8-K

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

June 9, 2014

Date of Report (Date of earliest event reported)

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-07882	94-1692300
(State of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

One AMD Place

P.O. Box 3453

Sunnyvale, California 94088-3453

(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))

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

On June 9, 2014, the Board of Directors of Advanced Micro Devices, Inc. (the “Company”) approved the appointment of Dr. Lisa T. Su as the Company’s Senior Vice President and Chief Operating Officer, effective July 1, 2014. Dr. Su joined the Company in 2012 and currently serves as Senior Vice President and General Manager, Global Business Units.

Also, on the same day, the Board of Directors of the Company approved the appointment of Mr. John Byrne, as the Company’s Senior Vice President and General Manager, Computing and Graphics Business Group, effective July 1, 2014. Mr. Byrne joined the Company in 2007 and currently serves as Senior Vice President and Chief Sales Officer.

Biographical information for Dr. Su and Mr. Byrne is included in the Company’s Proxy Statement for its 2014 Annual Meeting of Stockholders, which was filed with the U.S. Securities and Exchange Commission on March 25, 2014, and is incorporated by reference herein. A copy of the press release announcing Dr. Su’s and Mr. Byrne’s appointments is attached as Exhibit 99.1 hereto.

On June 9, 2014, the Compensation Committee of the Board of Directors of the Company approved base salary increases for Mr. Devinder Kumar, the Company’s Senior Vice President and Chief Financial Officer, Mr. John Byrne, and Dr. Lisa T. Su. Messrs. Kumar and Byrne and Dr. Su are each a named executive officer. These base salary increases will be effective July 1, 2014. The current base salaries of Messrs. Kumar and Byrne and Dr. Su, and the base salaries to be received by Messrs. Kumar and Byrne and Dr. Su beginning July 1, 2014, are set forth opposite their names in the table below.

Name	Current Base Salary		Base Salary as of July 1, 2014
Devinder Kumar	$	500,000	$	530,000
John Byrne	$	455,000	$	550,000
Lisa T. Su	$	575,000	$	650,000

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release dated June 12, 2014 regarding the appointment of Dr. Su as the Company’s Senior Vice President and Chief Operating Officer and Mr. Byrne as the Company’s Senior Vice President and General Manager, Computing and Graphics Business Group.

SIGNATURES

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

Date: June 12, 2014	ADVANCED MICRO DEVICES, INC.
	By:	/s/ Harry A. Wolin
	Name:	Harry A. Wolin
	Title:	Senior Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated June 12, 2014 regarding the appointment of Dr. Su as the Company’s Senior Vice President and Chief Operating Officer and Mr. Byrne as the Company’s Senior Vice President and General Manager, Computing and Graphics Business Group.

EX-99.1

Exhibit 99.1

NEWS RELEASE

Media Contact

Drew Prairie

512-602-4425

drew.prairie@amd.com

Investor Contact

Ruth Cotter

408-749-3887

ruth.cotter@amd.com

AMD ANNOUNCES LATEST STEP IN MULTI-YEAR STRATEGIC TRANSFORMATION

—Dr. Lisa Su Named Chief Operating Officer; Company to Create Two Business Groups Focused on Further Strengthening Traditional Businesses and Driving Growth in Adjacent Markets; Chief Sales Officer John Byrne to Lead New Computing and Graphics Business Group —

SUNNYVALE CA — June 12, 2014 — AMD (NYSE: AMD) today announced the latest step in the company’s multi-year strategic transformation to deliver consistent growth and profitability by combining the company’s previously separate business units, global operations and sales organizations to create a singular, market-focused organization responsible for all aspects of product strategy, product execution, sales and operations. The new structure will be implemented on July 1 and will be led by Dr. Lisa Su (44) in her new role as AMD’s Chief Operating Officer (COO), reporting to AMD President and Chief Executive Officer Rory Read (52).

As a part of the re-alignment, AMD also announced it will consolidate its business units into two expanded business groups designed to deliver unmatched customer value in both traditional PC markets and adjacent high-growth markets:

• The Computing and Graphics Business Group will combine AMD’s client, consumer graphics and professional graphics businesses, as well as their related product engineering and sales functions. AMD Chief Sales Officer John Byrne (43) has been appointed senior vice president and general manager responsible for leading the Computing and Graphics Business Group, reporting to Dr. Su.

• The Enterprise, Embedded and Semi-Custom Business Group will combine AMD’s server, embedded, dense server and semi-custom businesses, as well as their related product engineering and sales functions. Dr. Su will be the acting lead.

“During the past two years, we have been successfully executing our three-step strategy to reset, accelerate and ultimately transform AMD,” said Read. “Today’s announcement represents the next step in our long-term strategic plan to help ensure AMD’s operating structure and culture are better aligned to drive consistent growth and profitability by leveraging our leadership IP to create differentiated products that help our customers win across a diversified set of high-growth markets.

“Lisa has been a driving force in AMD’s recent success, and as COO she will expand on this foundation and lead a broader organization designed to more quickly adapt to industry shifts, streamline execution and decision making, and create even greater value for our customers. John’s years of PC industry experience and successful track record of strengthening AMD’s customer relationships make him ideally suited to take on additional responsibility and lead one of our new business groups.”

Dr. Su joined AMD in 2012 as senior vice president and general manager, Global Business Units, responsible for the company’s product strategy, product definition and business plans. She joined AMD from Freescale, where she held multiple positions including chief technology officer and senior vice present and general manager, Networking and Multimedia. Prior to Freescale, Dr. Su spent 13 years with IBM in various engineering and business leadership positions.

During Byrne’s seven years at AMD he has held several senior management roles, including responsibility for global sales teams, leading the consolidation of the company’s computing and graphics processor worldwide channel sales teams and strengthening relationships with the company’s largest global customers. He has more than 25 years of experience in the technology industry, including founding two successful technology sales and marketing businesses.

About AMD

AMD (NYSE: AMD) designs and integrates technology that powers millions of intelligent devices, including personal computers, tablets, game consoles and cloud servers that define the new era of surround computing. AMD solutions enable people everywhere to realize the full potential of their favorite devices and applications to push the boundaries of what is possible. For more information, visit www.amd.com.

Cautionary Statement

This press release contains “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Forward-looking statements reflect current expectations and projections about future events, and thus involve uncertainty and risk. It is possible that future events, including the success of AMD’s strategic plans, may differ from expectations due to a variety of risks and other factors such as those described in the “Risk Factors” section of AMD’s Annual Report on Form 10-K for the fiscal year ended December 28, 2013 and Quarterly Report on Form 10-Q for the quarter ended March 29, 2014, as filed with the Securities and Exchange Commission. It is not possible to foresee or identify all such factors. Any forward-looking statements in this press release are based on certain assumptions and analyses made in light of AMD’s experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Forward-looking statements are not a guarantee of future performance and actual results or developments may differ materially from expectations. AMD does not intend to update any particular forward-looking statements contained in this press release.

—30—

AMD, the AMD Arrow logo and combinations thereof are trademarks of Advanced Micro Devices, Inc. Other names are for informational purposes only and may be trademarks of their respective owners.