Form 4: Applied Materials SVP Timothy Deane Reports Stock Acquisition and Future Equity Vesting

Applied Materials' Senior Vice President, Timothy M. Deane, reported the acquisition of 2,206 shares of common stock and detailed future vesting schedules for over 78,000 performance and restricted stock units.

Summary

• Timothy M. Deane, SVP of Applied Global Services at Applied Materials, Inc. (AMAT), reported the acquisition of 2,206 shares of common stock on July 2, 2025, at a price of $0 per share.
• This acquisition reflects periodic payroll acquisitions under the Employees' Stock Purchase Plan (ESPP), contributing to an increase in beneficial ownership.
• Following this transaction, total beneficial ownership stands at 135,266 shares.
• The total beneficial ownership includes 78,533 unvested performance share units (PSUs) and restricted stock units (RSUs) that were previously reported.
• Specifically, 39,723 restricted stock units are scheduled to vest in installments in October 2025, January 2026, and December 2025 through 2027.
• Additionally, 38,810 performance share units are scheduled to vest in installments in December 2025 through 2027, with the actual number of shares vesting ranging from 0% to 200% of the target based on achievement of specified performance goals.
• All vesting is contingent on continued employment through each applicable vesting date.

Sentiment

Score: 7

Explanation: The filing is a routine disclosure of executive stock acquisition and vesting schedules, reflecting standard equity compensation practices. It does not contain any overtly positive or negative news regarding company operations or financial performance, but the executive's increased beneficial ownership is generally viewed as a positive alignment of interests.

Positives

• Increased beneficial ownership by a senior executive, Timothy M. Deane, indicates alignment with shareholder interests.
• The acquisition of shares at $0 suggests equity compensation, which aligns executive incentives with company performance.
• The existence of an Employees' Stock Purchase Plan (ESPP) indicates a benefit for employees, encouraging broader ownership.

Risks

• Vesting of 38,810 performance share units (PSUs) is subject to the achievement of specified performance goals, meaning the actual number of shares received could range from 0% to 200% of the target amount.
• All vesting of both restricted stock units (RSUs) and performance share units (PSUs) is contingent on continued employment through each applicable vesting date.

Future Outlook

Future vesting of 78,533 performance share units and restricted stock units is scheduled to occur in installments through 2027, contingent on continued employment and, for PSUs, achievement of specified performance goals.

Management Comments

• Increased number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-3 and Rule 16b-3.
• Number of shares includes 78,533 performance share units and restricted stock units previously reported that in the future will be converted on a one-for-one basis into shares of Applied Materials, Inc. common stock upon vesting.
• Vesting is scheduled to occur as follows: (a) 39,723 restricted stock units are scheduled to vest in installments in October of 2025 and 2026, January of 2026, and December of 2025 through 2027, and (b) 38,810 performance share units are scheduled to vest in installments in December of 2025 through 2027, which number of shares is the target amount, and the actual number of shares that may vest ranges from 0% to 200% of the target amount, depending on achievement of specified performance goals (all vesting is subject to continued employment through each applicable vesting date).

Industry Context

This Form 4 filing reflects standard executive compensation practices in the technology and semiconductor equipment industry, where equity awards like RSUs and PSUs are common tools to align executive incentives with long-term company performance and shareholder value. The use of an Employees' Stock Purchase Plan (ESPP) also aligns with common employee benefit programs in large corporations.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) and Performance Share Units (PSUs) as a significant component of executive compensation is a common practice across major technology companies, including peers like Lam Research, KLA Corporation, and ASML, aiming to retain talent and incentivize long-term performance.
• The structure of PSUs with a vesting range of 0% to 200% based on performance goals is a standard mechanism to tie executive payouts directly to the achievement of specific financial or operational targets, similar to programs at companies such as Intel or Micron Technology.
• The inclusion of shares from an Employees' Stock Purchase Plan (ESPP) is a widely adopted benefit in the tech sector, encouraging broad employee ownership and alignment, comparable to programs offered by companies like Microsoft or Apple.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through equity ownership and performance-based incentives.
• Employees: The mention of an Employees' Stock Purchase Plan (ESPP) indicates a benefit program available to employees, encouraging broader employee ownership.
• Management/Executives: The equity awards (RSUs and PSUs) serve as a key component of compensation, incentivizing long-term performance and retention.

Next Steps

• Continued vesting of 39,723 restricted stock units in installments in October 2025, January 2026, and December 2025 through 2027.
• Continued vesting of 38,810 performance share units in installments in December 2025 through 2027, contingent on performance goals.

Key Dates

Keywords

Applied Materials, AMAT, SEC Form 4, Insider Transaction, Stock Acquisition, Equity Compensation, Restricted Stock Units, Performance Share Units, Executive Compensation, Timothy Deane, ESPP