← Advanced Micro Devices, Inc. (AMD)

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Published

## Filings that contain financial statements

- **8-K filed August 4, 2026** (accession 0000002488-26-000121), Exhibit 99.1: second-quarter 2026 results (quarter ended June 27, 2026). Contains the full GAAP/non-GAAP income statement, balance sheet, cash flow statement and segment data for Q2 2026 and the comparable prior periods.
- **8-K filed May 5, 2026** (accession 0000002488-26-000072), Exhibit 99.1: first-quarter 2026 results (quarter ended March 28, 2026). Contains the full GAAP/non-GAAP income statement, balance sheet, cash flow statement and segment data for Q1 2026.
- **8-K filed February 3, 2026** (accession 0000002488-26-000014), Exhibit 99.1: fourth-quarter and full-year 2025 results (period ended December 27, 2025). Contains the full GAAP/non-GAAP income statement, balance sheet, cash flow statement and segment data for Q4 2025 and full-year 2025.
- **8-K filed November 4, 2025** (accession 0000002488-25-000163), Exhibit 99.1: third-quarter 2025 results (quarter ended September 27, 2025). Contains the full GAAP/non-GAAP income statement, balance sheet, cash flow statement and segment data for Q3 2025.

## Earnings and guidance

**August 4, 2026 — Second-quarter 2026 results (8-K, accession 0000002488-26-000121).** Revenue was a record $11.5 billion, up 50% year over year, with GAAP gross margin of 54% and non-GAAP gross margin of 56%. GAAP operating income was $2.0 billion and GAAP net income was $2.3 billion ($1.38 diluted GAAP EPS); non-GAAP net income was $2.8 billion ($1.66 diluted non-GAAP EPS). Data Center segment revenue more than doubled year over year to $6.7 billion, representing 58% of total revenue. Management guided third-quarter 2026 revenue to approximately $13 billion, plus or minus $300 million, implying roughly 41% year-over-year growth, with non-GAAP gross margin of approximately 56%.

**May 5, 2026 — First-quarter 2026 results (8-K, accession 0000002488-26-000072).** Revenue was $10.3 billion, up 38% year over year; GAAP gross margin was 53% and non-GAAP gross margin was 55%. GAAP net income was $1.4 billion ($0.84 diluted EPS); non-GAAP net income was $2.3 billion ($1.37 diluted EPS). Data Center segment revenue rose 57% year over year to $5.8 billion. Guidance for second-quarter 2026 revenue was approximately $11.2 billion, plus or minus $300 million.

**February 3, 2026 — Fourth-quarter and full-year 2025 results (8-K, accession 0000002488-26-000014).** Fourth-quarter revenue was a record $10.3 billion, up 34% year over year, with non-GAAP operating income, net income and diluted EPS all reaching quarterly records ($2.9 billion, $2.5 billion and $1.53, respectively). Full-year 2025 revenue was a record $34.6 billion, up 34% year over year; full-year non-GAAP net income was a record $6.8 billion ($4.17 diluted non-GAAP EPS). Full-year 2025 results included approximately $440 million of net inventory and related charges tied to U.S. export controls on AMD Instinct MI308 GPU products to China; the fourth quarter benefited from an approximate $360 million release of previously reserved MI308 inventory charges. Guidance for first-quarter 2026 revenue was approximately $9.8 billion, plus or minus $300 million, including approximately $100 million of MI308 sales to China.

**November 4, 2025 — Third-quarter 2025 results (8-K, accession 0000002488-25-000163).** Revenue was a record $9.2 billion, up 36% year over year, with GAAP gross margin of 52% and non-GAAP gross margin of 54%. GAAP net income was $1.2 billion ($0.75 diluted EPS); non-GAAP net income was $2.0 billion ($1.20 diluted EPS). Third-quarter results included no MI308 shipments to China. Guidance for fourth-quarter 2025 revenue was approximately $9.6 billion, plus or minus $300 million.

## AI infrastructure warrant agreements (OpenAI and Meta)

**October 5, 2025 — OpenAI warrant and product agreement (8-K, accession 0001193125-25-230895).** AMD entered into a multi-year product purchase agreement with OpenAI OpCo, LLC under which OpenAI intends to deploy up to 6 gigawatts of AMD Instinct GPUs, with an initial 1-gigawatt deployment of AMD Instinct MI450 Series GPUs set to begin in the second half of 2026. Concurrently, AMD issued OpenAI a performance-based warrant to purchase up to 160 million shares of AMD common stock at an exercise price of $0.01 per share, vesting in tranches tied to GPU purchase milestones and AMD stock-price thresholds that escalate to $600 per share for the final tranche. The warrant is exercisable through October 5, 2030.

**February 23, 2026 — Meta warrant and product agreement (8-K, accession 0000002488-26-000045).** AMD entered into a similar strategic arrangement with Meta Platforms, Inc., amending the companies' 2023 Master Purchase Agreement, with Meta committing to purchase an initial 1-gigawatt equivalent of AMD Instinct GPU products and a total pipeline of up to 6 gigawatts. AMD issued Meta a performance-based warrant to purchase up to 160 million shares of AMD common stock at an exercise price of $0.01 per share, with vesting tranches tied to GPU purchase volumes and stock-price hurdles escalating to $600 per share, exercisable through February 23, 2031.

As of June 27, 2026 (per AMD's Form 10-Q filed August 5, 2026, accession 0000002488-26-000123), no warrant shares under either the OpenAI or Meta warrant had vested or become exercisable, and the warrants had no impact on AMD's financial statements for the periods reported. Both agreements remain in an early, unvested stage; the underlying GPU purchase commitments (concurrent with the warrant issuances) are described in the filings as binding.

## Divestiture

**October 27, 2025 — Completion of ZT Group Int'l sale (8-K, accession 0001193125-25-250803).** AMD completed the previously announced sale of ZT Group Int'l, Inc., its data center infrastructure manufacturing business, to Sanmina Corporation under an Equity Purchase Agreement dated May 18, 2025. Sanmina paid AMD's selling subsidiary 1,151,052 shares of Sanmina common stock plus $2.4 billion in cash at closing, subject to purchase-price adjustments, with the seller eligible for up to $450 million of additional contingent cash consideration tied to post-closing conditions.

## Capital structure and financing

**May 14, 2026 — New $5.0 billion revolving credit facility (8-K, accession 0001193125-26-226746, filed May 15, 2026).** AMD entered into a new five-year, $5.0 billion unsecured revolving credit facility with JPMorgan Chase Bank, N.A. as administrative agent, replacing its April 2022 credit agreement. No borrowings were outstanding under the new facility at closing. AMD also increased the maximum size of its commercial paper program to $5.5 billion from $3.0 billion. (This Current Report also disclosed, in the same filing, matters from AMD's May 13, 2026 Annual Meeting — see "Board and executive changes.")

**August 17, 2026 — $4.75 billion senior notes offering (8-K, accession 0001193125-26-354029).** AMD closed a public offering of $4.75 billion aggregate principal amount of senior notes: $1.25 billion of 4.600% notes due 2029, $1.50 billion of 5.000% notes due 2031, $1.00 billion of 5.250% notes due 2033 and $1.00 billion of 5.500% notes due 2036. Net proceeds are intended for general corporate purposes, which may include debt repayment. This offering post-dates AMD's most recent Form 10-Q (filed August 5, 2026) and is not reflected in that quarter's balance sheet.

**Subsequent events disclosed in the Q2 FY2026 Form 10-Q (accession 0000002488-26-000123, quarter ended June 27, 2026).**
- Investment commitments: subsequent to June 27, 2026, AMD entered into investment commitments of up to $5.0 billion, subject to certain contingencies, expected to be made through fiscal year 2028 (Note 8, Financial Instruments; counterparty not named).
- Data center leases: subsequent to June 27, 2026, AMD entered into long-term data center leases with aggregate future payments of $9.5 billion over lease terms of up to 16 years, expected to commence in 2027 and 2028 (Note 10, Commitments and Contingencies).

## Board and executive changes

**August 19, 2026 — Board changes (8-K, accession 0000002488-26-000163).** Director Joe Householder, who had served on AMD's board since 2014, announced his retirement effective August 19, 2026. The board appointed Tim Ryan, former U.S. Chair and Senior Partner of PwC and current Head of Technology and Business Enablement at Citi, as a new independent director effective the same date. KC McClure was named chair of the Audit and Finance Committee, and Nora Denzel joined that committee.

**June 26, 2026 — Executive compensation actions (8-K, accession 0000002488-26-000115, filed July 1, 2026).** AMD's board and compensation committee approved base salary increases effective July 1, 2026, for CEO Lisa Su (to $1,375,000) and other named executive officers, along with fiscal 2026 long-term equity incentive awards (Dr. Su's target value $36 million, in a mix of performance- and time-based restricted stock units).

**May 13, 2026 — Annual meeting and equity plan amendment (8-K, accession 0001193125-26-226746, filed May 15, 2026; same Current Report as the credit facility above).** At AMD's 2026 Annual Meeting, stockholders elected all eight director nominees, ratified Ernst & Young LLP as independent auditor, approved (on an advisory basis) executive compensation, and approved an amendment and restatement of the 2023 Equity Incentive Plan increasing authorized shares by 65 million to a total of 153 million shares. A stockholder proposal to lower the ownership threshold for calling a special meeting was not approved.

**February 17, 2026 — CEO Value Creation equity award and fiscal 2025 bonuses (8-K, accession 0000002488-26-000029).** The compensation committee approved fiscal 2025 annual cash bonuses for named executive officers, including a $3,125,430 bonus for CEO Lisa Su. Separately, the board approved a one-time "CEO Value Creation Equity Award" for Dr. Su with a target value of $75 million, structured as performance-based restricted stock units tied to four stock-price hurdles over a performance period running through March 15, 2031, with the top hurdle set at $600 per share.

**January 20, 2026 — Board appointment (8-K, accession 0000002488-26-000002).** AMD's board increased its size from eight to nine directors and appointed KC McClure, effective January 16, 2026, including to the Audit and Finance Committee.

**December 15, 2025 — New Chief Accounting Officer (8-K, accession 0000002488-25-000182).** AMD appointed Emily Ellis as Corporate Vice President, Chief Accounting Officer and principal accounting officer, effective December 15, 2025, succeeding CFO Jean Hu, who had served as interim Chief Accounting Officer since August 2025.

**August 25, 2025 — Chief Accounting Officer departure (8-K, accession 0000002488-25-000147).** Philip Carter resigned as Chief Accounting Officer effective September 5, 2025, to take a CFO role elsewhere; CFO Jean Hu assumed the role on an interim basis pending a permanent successor.

## Status as of the most recent Form 10-Q

As of the Form 10-Q for the quarter ended June 27, 2026 (accession 0000002488-26-000123), AMD reported compliance with the covenants under its notes and its revolving credit facility.