8-K

ADVANCED MICRO DEVICES INC (AMD)

8-K 2026-01-20 For: 2026-01-16
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Added on April 02, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

January 16, 2026

Date of Report (Date of earliest event reported)

amdlogo.jpg

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-07882 94-1692300
(State or Other Jurisdiction of<br><br>Incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification Number)

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 or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value AMD The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Director

On January 16, 2026, the Board of Directors (the “Board”) of Advanced Micro Devices, Inc. (the "Company") approved the increase in the size of the Board from eight directors to nine directors and appointed Ms. KC McClure as a director to the Board to fill the resulting vacancy. In addition, Ms. McClure was appointed to the Audit and Finance Committee of the Board.

The Board has determined that Ms. McClure qualifies as an independent director for purposes of the rules of the Nasdaq Stock Market as well as applicable rules adopted by the U.S. Securities and Exchange Commission (the “SEC”).

Ms. McClure will receive compensation based on the same policies as the Company’s other non-employee directors, which are described in the Company’s definitive proxy statement filed on March 28, 2025 with the SEC and in the Company’s Outside Director Equity Compensation Policy attached as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 5, 2025. On January 16, 2026, Ms. McClure was granted 1,278 restricted stock units. The grant becomes fully vested and exercisable on the one-year anniversary of the grant date.

Ms. McClure is expected to enter into the Company’s standard form of indemnity agreement in the form filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 10, 2008.

A copy of the press release announcing Ms. McClure’s appointment to the Board is attached as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description
99.1 Press Release dated January20, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

Date: January 20, 2026 ADVANCED MICRO DEVICES, INC.
By: /s/ Ava Hahn
Name: Ava Hahn
Title: Senior Vice President, General Counsel and Corporate Secretary

Document

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Contact:

Brandi Martina

AMD Communications

(512) 705-1720

brandi.martina@amd.com

Liz Stein AMD Investor Relations

(720) 652-3965

liz.stine@amd.com

AMD Appoints KC McClure to Board of Directors

SANTA CLARA, Calif. — January 20, 2025 — AMD (NASDAQ: AMD) today announced the appointment of KC McClure to its board of directors.

McClure most recently served as a senior advisor to Accenture and was previously Chief Financial Officer of Accenture from 2019 to 2024. Throughout her more than 37-year tenure at Accenture, McClure held multiple finance and accounting leadership roles, including overseeing financial operations and investor relations.

“We are delighted to welcome KC to AMD’s Board of Directors,” said Dr. Lisa Su, AMD chair and CEO. “KC is a proven finance leader whose operating expertise and global perspective will be an asset as we execute our strategy and extend AMD’s leadership in high-performance and AI computing.”

McClure holds a Bachelor of Science degree in accounting and business administration from Pennsylvania State University’s Smeal College of Business. She currently serves on the Smeal College of Business Board of Visitors and on the board of Goldman Sachs.

About AMD

AMD (NASDAQ: AMD) drives innovation in high-performance and AI computing to solve the world’s most important challenges. Today, 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 AI solutions that provide the performance and scalability needed for a new era of intelligent computing. Learn more at www.amd.com.