,477
Income (loss) from discontinued operations, net of tax(8)1043104
Net income$2,297$872$3,680$1,581
Earnings per share
Basic earnings from continuing operations$1.41$0.47$2.25$0.91
Basic earnings (loss) from discontinued operations(0.01)0.070.010.07
Basic earnings per share$1.40$0.54$2.26$0.98
Diluted earnings from continuing operations$1.39$0.47$2.22$0.91
Diluted earnings (loss) from discontinued operations(0.01)0.07—0.06
Diluted earnings per share$1.38$0.54$2.22$0.97
Shares used in per share calculation
Basic1,6321,6231,6311,621
Diluted1,6591,6301,6551,628

See accompanying notes.

Advanced Micro Devices, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

Three Months EndedSix Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
(In millions)
Net income$2,297$872$3,680$1,581
Other comprehensive income, net of tax:
Net change in unrealized gains (losses) on cash flow hedges(1)50(44)76
Net change in unrealized gains (losses) on available-for-sale securities(1)—(27)3
Total comprehensive income$2,295$922$3,609$1,660

See accompanying notes.

Advanced Micro Devices, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

June 27, 2026December 27, 2025
(In millions, except par value amounts)
ASSETS
Current assets:
Cash and cash equivalents$5,086$5,539
Short-term investments8,0255,013
Accounts receivable, net7,2816,315
Inventories8,4687,920
Prepaid expenses and other current assets2,6622,160
Total current assets31,52226,947
Property and equipment, net3,4392,312
Goodwill25,47025,126
Acquisition-related intangibles, net15,63516,705
Deferred tax assets494384
Other non-current assets7,9045,452
Total assets$84,464$76,926
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$5,359$2,929
Accrued liabilities5,5465,250
Current portion of long-term debt, net875874
Other current liabilities301402
Total current liabilities12,0819,455
Long-term debt, net2,3512,348
Long-term operating lease liabilities1,050625
Deferred tax liabilities300313
Other long-term liabilities1,4581,186

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The statements in this report include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations and beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. These forward-looking statements speak only as of the date hereof or as of the dates indicated in the statements and should not be relied upon as predictions of future events, as we cannot assure you that the events or circumstances reflected in these statements will be achieved or will occur. You can identify forward-looking statements by the use of forward-looking terminology including “believes,” “expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,” “pro forma,” “estimates,” “anticipates,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology. The forward-looking statements relate to, among other things: possible impact of future accounting rules on AMD’s condensed 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; the expectation that international sales will continue to be a significant portion of total sales in the foreseeable future; the expectation that AMD’s cash, cash equivalents, short-term investments and cash flows from operations along with our revolving credit facility and our commercial paper program will be sufficient to fund AMD’s operations, capital expenditures, commitments and strategic activities over the next 12 months and beyond; AMD’s ability to access capital markets; 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 positions, results of operations or cash flows; anticipated ongoing and increased costs related to enhancing and implementing information security controls; the expectation that revenue allocated to remaining performance obligations that are unsatisfied will be recognized in the next 12 months; that 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 to utilize the cloud service capacity in its operations or assign the capacity; AMD’s ability to achieve its corporate responsibility initiatives; compliance costs associated with new or developing sustainability laws and requirements; expected future AI technology trends, developments and growth; the expected benefits of AMD’s acquisitions; the extent of impact of export restrictions imposed by the U.S. on our business; expected shipment of the Helios rack-scale platforms; expected gain on the transfer of appreciated assets related to the acquisition of ZT Group Int’l, Inc.; AMD’s future investment commitments and commencement of future payments under data center leases; 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 II, Item 1A—Risk Factors” and the “Financial Condition” section set forth in “Part I, Item 2-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. We assume no obligation to update forward-looking statements.

References in this Quarterly Report on Form 10-Q to “AMD,” “we,” “us,” “management,” “our” or the “Company” mean Advanced Micro Devices, Inc. and our consolidated subsidiaries.

AMD, the AMD Arrow logo, AMD Instinct, EPYC, Radeon, Ryzen, Xilinx and combinations thereof are trademarks of Advanced Micro Devices, Inc. Other names are for informational purposes only and are used to identify companies and products and may be trademarks of their respective owners. “Zen” is a codename for an AMD architecture and is not a product name.

The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in this report and our audited consolidated financial statements and related notes as of December 27, 2025 and December 28, 2024, and for each of the three years for the period ended December 27, 2025 as filed in our Annual Report on Form 10-K for the fiscal year ended December 27, 2025.

Overview and Recent Developments

We are a global semiconductor company primarily offering:

  • Artificial Intelligence (AI) accelerators, microprocessors (CPUs) for servers, graphics processing units (GPUs), accelerated processing units (APUs), data processing units (DPUs), AI Network Interface Cards (AI NICs), Field Programmable Gate Arrays (FPGAs) and adaptive System-on-Chip (SoC) products for data centers;

  • CPUs, APUs, chipsets for desktops and notebooks, discrete GPUs, semi-custom SoC products and development services; and

  • embedded CPUs, APUs, FPGAs, System on Modules (SOMs), and adaptive SoC products.

From time to time, we may also sell or license portions of our intellectual property (IP) portfolio.

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, “we”, “us,” “our”, “AMD” or the “Company”), including a discussion of our results of operations for the three and six months ended June 27, 2026 compared to the prior year period and an analysis of changes in our financial condition.

Net revenue for the three months ended June 27, 2026 was $11.5 billion, a 50% increase compared to the prior year period. The increase in net revenue was driven by an increase in Data Center segment revenue primarily driven by strong demand for our AMD EPYC™ processors and AMD Instinct™ MI350 Series GPUs, an increase in Client and Gaming segment revenue, primarily driven by strong demand for our AMD Ryzen™ processors and an increase in Embedded segment revenue as demand strengthened across end markets.

Gross margin for the three months ended June 27, 2026 was 54% compared to gross margin of 40% for the prior year period, a 14% increase primarily driven by the absence of inventory and related charges associated with the U.S. government export control on AMD Instinct MI308 Data Center GPU products that was recorded in the prior year period and a favorable product mix, including higher Data Center segment revenue.

Operating income for the three months ended June 27, 2026 was $2.0 billion compared to operating loss of $134 million for the prior year period. The increase in operating income was due to higher gross profit, partially offset by higher operating expenses. Net income for the three months ended June 27, 2026 was $2.3 billion compared to net income of $872 million for the prior year period. The increase in net income was primarily driven by higher operating income.

As of June 27, 2026, our cash, cash equivalents and short-term investments were $13.1 billion compared to $10.6 billion as of December 27, 2025. During the six months ended June 27, 2026, we generated $5.3 billion of cash from operating activities and we returned $221 million to stockholders through the repurchase of common stock under our stock repurchase program (Repurchase Program).

In October 2025 and February 2026, we entered into multi-year agreements with OpenAI OpCo, LLC (OpenAI) and Meta Platforms, Inc. (Meta), respectively, under which each customer intends to deploy up to 6 gigawatts of AMD data center GPUs, with the first gigawatt of each deployment powered by our AMD Instinct MI450 series products. In connection with these agreements, we issued each customer a warrant to purchase up to 160 million shares of our common stock at an exercise price of $0.01 per share, vesting in tranches tied to AMD Instinct GPU purchase milestones and specified AMD stock price and/or performance conditions. As of June 27, 2026, no warrant tranches had vested or become exercisable, and the warrants had no impact on our results for the three and six months ended June 27, 2026.

We intend the discussion of our financial condition and results of operations that follows to provide information that will assist in understanding our financial statements, the changes in certain key items in those financial statements from period to period, the primary factors that resulted in those changes, and how certain accounting principles, policies and estimates affect our financial statements.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP). The preparation of our financial statements requires us to make estimates and judgments that affect the reported amounts in our consolidated financial statements. We evaluate our estimates on an ongoing basis, including those related to our revenue, inventories, goodwill, long-lived and intangible assets, business combination accounting and income taxes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Although actual results have historically been reasonably consistent with management’s expectations, the actual results may differ from these estimates or our estimates may be affected by different assumptions or conditions.

There have been no significant changes for the three and six months ended June 27, 2026 to the items that we disclosed as our critical accounting estimates in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our Annual Report on Form 10-K for the fiscal year ended December 27, 2025.

Results of Continuing Operations

Each of the Client and Gaming businesses do not qualify as a separate reportable operating segment, however, we continue to separately disclose revenues for each business. Our operating results tend to vary seasonally. Historically, our net revenue has been generally higher in the second half of the year than in the first half of the year, although market conditions and product transitions could impact this trend.

The following table provides a summary of net revenue and operating income (loss) by segment:

Three Months EndedSix Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
(In millions)
Net revenue:
Data Center$6,718$3,240$12,493$6,914
Client and Gaming
Client3,0622,4995,9474,793
Gaming7791,1221,4991,769
Total Client and Gaming3,8413,6217,4466,562
Embedded9778241,8501,647
Total net revenue$11,536$7,685$21,789$15,123
Cost of sales and operating expenses:
Data Center$4,615$3,395$8,791$6,137
Client and Gaming3,2592,8546,2895,299
Embedded5915491,1261,044
All other1,0811,0212,1171,971
Total cost of sales and operating expenses$9,546$7,819$18,323$14,451
Operating income (loss):
Data Center$2,103$(155)$3,702$777
Client and Gaming5827671,1571,263
Embedded386275724603
All other(1,081)(1,021)(2,117)(1,971)
Total operating income (loss)$1,990$(134)$3,466$672

Data Center

Data Center net revenue of $6.7 billion for the three months ended June 27, 2026 increased by 107%, compared to net revenue of $3.2 billion for the prior year period. Data Center net revenue of $12.5 billion for the six months ended June 27, 2026 increased by 81%, compared to net revenue of $6.9 billion for the prior year period. The increase in both periods was primarily driven by strong demand for our AMD EPYC processors and AMD Instinct MI350 Series GPUs.

Data Center operating income was $2.1 billion for the three months ended June 27, 2026, compared to operating loss of $155 million for the prior year period. Data Center operating income was $3.7 billion for the six months ended June 27, 2026, compared to operating income of $777 million for the prior year period. The increase in operating income in both periods was primarily driven by higher revenue and the absence of inventory and related charges associated with the U.S. government export control on AMD Instinct MI308 Data Center GPU products that was recorded in the prior year period, partially offset by higher cost of sales and operating expenses.

Client and Gaming

Client and Gaming net revenue of $3.8 billion for the three months ended June 27, 2026 increased by 6%, compared to net revenue of $3.6 billion for the prior year period. Client and Gaming net revenue of $7.4 billion for the six months ended June 27, 2026 increased by 13%, compared to net revenue of $6.6 billion for the prior year period.

Client net revenue of $3.1 billion for the three months ended June 27, 2026 increased by 23% compared to net revenue of $2.5 billion for the prior year period, primarily driven by a 34% increase in unit shipments of client processors, partially offset by a 6% decrease in average selling price of client processors. Client net revenue of $5.9 billion for the six months ended June 27, 2026 increased by 24% compared to net revenue of $4.8 billion for the prior year period, primarily driven by a 29% increase in unit shipments of client processors, partially offset by a 3% decrease in average selling price of client processors. The increase in unit shipments in both periods was primarily driven by AMD Ryzen mobile processors and the decrease in average selling price in both periods was primarily due to a shift in mix of Ryzen processor sales, including lower AMD Ryzen desktop processors sales.

Gaming net revenue of $779 million for the three months ended June 27, 2026 decreased by 31% compared to net revenue of $1.1 billion for the prior year period, primarily due to lower semi-custom revenue. Gaming net revenue of $1.5 billion for the six months ended June 27, 2026 decreased by 15% compared to net revenue of $1.8 billion for the prior year period, primarily due to lower semi-custom revenue, partially offset by higher sales of our RadeonTM GPUs.

Client and Gaming operating income was $582 million for the three months ended June 27, 2026, compared to operating income of $767 million for the prior year period. Client and Gaming operating income was $1.2 billion for the six months ended June 27, 2026, compared to operating income of $1.3 billion for the prior year period. The decrease in operating income in both periods was primarily due to higher operating expenses.

Embedded

Embedded net revenue of $977 million for the three months ended June 27, 2026 increased by 19%, compared to net revenue of $824 million for the prior year period. Embedded net revenue of $1.9 billion for the six months ended June 27, 2026 increased by 12%, compared to net revenue of $1.6 billion for the prior year period. Net revenue increased in both periods as demand strengthened across end markets.

Embedded operating income was $386 million for the three months ended June 27, 2026, compared to operating income of $275 million for the prior year period. Embedded operating income was $724 million for the six months ended June 27, 2026, compared to operating income of $603 million for the prior year period. The increase in operating income in both periods was primarily driven by higher revenue, partially offset by higher cost of sales and operating expenses.

All Other

All Other operating loss of $1.1 billion for the three months ended June 27, 2026 primarily consisted of $544 million of amortization of acquisition-related intangibles and $503 million of stock-based compensation expense. All Other operating loss of $1.0 billion for the three months ended June 28, 2025 primarily consisted of $568 million of amortization of acquisition-related intangibles and $369 million of stock-based compensation expense.

All Other operating loss of $2.1 billion for the six months ended June 27, 2026 primarily consisted of $1.1 billion of amortization of acquisition-related intangibles and $990 million of stock-based compensation expense. All Other operating loss of $2.0 billion for the six months ended June 28, 2025 primarily consisted of $1.1 billion of amortization of acquisition-related intangibles and $733 million of stock-based compensation expense.

International Sales

International sales, based on billing location of customers who purchased directly from us, were 70% and 71% of net revenue for the three months ended June 27, 2026 and June 28, 2025, respectively, and 72% and 69% of net revenue for the six months ended June 27, 2026 and June 28, 2025, respectively. We expect that international sales will continue to be a significant portion of total sales in the foreseeable future. Substantially all of our sales transactions were denominated in U.S. dollars.

Gross Margin and Expenses

The following is a summary of certain consolidated statement of operations data for the periods indicated:

Three Months EndedSix Months Ended
June 27, 2026June 28, 2025June 27, 2026June 28, 2025
In millions, except percentages
Net revenue$11,536$7,685$21,789$15,123
Cost of sales5,0734,3669,6497,817
Amortization of acquisition-related intangibles260260521511
Gross profit6,2033,05911,6196,795
Gross margin54%40%53%45%
Research and development2,5281,8944,9253,622
Marketing, general and administrative1,4019912,6541,877
Amortization of acquisition-related intangibles284308574624
Interest expense(37)(38)(74)(58)
Other income (expense), net59898763137
Income tax provision (benefit)252(834)490(711)
Income (loss) from discontinued operations, net of tax(8)1043104

Gross Margin

Gross margin was 54% and 40% for the three months ended June 27, 2026 and June 28, 2025, respectively. Gross margin was 53% and 45% for the six months ended June 27, 2026 and June 28, 2025, respectively. The increase in both periods was driven by the absence of inventory and related charges associated with the U.S. government export control on AMD Instinct MI308 Data Center GPU products that was recorded in the prior year period and a favorable product mix, including higher Data Center segment revenue.

Expenses

Research and Development (R&D) Expenses

R&D expenses of $2.5 billion for the three months ended June 27, 2026 increased by $0.6 billion, or 33%, compared to $1.9 billion for the prior year period. R&D expenses of $4.9 billion for the six months ended June 27, 2026 increased by $1.3 billion, or 36%, compared to $3.6 billion for the prior year period. The increase in both periods was primarily due to higher employee-related costs from an increase in headcount in support of our continued focus on our AI strategy and long-term growth opportunities.

Marketing, General and Administrative (MG&A) Expenses

MG&A expenses of $1.4 billion for the three months ended June 27, 2026 increased by $0.4 billion, or 41%, compared to $1.0 billion for the prior year period. MG&A expenses of $2.7 billion for the six months ended June 27, 2026 increased by $0.8 billion, or 41%, compared to $1.9 billion for the prior year period. The increase in both periods was primarily due to an increase in go‑to‑market activities to support our revenue growth.

Amortization of Acquisition-Related Intangibles

Amortization of acquisition-related intangibles of $544 million for the three months ended June 27, 2026 decreased by $24 million, or 4%, compared to $568 million for the prior year period. Amortization of acquisition-related intangibles of $1,095 million for the six months ended June 27, 2026 decreased by $40 million, or 4%, compared to $1,135 million for the prior year period. The decrease in both periods was primarily due to certain acquisition-related intangibles that were fully amortized in the prior fiscal year.

Interest Expense

Interest expense for the three and six months ended June 27, 2026 was $37 million and $74 million, respectively. Interest expense for the three and six months ended June 28, 2025 was $38 million and $58 million, respectively. The decrease for the three month period was primarily due to the absence of commercial paper borrowings. The increase for the six month period was due to the issuance of $1.5 billion in aggregate principal amount of our 4.212% Senior Notes due 2026 (4.212% Notes) and 4.319% Senior Notes due 2028 (4.319% Notes) on March 24, 2025.

Other Income (Expense), Net

Other income (expense), net primarily consists of interest income, gains and losses from investments, and foreign currency transaction gains and losses.

Other income (expense), net for the three months ended June 27, 2026 was $598 million, an increase of $500 million, or 510%, compared to $98 million for the prior year period. Other income (expense), net for the six months ended June 27, 2026 was $763 million, an increase of $626 million, or 457%, compared to $137 million for the prior year period. The increase in both periods was primarily driven by unrealized gains from the public market listing of non-marketable equity securities during the second quarter of fiscal year 2026.

Income Taxes

We determine income taxes for interim reporting periods by applying our estimated annual effective tax rate to the year-to-date results and adjusted for tax items discrete to each period.

For the three and six months ended June 27, 2026, we recorded an income tax provision from continuing operations of $252 million and $490 million representing an effective tax rate of 9.8% and 11.8%, respectively. The difference between the U.S. federal statutory tax rate of 21% and our estimated annual effective tax rate was primarily due to the income tax benefit from foreign-derived deduction eligible income (FDDEI) and research and development (R&D) tax credits.

For the three and six months ended June 28, 2025, we recorded an income tax benefit from continuing operations of $834 million and $711 million representing an effective tax rate of 1,263.6% and (92.8)%, respectively. The tax benefit for the three and six months ended June 28, 2025 reflected a discrete tax benefit of $792 million and $781 million, respectively, primarily due to a tax benefit of $853 million related to the release of uncertain tax positions pertaining to the reasonable cause relief for dual consolidated losses approved by the Internal Revenue Service (IRS) in April 2025, partially offset by other items, including deferred tax expense associated with the expected gain on the transfer of appreciated assets related to the acquisition of ZT Group Int’l, Inc. (ZT Systems).

Results of Discontinued Operations

Net income (loss) from discontinued operations for the three and six months ended June 27, 2026 of $(8) million and $3 million included tax provision adjustments.

FINANCIAL CONDITION

Liquidity and Capital Resources

As of June 27, 2026 and December 27, 2025, our cash, cash equivalents and short-term investments were $13.1 billion and $10.6 billion, respectively.

Our operating, investing and financing activities for the six months ended June 27, 2026 compared to the prior year period are as described below:

Six Months Ended
June 27, 2026June 28, 2025
(In millions)
Net cash provided by (used in):
Net cash provided by operating activities of continuing operations$5,321$2,401
Net cash provided by operating activities of discontinued operations—549
Operating activities5,3212,950
Net cash used in investing activities of continuing operations(5,172)(2,633)
Net cash used in investing activities of discontinued operations(243)(22)
Investing activities(5,415)(2,655)
Financing activities of continuing operations(365)347
Net increase (decrease) in cash, cash equivalents and restricted cash$(459)$642

We have $5.0 billion available under an unsecured revolving credit facility that expires in 2031. We also have a commercial paper program to issue unsecured commercial paper notes up to a maximum principal amount outstanding, at any time, of $5.5 billion, with a maturity of up to 397 days from the date of issue. We had no commercial paper and revolving credit amounts outstanding as of June 27, 2026.

As of June 27, 2026 and December 27, 2025, our aggregate principal short-term and long-term debt obligations were $3.3 billion.

As of June 27, 2026, we had unconditional commitments of approximately $30.3 billion, of which $17.4 billion are for the remainder of fiscal year 2026. Our contractual obligations and purchase commitments relate primarily to our obligations to purchase wafers, substrates and components from third parties and future payments related to multi-year cloud service provider arrangements, and certain software and technology licenses. We work continually with our suppliers and partners on the timing of payments and deliveries of purchase commitments, taking into account business conditions. We also have commitments for leases that have commenced for approximately $1.2 billion and leases that have not yet commenced for $4.5 billion. In addition, as of June 27, 2026, we have data center lease guarantees with maximum potential amount of future payments of $4.1 billion. Subsequent to June 27, 2026, we entered into investment commitments of up to $5.0 billion, subject to certain conditions, which are expected to be made through fiscal year 2028 and long-term data center leases with aggregate future payments of $9.5 billion over lease terms of up to 16 years that are expected to commence in 2027 and 2028.

We believe our cash, cash equivalents, short-term investments and cash flows from operations along with our revolving credit facility and commercial paper program will be sufficient to fund operations, capital expenditures, commitments and strategic activities over the next 12 months and beyond. We believe we will be able to access the capital markets should we require additional funds. However, we cannot assure that such funds will be available on favorable terms, or at all.

Operating Activities

Our working capital cash inflows and outflows from operations are primarily cash collections from our customers, payments for inventory purchases and payments for employee-related expenditures.

Net cash provided by operating activities of continuing operations was $5.3 billion in the six months ended June 27, 2026, primarily due to our net income of $3.7 billion, adjusted for non-cash and non-operating charges of $1.9 billion and net cash outflows of $274 million from changes in our operating assets and liabilities. The primary drivers of the changes in operating assets and liabilities included a $966 million increase in accounts receivable driven primarily by higher revenue, a $1.0 billion increase in prepaid expenses and other assets primarily due to prepayments of supply agreements, partially offset by a $2.2 billion increase in accounts payable primarily due to timing of payment obligations.

Net cash provided by operating activities of continuing operations was $2.4 billion in the six months ended June 28, 2025, primarily due to our net income of $1.6 billion, adjusted for non-cash and non-operating charges of $1.2 billion and net cash outflows of $284 million from changes in our operating assets and liabilities. The primary drivers of the change in operating assets and liabilities were a $1.1 billion decrease in accounts receivable due to higher receipts of customer payments and a $943 million increase in inventory primarily to support the continued ramp of Client and Data Center products in advanced process technology nodes. Net cash provided by operating activities of ZT Systems' data center infrastructure manufacturing business (ZT Manufacturing Business), classified as discontinued operations, was $549 million.

Investing Activities

Net cash used in investing activities of continuing operations was $5.2 billion for the six months ended June 27, 2026, which primarily consisted of purchases of short-term investments of $4.6 billion, purchases of property and equipment of $1.2 billion, and purchases of long-term investments of $844 million, partially offset by $1.6 billion of proceeds from the maturity and sale of short-term investments. Net cash used in investing activities of discontinued operations was $243 million, which represents payment for customary net working capital adjustments related to the divestiture of the ZT Manufacturing Business.

Net cash used in investing activities of continuing operations was $2.6 billion for the six months ended June 28, 2025, which primarily consisted of cash used in acquisitions of $1.7 billion, the purchases of short-term investments of $796 million, purchases of strategic investments of $358 million, and purchases of property and equipment of $494 million, partially offset by $731 million of proceeds from the maturity and sale of short-term investments. Net cash used in investing activities of the ZT Manufacturing Business, classified as discontinued operations, was $22 million due to purchases of equipment.

Financing Activities

Net cash used in financing activities of continuing operations was $365 million for the six months ended June 27, 2026, which primarily consisted of stock repurchases of $221 million and stock repurchases for tax withholding on employee equity plans of $341 million, partially offset by proceeds from the issuance of common stock through employee equity plans of $205 million.

Net cash provided by financing activities of continuing operations was $347 million for the six months ended June 28, 2025, which primarily consisted of cash received from the issuance of senior notes of $1.5 billion and $950 million of commercial paper, partially offset by stock repurchases of $1.2 billion. There was no net cash provided by financing activities of discontinued operations for the six months ended June 28, 2025.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Reference is made to “Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the fiscal year ended December 27, 2025.

Long-term Investment Risk. We hold long-term investments in marketable equity securities of publicly traded companies and non-marketable equity and other securities of privately held companies. As of June 27, 2026 and December 27, 2025, the carrying value of marketable equity securities was $1.2 billion and $0.2 billion, respectively, and non-marketable equity and other securities was $1.7 billion and $1.1 billion, respectively. These investments are subject to market risks that could substantially impact their fair value. The Company regularly reviews non-marketable securities for impairment.

There have not been any material changes in interest rate risk, default risk or foreign exchange risk since December 27, 2025.

Item 4. CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports made under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As of June 27, 2026, 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 CEO and CFO, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our CEO and CFO concluded that our disclosure controls and procedures were effective at the reasonable assurance level.

There were no changes in our internal controls over financial reporting for the three months ended June 27, 2026 that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II. OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

For a discussion of our legal proceedings, refer to Note 10—Commitments and Contingencies of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q).

Item 1A. RISK FACTORS

The risks and uncertainties described below are not the only ones we face. If any of the following risks actually occurs, our business, financial condition or results of operations could be materially adversely affected. In addition, you should consider the interrelationship and compounding effects of two or more risks occurring simultaneously.

Risk Factors Summary

The following is a summary of the principal risks that could adversely affect our business, financial condition and results of operations.

Economic and Strategic Risks

  • The markets in which our products are sold are highly competitive and rapidly evolving.

  • The semiconductor industry is highly cyclical and has experienced severe downturns.

  • The demand for our products depends in part on the market conditions in the industries into which they are sold.

  • 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.

  • The loss of a significant customer may have a material adverse effect on us.

  • Economic and market uncertainty may adversely impact our business and operating results.

  • Our operating results are subject to quarterly and seasonal sales patterns.

  • 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.

  • Unfavorable currency exchange rate fluctuations could adversely affect us.

Operational and Technology Risks

  • 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.

  • Essential equipment, materials, substrates or manufacturing processes may not be available to us.

  • We may fail to achieve expected manufacturing yields for our products.

  • 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.

  • Our products may be subject to security vulnerabilities that could have a material adverse effect on us.

  • 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.

  • Uncertainties involving the ordering and shipment of our products could materially adversely affect us.

  • Our ability to design and introduce new products includes the use of third-party intellectual property.

  • 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.

  • 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.

  • Our reliance on third-party distributors and add-in-board (AIB) partners subjects us to certain risks.

  • Our business depends on the proper functioning of our internal business processes and information systems.

  • Our products may not be compatible with some or all industry-standard software and hardware.

  • Costs related to defective products could have a material adverse effect on us.

  • We may fail to maintain the efficiency of our supply chain as we respond to changes in customer demand.

  • We outsource to third parties certain supply-chain logistics functions.

  • We may be unable to effectively control the sales of our products on the gray market.

  • Climate change may have an impact on our business.

Legal and Regulatory Risks

  • Government actions and regulations, including export controls, national-security-based regulations, import tariffs and trade protection measures, may limit our ability to export our products to certain customers, increase costs, harm our competitive position and materially affect our business.

  • If we cannot realize our deferred tax assets, our results of operations could be adversely affected.

  • Our business is subject to potential tax liabilities, including as a result of tax regulation changes.

  • We are party to litigation and may become a party to other claims or litigation.

  • We are subject to environmental laws, conflict minerals regulations, as well as a variety of other laws or regulations.

  • 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.

  • Issues related to the responsible use of AI may result in reputational, competitive and financial harm and liability.

  • The agreements governing our notes, our guarantee of Xilinx’s notes and the Revolving Credit Agreement.

  • We may be required to satisfy financial obligations under guarantees, leases and other commercial commitments.

Merger, Acquisition, Divestiture, and Integration Risks

  • Acquisitions, joint ventures, and/or investments, and the failure to integrate acquired businesses may fail to materialize their anticipated benefits and could disrupt our business.

  • 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.

General Risks

  • Our worldwide operations are subject to political, legal and economic risks and natural disasters.

  • We may incur future impairments of our technology license purchases.

  • If we are unable to attract, develop and retain key employees, our business could be materially affected.

  • Our stock price is subject to volatility.

For a more complete discussion of the material risks facing our business, see below.

Economic and Strategic Risks

The markets in which our products are sold are highly competitive and rapidly evolving.

Delivering the latest and best products to market on time is critical to revenue growth. The competitiveness of our products depends on a number of factors, including: performance, total cost of ownership, timely product introductions, product quality and reliability, product features and capabilities, energy efficiency (including power consumption and battery life, given their impact on total cost of ownership), size (or form factor), selling price, cost, adherence to industry standards (and the creation of open industry standards), level of integration, software and hardware compatibility, ease of use and functionality of software design tools, completeness of applicable software solutions, security and stability, brand recognition and availability.

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 markets, reducing demand for our products. Additionally, we may encounter competition from customers who internally develop products to support AI workloads similar to those s

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Item 5. OTHER INFORMATION

Rule 10b5-1 Trading Plans

During the quarter ended June 27, 2026, the following directors and officers adopted, modified or terminated Rule 10b5-1 trading plans:

NameTitle of Director or OfficerActionDateTrading ArrangementTotal Shares to be SoldExpiration Date
Rule 10b5-1*Non-Rule 10b5‑1**
Joseph HouseholderDirectorAdoptMay 26, 2026X135,000May 26, 2027
Jean HuExecutive Vice President, Chief Financial Officer and TreasurerAdoptMay 19, 2026X30,000September 10, 2027
Forrest NorrodExecutive Vice President and General Manager, Data Center SolutionsAdoptMay 20, 2026X116,784June 30, 2027
Lisa SuChair, President and Chief Executive OfficerAdoptJune 8, 2026X450,000June 16, 2027
* Intended to satisfy the affirmative defense of Rule 10b5-1(c) ** Not intended to satisfy the affirmative defense of Rule 10b5-1(c)

Item 6. EXHIBITS

3.1Amended and Restated Certificate of Incorporation of Advanced Micro Devices, Inc., filed as Exhibit 3.1 to AMD’s Current Report on Form 8-K/A dated May 14, 2025, is hereby incorporated by reference.
3.2Advanced Micro Devices, Inc. Amended and Restated Bylaws, as amended on February 13, 2024, filed as Exhibit 3.1 to AMD’s Current Report on Form 8-K dated February 20, 2024, is hereby incorporated by reference.
10.1Credit Agreement, dated as of May 14, 2026, by and among the Company, as borrower, the lenders named therein and JPMorgan Chase Bank, N.A., as administrative agent, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated May 13, 2026, is hereby incorporated by reference.
*10.2Advanced Micro Devices, Inc. 2023 Equity Incentive Plan, filed as Exhibit A to the Company’s Proxy Statement on Schedule 14A filed on March 27, 2026, is hereby incorporated by reference.
*10.3Form of Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2023 Equity Incentive Plan
*10.4Form of Performance-Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2023 Equity Incentive Plan
31.1Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1Certification of the Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2Certification of the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document.
101.SCHXBRL Taxonomy Extension Schema Document.
101.CALXBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFXBRL Taxonomy Extension Definition Linkbase Document.
101.LABXBRL Taxonomy Extension Label Linkbase Document.
101.PREXBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
*Management contracts and compensatory plans or arrangements.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ADVANCED MICRO DEVICES, INC.
August 4, 2026By:/s/ Jean Hu
Name:Jean Hu
Title:Executive Vice President, Chief Financial Officer and Treasurer Signing on behalf of the Registrant as the Principal Financial Officer