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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K
(Mark One)
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the fiscal year ended December 31, 2022

☐ 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

ADVANCED MICRO DEVICES, INC.

(Exact name of registrant as specified in its charter)
Delaware 94-1692300
ction of incorporation or organization) (I.R.S. Employer Identifica

2485 Augustine Drive

Santa Clara, California 95054
(Address of principal executive offices)
(408) 749-4000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
(Title of each class)

Common Stock, $0.01 par value per share

Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes ☑ No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange
Act. Yes ☐ No ☑
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 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 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 definition 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
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 has filed a report on and attestation to its management’s assessment of the
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b))
by the registered public accounting firm that prepared or issued its audit report. ☑
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the
registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to
§240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange
Act). Yes ☐ No ☑
As of June 24, 2022, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was
approximately $139.8 billion based on the reported closing sale price of $87.08 per share as reported on The NASDAQ Global
Select Market (NASDAQ) on June 24, 2022, which was the last business day of the registrant’s most recently completed
second fiscal quarter.
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable
date: 1,611,388,217 shares of common stock, $0.01 par value per share, as of February 22, 2023.

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DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s proxy statement for the 2023 Annual Meeting of Stockholders (2023 Proxy Statement) are
incorporated into Part III hereof. The 2023 Proxy Statement will be filed with the U.S. Securities and Exchange Commission
within 120 days after the registrant’s fiscal year ended December 31, 2022.

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INDEX
PART I

ITEM 1. Business

ITEM 1A. Risk Factors

ITEM 1B. Unresolved Staff Comments

ITEM 2. Properties

ITEM 3. Legal Proceedings

ITEM 4. Mine Safety Disclosures

PART II

ITEM 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases o

ITEM 6. [Reserved]

ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

ITEM 7A. Quantitative and Qualitative Disclosure About Market Risk

ITEM 8. Financial Statements and Supplementary Data

ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

ITEM 9A. Controls and Procedures

ITEM 9B. Other Information

ITEM 9C. Disclosures Regarding Foreign Jurisdictions that Prevent Inspections

PART III

ITEM 10. Directors, Executive Officers and Corporate Governance

ITEM 11. Executive Compensation

ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder M

ITEM 13. Certain Relationships and Related Transactions and Director Independence

ITEM 14. Principal Accounting Fees and Services

PART IV

ITEM 15. Exhibits, Financial Statements Schedules

 ITEM 16. Form 10-K Summary

SIGNATURES.

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PART I
ITEM 1. BUSINESS
Cautionary Statement Regarding Forward-Looking Statements
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 consolidated
financial statements; demand for AMD’s products; the growth, change and competitive landscape of
the markets in which AMD participates; international sales will continue to be a significant portion of
total sales in the foreseeable future; that AMD’s cash, cash equivalents and short-term investment
balances together with the availability under that certain revolving credit facility (the Revolving Credit
Agreement) made available to AMD and certain of its subsidiaries, our commercial paper program,
and our cash flows from operations will be sufficient to fund AMD’s operations including capital
expenditures and purchase commitments over the next 12 months and beyond; AMD’s ability to
obtain sufficient external financing on favorable terms, or at all; 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 position, results of operation or cash flows; anticipated
ongoing and increased costs related to enhancing and implementing information security controls; all
unbilled accounts receivables are expected to be billed and collected within 12 months; revenue
allocated to remaining performance obligations that are unsatisfied which will be recognized in the
next 12 months; and a small number of customers will continue to account for a substantial part of
AMD’s revenue in the future. For a discussion of the factors that could cause actual results to differ
materially from the forward-looking statements, see “Part I, Item 1A-Risk Factors” and the “Financial
Condition” section set forth in “Part II, Item 7-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 Annual Report on Form 10-K to “AMD,” “we,” “us,” “management,” “our” or the
“Company” mean Advanced Micro Devices, Inc. and our consolidated subsidiaries.
Overview
We are a global semiconductor company primarily offering:
•server microprocessors (CPUs) and graphics processing units (GPUs), data processing units (DPUs),
Field Programmable Gate Arrays (FPGAs), and Adaptive System-on-Chip (SoC) products for data
centers;
•CPUs, accelerated processing units (APUs) that integrate CPUs and GPUs, and chipsets for desktop and
notebook personal computers;
•discrete GPUs, and semi-custom SoC products and development services; and
•embedded CPUs, GPUs, APUs, FPGAs, and Adaptive SoC products.
From time to time, we may also sell or license portions of our intellectual property (IP) portfolio.
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Additional Information
AMD was incorporated under the laws of Delaware on May 1, 1969 and became a publicly held
company in 1972. Our common stock is currently listed on The NASDAQ Global Select Market
(NASDAQ) under the symbol “AMD”. Our mailing address and executive offices are located at 2485
Augustine Drive, Santa Clara, California 95054, and our telephone number is (408) 749-4000. For
financial information about geographic areas and for segment information with respect to revenues
and operating results, refer to the information set forth in Note 4 of our consolidated financial
statements. We use a 52- or 53-week fiscal year ending on the last Saturday in December.
References in this report to 2022, 2021 and 2020 refer to the fiscal year unless explicitly stated
otherwise.

AMD, the AMD Arrow logo, AMD CDNA, AMD Instinct, AMD RDNA, Alveo, Artix, Athlon, CoolRunner,
EPYC, FidelityFX, FirePro, FreeSync, Geode, Infinity Fabric, Kinex, Pensando, Radeon, Radeon
Instinct, ROCm, Ryzen, Spartan, Threadripper, UltraScale, UltraScale+, V-Cache, Versal, Virtex, Vitis,
Vivado, Xilinx, Zynq and combinations thereof are trademarks of Advanced Micro Devices, Inc.
Microsoft, Windows, DirectX and Xbox One are either registered trademarks or trademarks of
Microsoft Corporation in the United States and/or other countries. PCIe is a registered trademark of
PCI-SIG Corporation. Linux is the registered trademark of Linus Torvalds in the United States and
other countries. PlayStation is a registered trademark or trademark of Sony Interactive Entertainment,
Inc. Arm is a registered trademark of ARM Limited (or its subsidiaries) in the United States and/or
elsewhere. Vulkan and the Vulkan logo are registered trademarks of Khronos Group Inc. Steam and
the Steam logo are trademarks and/or registered trademarks of Valve Corporation in the United
States and/or other countries.

Other names are for informational purposes only and are used to identify companies and products
and may be trademarks of their respective owners.

Website Access to Our SEC Filings and Corporate Governance Documents

On the Investor Relations pages of our website, http://ir.amd.com, we post links to our filings with the
SEC, our Principles of Corporate Governance, our Code of Ethics for our executive officers, all other
senior finance executives and certain representatives from legal and internal audit, our Worldwide
Standards of Business Conduct, which applies to our Board of Directors and all of our employees, and
the charters of the committees of our Board of Directors. Our filings with the SEC are posted as soon
as reasonably practical after they are electronically filed with, or furnished to, the SEC. The SEC
website, www.sec.gov, contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the SEC. You can also obtain copies of these documents
by writing to us at: Corporate Secretary, AMD, 7171 Southwest Parkway, M/S B100.T, Austin, Texas
78735, or emailing us at: [email protected]. All of these documents and filings are
available free of charge.

If we make substantive amendments to our Code of Ethics or grant any waiver, including any implicit
waiver, to our principal executive officer, principal financial officer, principal accounting officer,
controller or persons performing similar functions, we intend to disclose the nature of such
amendment or waiver on our website.

The information contained on our website is not incorporated by reference in, or considered to be a
part of, this report.
Our Industry

We are a global semiconductor company. Semiconductors are components used in a variety of

electronic products and systems. An integrated circuit (IC) is a semiconductor device that consists of
many interconnected transistors on a single chip. Since the invention of the transistor in 1948,
improvements in IC process and design technologies have led to the development of smaller, more
complex and more reliable ICs at a lower cost-per-function.
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Our Strategy
AMD is focused on high-performance and adaptive computing technology, software and product
leadership. Our strategy is to create and deliver the world’s leading high-performance and adaptive
 computing products across a diverse set of markets including the data center, embedded, client and
gaming. Our strategy is focused on five strategic pillars: compute technology leadership, expanding
data center leadership, enabling pervasive artificial intelligence (AI), providing software platforms and
developer enablement, and designing custom silicon and solutions.
We invest in high-performance CPUs for cloud infrastructure, enterprise, edge, supercomputing, and
PCs. We invest in high-performance GPUs and software for markets such as gaming, compute, AI,
and virtual reality (VR) and augmented reality (AR). With the acquisition of Xilinx, Inc. (XIlinx) in
February 2022, our product portfolio now includes FPGAs and Adaptive SoCs used in the data center
and embedded markets. Also, with the acquisition of Pensando Systems, Inc. in May 2022, we offer
high-performance DPUs and next generation data center solutions.
We leverage our high-performance CPU, GPU, FPGA and DPU product portfolios to deliver solutions
that are differentiated at the chip level, such as our semi-custom SoCs, Adaptive SoCs, and APUs,
and at the systems level, such as PCs, embedded platforms and servers. To expand our data center
presence, we now offer the industry’s strongest portfolio of data center computing solutions based on
our CPUs, high-performance GPUs, DPUs, FPGAs, and Adaptive SoCs. We have a broad technology
roadmap and products targeting AI training and inference spanning cloud, edge and intelligent
endpoints. We achieve this through our family of CPUs, GPUs, FPGAs, and Adaptive SoCs.
We develop world-class software platforms that are used to enable our high-performance products.
Our software platforms include development tools, compilers, and drivers for our CPUs, GPUs and
FPGAs. We work closely with our customers to define and develop customized solutions to precisely
match their requirements. We enable this by combining our broad portfolio of high-performance IP
with our leadership design and packaging to deliver world-class customized solutions to our
customers. We invest in innovative technology and solutions such as our custom-ready chiplet
platform and AMD Infinity Architecture to maintain our leadership position as a custom-design silicon
provider of choice.
Our four reportable segments are:
•the Data Center segment, which primarily includes server CPUs and GPUs, DPUs, FPGAs, and Adaptive
SoC products for data centers;
•the Client segment, which primarily includes CPUs, APUs, and chipsets for desktop and notebook
personal computers;
•the Gaming segment, which primarily includes discrete GPUs, semi-custom SoC products and
development services; and
•the Embedded segment, which primarily includes embedded CPUs, GPUs, APUs, FPGAs and Adaptive
SoC products.
From time to time, we may also sell or license portions of our IP portfolio.
In addition to these reportable segments, we have an All Other category, which is not a reportable
segment.
Data Center Segment
Data Center Market
The Data Center segment primarily includes server CPUs, GPUs, DPUs, FPGAs, and Adaptive SoC
products. We leverage our technology to address the computational and visual data processing needs
in the data center market. Modern data centers require high performance, energy efficient, scalable
and adaptable compute engines to meet the demand driven by the growing amount of data that needs
to be stored, accessed, analyzed and managed. Different combinations of CPUs, GPUs, DPUs,
FPGAs, and Adaptive SoCs enable the optimization of performance and power for a diverse set of
workloads.
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Data Center Products
Server CPUs. Our CPUs for server platforms currently include the AMD EPYC™ Series processors –
AMD EPYC 9004 Series, AMD EPYC 7003 Series and AMD EPYC 7002 Series. Our 4th Gen AMD
EPYC 9004 Series processors are built on the “Zen 4” core and are designed to deliver leadership
performance and energy efficiency across multiple market segments and workloads. Our 3rd Gen
AMD EPYC processors include AMD 3D V-Cache™ technology for leadership performance in
technical computing workloads.
FPGAs and Adaptive SoCs. We offer a wide range of FPGAs, Adaptive SoCs and acceleration
cards for the data center. Devices include the Virtex™ and Kintex™ FPGA products, as well as
Zynq™, Zynq MPSoC, and Versal™ Adaptive SoC products. Our Alveo™ accelerator cards provide
a platform for accelerating workloads in the data center, at the edge or the cloud. To make
it accessible for developers, Alveo is available on most major OEM server platforms, as well as a
growing presence across all major cloud providers who provide FPGA-as-a-Service (FaaS).
DPUs. Our P4 programmable AMD Pensando DPUs are designed to help offload data center
infrastructure services from the CPU, and coupled with our comprehensive software stack, help
enable cloud and enterprise customers to optimize performance for network, storage, and security
services at cloud scale. Designed for minimal latency, jitter and power impact, our DPUs can help
large Infrastructure as a service (IaaS) cloud providers improve hosted virtualized and bare-metal
workload performance. Our DPUs power the Aruba CX 10000 top-of-rack network switch, designed to
enable enterprise customers to adopt the cloud model of distributed services.
Data Center GPUs. Our AMD Instinct™ family of GPU accelerator products, including AMD Instinct
MI200 Series which is based on 2 nd Gen AMD CDNA architecture, and are specifically designed to
address the growing demand for compute-accelerated data center workloads, including AI training
and a range of supercomputing applications where the compute capabilities of GPUs provide
additional performance. Combined with our AMD ROCm™ open software platform, our customers can
deliver differentiated accelerated platforms to address the next-generation of computing challenges
while minimizing power and space needs in the data center. Our visual cloud GPU offerings include
products in the Radeon™ PRO V families. Our visual cloud data center GPUs include a range of
solutions tailored towards workloads requiring remote visualization, such as Desktop-as-a-Service,
Workstation-as-a-Service and Cloud Gaming. AMD Accelerated Parallel Processing or General
Purpose GPU (GPGPU) refers to a set of advanced hardware and software technologies that enable
our discrete GPUs, working in concert with the CPU, to accelerate computational tasks beyond
traditional CPU processing by utilizing the vast number of GPU cores while working with the CPU to
process information cooperatively. In addition, computing devices with heterogeneous computing
features can run computationally-intensive tasks more efficiently, which we believe provides a
superior application experience to the end user. Moreover, heterogeneous computing allows for the
elevation of the GPU to the same level as the CPU for memory access, queuing, and execution.
Client Segment
Client Market
Our CPUs are incorporated into computing platforms, which are a collection of technologies that are
designed to work together to provide a more complete computing solution. We believe that integrated,
balanced computing platforms consisting of CPUs, chipsets and GPUs (either as discrete GPUs or
integrated into an APU or SoC) that work together at the system level bring end users improved
system stability, increased performance and enhanced power efficiency. In addition, we believe
customers also benefit from an all-AMD platform (consisting of an APU or CPU, a discrete GPU, and
a chipset when needed), as we are able to optimize interoperability, provide our customers a single
point of contact for the key platform components and enable them to bring the platforms to market
quickly in a variety of PC and server system form factors. We currently base our CPUs and chipsets
on the x86 instruction set architecture and the AMD Infinity Fabric™, which connects an on-chip
memory controller and input/output (I/O) channels directly to one or more CPU cores.
Client Products
Desktop CPUs. Our CPUs for desktop platforms currently include the AMD Ryzen™ and AMD
Athlon™ series processors. Our Ryzen 7000 Series desktop processors are based on “Zen 4”
architecture and deliver leadership performance for gamers and content creators. Our AMD Ryzen
5000 Series desktop processor family powered by our “Zen 3” core architecture has up to 16 cores
and is the first AMD Ryzen processor to feature AMD 3D V-Cache technology to improve gaming
performance.
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Notebook CPUs. Our mobile APUs, including AMD Ryzen and AMD Athlon mobile processors for
the commercial and consumer markets, combine both high levels of performance and efficiency for
notebook PCs. Our AMD Ryzen 7000 Series processors for mobile applications have up to 16 “Zen 4”
architecture cores. We also offer AMD Ryzen 6000 Series mobile processors, built on “Zen 3+”
architecture and AMD Ryzen 5000 Series mobile processors, which are powered with our “Zen 3”
core architecture.
Commercial CPUs. We offer enterprise-class desktop and mobile PC solutions sold as AMD PRO
Mobile and AMD PRO desktop processors with Radeon™ graphics for the commercial market. AMD
Ryzen PRO, AMD Threadripper™ PRO and AMD Athlon PRO processors solutions are designed to
provide enterprise customers with the performance, security capabilities and business features such
as enhanced security and manageability, platform longevity and extended image stability. Our AMD
Ryzen Threadripper PRO 5000 WX-Series processors provide full-spectrum performance across
multiple workstation workloads due to the performance and efficiency of the “Zen 3” core architecture
and increased processor frequencies. We also offer the AMD Ryzen PRO 7030 Series Mobile
processors built on “Zen 3” core architecture.
Chipsets. We offer a full suite of chipset products to support our AMD Ryzen and Threadripper
platforms, including chipsets for the AM5 socket like the X670 chipsets which support PCIe ® 5.0 (fifth
generation Peripheral Component Interconnect Express motherboard interface) designed for
enthusiast desktop platforms. In the AM5 platform we also offer B650 chipsets to enable a broader
range of solutions in the market. In the AM4 ecosystem for 5000-series processors and prior, we offer
the X570, B550 and A520 chipsets for socket AM4 for 3 rd Gen AMD Ryzen desktop processors and
5000 processors. In addition, we continue to offer the B450 and A320 chipsets that are combined with
AMD Ryzen processors for the AM4 desktop platform for the performance and affordable mainstream
platforms segments. In the High-End Desktop (HEDT) and Workstation segments, we offer the
WRX80 chipsets to support the 3rd Gen Ryzen Threadripper PRO platforms offering high speed I/O
and platform bandwidth.
Gaming Segment
Gaming Market
Graphics processing is a fundamental component across many of our products and can be found in
an APU, GPU, SoC or a combination of a discrete GPU with one of the other foregoing products
working in tandem. Our customers generally use our graphics solutions to enable or increase the
speed of rendering images, to help improve image resolution and color definition. We develop our
graphics products for use in various computing devices and entertainment platforms, including
desktop PCs, notebook PCs, All-in-Ones (AIOs), professional workstations, and the data center. With
each of our graphics products, we have available drivers and supporting software packages that
enable the effective use of these products under a variety of operating systems and applications. We
have developed AMD RDNA™ 3, a high performing and power efficient graphics architecture, which
is the foundation for next-generation PC gaming graphics. Additionally, our RDNA 2 architecture
supports advanced graphics features such as ray tracing, AMD Infinity Cache™ and variable rate
shading. The Sony PlayStation® 5 and Microsoft® Xbox Series S™ and X™ game consoles also
feature our RDNA graphics architecture. Our APUs deliver visual processing functionality for value
and mainstream PCs by integrating a CPU and a GPU on a single chip, while discrete GPUs (which
are also known as dGPUs) offer high-performance graphics processing across all platforms. We
leverage our core IP, including our graphics and processing technologies to develop semi-custom
solutions. Here, semiconductor suppliers work alongside system designers and manufacturers to
enhance the performance and overall user experience for semi-custom customers. We have used this
collaborative co-development approach with many of today’s leading game console and handheld PC
gaming manufacturers and can also address customer needs in many other markets. We leverage
our existing IP to create a variety of products tailored to a specific customer’s needs, including
complex fully-customized SoCs to more modest adaptations and integrations of existing CPU, APU or
GPU products.
Gaming Products
Semi-Custom Products. Our semi-custom products are tailored, co-developed, high-performance,
customer-specific solutions based on our CPU, GPU and multi-media technologies. We work closely
with our customers to define solutions to precisely match the requirements of the device or
application. We developed the semi-custom SoC products that power both the Sony PlayStation 5 as
well as the Microsoft Xbox Series S and X game consoles. We partnered with Valve to create a semi-
custom APU optimized for handheld gaming to power the Steam Deck™.
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Discrete Desktop and Notebook GPUs. Our AMD Radeon series discrete GPU processors for
desktop and notebook PCs support current generation application program interfaces (APIs) like
DirectX® 12 Ultimate and Vulkan®, support high-refresh rate displays using AMD FreeSync™, AMD
FreeSync Premium, and AMD FreeSync Premium Pro technologies, and are designed to support VR
in PC platforms. Our AMD Radeon Software expands remote gaming functionality and enables new
features and customization capabilities. In addition, we also offer tools for game developers such as
our AMD FidelityFX™ open-source image quality software toolkit that helps deliver improved visual
quality with minimal performance overhead. FidelityFX Super Resolution (FSR) uses upscaling
technologies to help boost frame rates in games. Our FSR 2.0 technology uses temporal data and
optimized anti-aliasing to boost frame rates in supported games while delivering similar or better
image quality than native resolution without requirement dedicated machine learning hardware.
Our AMD Radeon RX 7900 XTX and Radeon RX 7900 XT graphics cards are built on high-
performance, energy-efficient AMD RDNA 3 architecture. AMD Radeon RX 7900 series chiplet design
combines 5 nm and 6 nm process nodes, each optimized for specific chips in the GPU. We continue
to offer AMD Radeon RX 6000 series discrete graphics, based on our RDNA2 architecture, for high-
performance gaming desktops and notebooks. Our AMD Advantage Design™ Framework is a
collaboration with our global PC partners, delivering high-performance gaming notebooks by
combining our AMD Radeon RX series mobile graphics, AMD Software: Adrenalin Edition, AMD
Ryzen series mobile processors and utilizing AMD smart technologies to provide best-in-class gaming
experiences. AMD RDNA 3 gaming architecture is included in our newer AMD Radeon RX graphics
cards giving process optimizations plus firmware and software enhancements and high-bandwidth,
low-latency AMD Infinity Cache technology and GDDR6 memory at up to 20Gbps.
Professional GPUs. Our AMD Radeon PRO family of professional graphics products includes multi-
view graphics cards and GPUs designed for integration in mobile and desktop workstations. AMD
Radeon PRO graphics cards are designed for demanding use cases such as design and
manufacturing for CAD, and media and entertainment for broadcast and animation pipelines. AMD
Radeon PRO supports end users utilizing GPU accelerated visualization for construction, architecture
and mechanical design through gaming and visualization engines on high resolution displays. Our
AMD Radeon PRO W6000 series workstation graphics include AMD RDNA 2 architecture and AMD
Infinity Cache and are designed to reduce latency and power consumption and to optimize design
workloads, including 3D rendering, 8K video composition and color correction, complex design and
engineering simulations along with image and video editing applications.
Embedded Segment
The Embedded Market
The Embedded segment primarily includes embedded CPUs, GPUs, APUs, FPGAs, and Adaptive
SoC products. Embedded products address computing needs in automotive, industrial, test,
measurement, emulation, medical, multimedia, aerospace, defense, communications, networking,
security, and storage markets as well as thin clients, which are computers that serve as an access
device on a network. Typically, our embedded products are used in applications that require varying
levels of performance, where key features may include relatively low power, small form factors, and
24x7 operations. High-performance graphics are important in some embedded systems. Support for
Linux®, Windows® and other operating systems as well as for increasingly sophisticated applications
are also critical for some customers. Other requirements may include meeting rigid specifications for
industrial temperatures, shock, vibration and reliability. The embedded market has moved from
developing proprietary, custom designs to leveraging industry-standard instruction set architectures
and processors as a way to help reduce costs and speed time to market.
Embedded Products
Embedded CPUs, APUs and GPUs. Our products for embedded platforms include AMD Embedded
EPYC CPUs, AMD Embedded Ryzen V-Series APUs, CPUs and SoCs, AMD Embedded Ryzen R-
Series APUs, CPUs and SoCs. Our embedded processors and GPUs are designed to support high
performance and bandwidth network connectivity and security, high-performance storage
requirements for enterprise and cloud infrastructure, 3D graphics performance and 4K multimedia
requirements of automotive infotainment systems.
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FPGAs and Adaptive SoCs. Our FPGA products are hardware-customizable devices that can be
tailored to meet the specific needs of each customer, enabling them to differentiate their products and
accelerate time-to-market. Our FPGA families include UltraScale+™ (based on 16 nm technology),
UltraScale™ (20 nm), 7 Series (28 nm) and older series. Adaptive SoC products include the Zynq
SoC and UltraScale+ Multi-Processing System on a Chip (MPSoCs) which combine FPGA technology
with a heterogeneous processing system, as well as the industry’s first RFSoC architecture with
integrated radio frequency (RF) data converters. The Versal portfolio is composed of software-
programmable Adaptive SoCs, with a heterogeneous compute platform that combines Scalar
Engines, Adaptable Engines, and Intelligent Engines to achieve dramatic performance improvements
over today's fastest FPGA and accelerate applications in a wide variety of markets, including data
center, wired network, 5G wireless, automotive, industrial, scientific, medical, aerospace and defense.
Development Boards, Kits and Configuration Products. We offer development kits for all our
FPGA and Adaptive SoC products that include hardware, development tools, IP and reference
designs that are designed to streamline and accelerate the development of domain-specific and
market-specific applications.
Legacy Product Families. Prior generation high-end Virtex FPGA families include Virtex-6, Virtex-5,
Virtex-4, Virtex-II Pro, Virtex-II and the original Virtex family. Prior generation low end Spartan™
FPGA families include Spartan-6, Spartan-3, the Spartan-3E and Spartan-3A, Spartan-IIE, Spartan-II,
Spartan XL and the original Spartan family. Complex Programmable Logic Devices (CPLDs) operate
on the lowest end of the programmable logic density spectrum. CPLDs are single-chip, nonvolatile
solutions characterized by instant-on and universal interconnect. Prior generations of CPLDs include
the CoolRunner™ and XC9500 product families.
Design Platforms and Services
Adaptable Platforms. We offer two types of platforms that support our customers' designs and
reduce their development efforts: FPGAs and Adaptive SoCs. All devices feature adaptable hardware
that enables our customers to implement customized, domain-specific architectures. With both
hardware-accelerated performance and flexibility beyond what CPUs, GPUs, application-specific
standard parts (ASSPs), and application-specific integrated circuits (ASICs) can offer, customers can
introduce new innovations to the market quickly. FPGAs feature reconfigurable hardware as well as
integrated memory, digital signal processing, analog mixed signal, high-speed serial transceivers, and
networking cores coupled with advanced software for a broad range of applications in all of our end
markets. Our Adaptive SoCs feature a heterogeneous processing subsystem with integrated
programmable hardware fabric targeting embedded systems needing real-time control, analytics,
sensor fusion, and adaptable hardware for differentiation and acceleration. Our Zynq UltraScale+
RFSoCs feature integrated high-performance RF data converters targeting wireless, radar, and cable
access applications. Enabled by both hardware and software design tools and an extensive operating
system, middleware, software stack, and IP ecosystem, SoC platforms target software developers as
well as traditional hardware designers. Versal is the most recent addition to the silicon portfolio. Versal
combines Scalar Processing Engines, Adaptable Hardware Engines, and Intelligent Engines with
leading-edge memory and interfacing technologies to deliver powerful heterogeneous acceleration for
any application. This product family is ideally suited to accelerate a broad set of applications in the
emerging era of big data and AI. Versal hardware and software can be programmed and optimized by
software developers, data scientists, and hardware developers alike, enabled by a host of tools,
software, libraries, IP, middleware, and frameworks that enable industry-standard design flows.
Software Development Platform. To accommodate hardware and software designers, as well as
software developers and AI scientists, we provide design tools and software stacks tailored to each
user profile. Our Vivado™ ML Edition provides hardware design teams with the tools and
methodology needed to program FPGAs and Adaptive SoCs. Our Vitis™ unified software platform
enables the development and deployment of embedded software and accelerated applications, on our
FPGAs and Adaptive SoCs. Out Vitis AI unified software platform enables the development and
deployment of AI software on our FPGAs and Adaptive SoCs.
Sales and Marketing
We sell our products through our direct sales force and through independent distributors and sales
representatives in both domestic and international markets. Our sales arrangements generally
operate on the basis of product forecasts provided by the particular customer, but do not typically
include any commitment or requirement for minimum product purchases. We primarily use product
quotes, purchase orders, sales order acknowledgments and contractual agreements as evidence of
our sales arrangements. Our agreements typically contain standard terms and conditions covering
matters such as payment terms, warranties and indemnities for issues specific to our products.
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We generally warrant that our products sold to our customers will conform to our approved
specifications and be free from defects in material and workmanship under normal use and conditions
for one year. We offer up to three-year limited warranties for certain product types, and sometimes
provide other warranty periods based on negotiated terms with certain customers.
We market and sell our latest products under the AMD trademark. Our client processors include: AMD
Ryzen, AMD Ryzen PRO, Ryzen Threadripper, Ryzen Threadripper PRO, AMD Athlon, AMD Athlon
PRO, and AMD PRO A-Series. These products service desktop and notebook personal computers.
Our product brand for the consumer graphics market is AMD Radeon graphics, and AMD Embedded
Radeon graphics is our product brand for the embedded graphics market.
Our product brand for professional graphics products are AMD Radeon PRO graphics.
Our product brands for data center graphics are Radeon Instinct, Radeon PRO V-series, and AMD
Instinct accelerators for servers. We also market and sell our chipsets under AMD trademarks.
Our product brand for server microprocessors is AMD EPYC processors.
We also sell low-power versions of our AMD Athlon, as well as AMD Geode™, AMD Ryzen, AMD
EPYC, AMD R-Series and G-Series processors as embedded processor solutions.
Our FPGA product brands are Virtex-6, Virtex-7, Virtex UltraScale+, Kintex-7, Kintex UltraScale,
Kintex UltraScale+, Artix-7, Artix UltraScale+, Spartan-6 and Spartan-7.
Our product brands for Adaptive SoCs are Zynq-7000, Zynq UltraScale+ MPSoC, Zynq UltraScale+
RFSoCs, Versal HBM, Versal Premium, Versal Prime, Versal AI Core, Versal AI Edge, Vitis and
Vivado.
Our compute and network acceleration board products are sold under the Alveo brand.
We market our products through direct marketing and co-marketing programs. In addition, we have
cooperative advertising and marketing programs with customers and third parties, including market
development programs, pursuant to which we may provide product information, training, marketing
materials and funds. Under our co-marketing development programs, eligible customers can use
market development funds as reimbursement for advertisements and marketing programs related to
our products and third-party systems integrating our products, subject to meeting defined criteria.
Customers
Our microprocessor customers consist primarily of original equipment manufacturers (OEMs), large
public cloud service providers, original design manufacturers (ODMs), system integrators and
independent distributors in both domestic and international markets. ODMs provide design and/or
manufacturing services to branded and unbranded private label resellers, OEMs and system builders.
Customers of our microprocessor products also include online and brick and mortar retailers. Our
graphics product customers include the foregoing as well as add-in-board manufacturers (AIBs).
Customers of our chipset products consist primarily of PC OEMs, often through ODMs or other
contract manufacturers, who build the OEM motherboards, as well as desktop and server
motherboard manufacturers who incorporate chipsets into their channel motherboards. Our FPGA
and Adaptive SOC products are sold to customers in a very wide range of markets such as
Aerospace and Defense, Test and Measurement, Industrial, Automotive, Consumers, Broadcast,
Communication Infrastructure and Data Center. For these products we either sell directly to our
customers or through a network of distributors and OEM partners. We are also developing a network
of Value Added Resellers (VARs) and Integrated Solution Vendors (ISVs) for our Alveo products.
We work closely with our customers to define product features, performance and timing of new
products so that the products we are developing meet our customers’ needs. We also employ
application engineers to assist our customers in designing, testing and qualifying system designs that
incorporate our products. We believe that our commitment to customer service and design support
improves our customers’ time-to-market and fosters relationships that encourage customers to use
the next generation of our products.
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We also work with our customers to create differentiated products that leverage our CPU, GPU and
APU technology. Certain customers pay us non-recurring engineering fees for design and
development services and a purchase price for the resulting products.
One customer accounted for 16% of our consolidated net revenue for the year ended December 31,
2022. Sales to this customer consisted of sales of products from our Gaming segment. A loss of this
customer would have a material adverse effect on our business.
Original Equipment Manufacturers
We focus on three types of OEM partners: multi-nationals, selected regional accounts and selected
global and local system integrators, who target commercial and consumer end customers of all sizes.
Large multi-nationals and regional accounts are the core of our OEM partners’ business; however, we
are increasingly focused on the VAR channel which resells OEM systems to the mid-market and the
small and medium business (SMB) segments. Additionally, we have increased our focus on global
system integrators, which resell OEM systems, coupled with their software and services solutions into
Enterprise, high performance computing (HPC) and Cloud Service Provider Customers. Our OEM
customers include numerous foreign and domestic manufacturers of servers and workstations,
desktops, notebooks, PC motherboards and game consoles.
Third-Party Distributors
Our authorized channel distributors resell to sub-distributors and OEMs, ODMs, and other customers.
Typically, distributors handle a wide variety of products, and may include products from other
 manufacturers that compete with our products. Distributors typically maintain an inventory of our
products. In most instances, our agreements with distributors protect their inventory of our products
against price reductions and provide certain return rights with respect to any product that we have
removed from our price book or otherwise subject to discontinuation. In addition, some agreements
with our distributors may contain standard stock rotation provisions permitting limited product returns.
Add-in-Board (AIB) Manufacturers and System Integrators
We offer component-level graphics and chipset products to AIB manufacturers who in turn build and
sell board-level products using our technology to system integrators (SIs), retail buyers and sub
distributors. Our agreements with AIBs protect their inventory of our products against price reductions.
We also sell directly to our SI customers. SIs typically sell from positions of regional or product-based
strength in the market. They usually operate on short design cycles and can respond quickly with new
technologies. SIs often use discrete graphics solutions as a means to differentiate their products and
add value to their customers.
Competition in Data Center Segment
In Data Center, we compete against Intel Corporation (Intel) with our FPGA, Adaptive SoC, CPU and
DPU server products and NVIDIA Corporation (NVIDIA) with our CPU, GPU and DPU server
products. A variety of companies provide or have developed ARM-based microprocessors and
platforms. ARM-based designs are being used in the server market, which could lead to further
growth and development of the ARM ecosystem.
Competition in Client Segment
The markets in which we participate are highly competitive. Our primary competitor in the supply of
CPUs is Intel. A variety of companies provide or have developed ARM-based microprocessors and
platforms. ARM-based designs are being used in the PC market, which could lead to further growth
and development of the ARM ecosystem.
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Competition in Gaming Segment
In the graphics market, our principal competitor in the supply of discrete graphics is NVIDIA who is the
market share leader. Intel also manufactures and sells embedded graphics processors and integrated
graphics processor (IGP) chipsets. Also, Intel has developed their own gaming-focused discrete
GPUs and has entered the market. Other competitors include suppliers of discrete graphics and
integrated graphics processor (IGP) chipsets. Some of our competitors are smaller companies, which
may have greater flexibility to address specific market needs, but less financial resources to address
the growing complexity of graphics processors and the associated research and development costs.
With respect to integrated graphics, higher unit shipments of our APUs and Intel’s integrated graphics
may drive computer manufacturers to reduce the number of systems they build paired with discrete
graphics components, particularly for notebooks, because they may offer satisfactory graphics
performance for most mainstream PC users at a lower cost. We are the market share leader in semi-
custom game console products, where graphics performance is critical.
Competition in Embedded Segment
We expect continued competition from our primary FPGA competitors such as Intel, Lattice
Semiconductor Corporation and Microsemi Corporation (Microsemi, acquired by Microchip), from
ASSP vendors such as Broadcom Corporation, Marvell Technology Group, Ltd., Analog Devices,
Texas Instruments Incorporated and NXP Semiconductors N.V., and from NVIDIA. In addition, we
expect continued competition from the ASIC market, which has been ongoing since the inception of
FPGAs. Other competitors include manufacturers of:

•high-density programmable logic products characterized by FPGA-type architectures;

•high-volume and low-cost FPGAs as programmable replacements for ASICs and ASSPs;
•ASICs and ASSPs with incremental amounts of embedded programmable logic;
•high-speed, low-density complex programmable logic devices (CPLDs);
•high-performance digital signal processing (DSP) devices;
•products with embedded processors;
•products with embedded multi-gigabit transceivers;
•discrete general-purpose GPUs targeting data center and automotive applications; and
•other new or emerging programmable logic products.
Research and Development
We focus our research and development (R&D) activities on designing and developing products. Our
main area of focus is on delivering the next generation of processors (CPU and GPU), FPGAs and
Adaptive SoCs, accelerators (adaptive, graphics and DPU), System on Modules (SOMs) and
SmartNICs and associated software. We focus on designing new ICs with improved performance and
performance-per-watt in advanced semiconductor manufacturing processes, the design of logic and
interface IP, advanced packaging technologies, and heterogeneous integration technologies. We also
focus on software as part of the development of our products, including design automation tools for
hardware, embedded software, optimized software tools and libraries that extend the reach of our
platforms to software and AI developers. Through our R&D efforts, we were able to introduce a
number of new products and enhance our IP core offerings and software.
We also work with industry leaders on process technology, design tools, intellectual property, software
and other industry consortia to conduct early-stage research and development. We are also actively
contributing to numerous industry open-source software initiatives across a broad range of
technologies. We conduct product and system research and development activities for our products in
the United States with additional design and development engineering teams located in various
countries who undertake specific activities at the direction of our U.S. headquarters.

Manufacturing Arrangements and Assembly and Test Facilities

Third-Party Wafer Foundry Facilities
We have foundry arrangements with Taiwan Semiconductor Manufacturing Company Limited (TSMC)
for the production of wafers for our HPC, FPGA and Adaptive SoC products.
We are also a party to a Wafer Supply Agreement (WSA) with GLOBALFOUNDRIES Inc. (GF), with
respect to wafer purchases for our HPC products at the 12 nm and 14 nm technology nodes.
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Additionally, we purchase wafers from United Microelectronics Corporation (UMC) and Samsung
Electronics Co., Ltd.
Other Third-Party Manufacturers
We outsource board-level graphics product manufacturing to third-party manufacturers.
Assembly, Test, Mark and Packaging Facilities
Wafers for our products are either sorted by the foundry or delivered by the foundry to our assembly,
test, mark and packaging (ATMP) partners or subcontractors located in the Asia-Pacific region who
package and test our final semiconductor products. We are party to two ATMP joint ventures
(collectively, the ATMP JVs) with Tongfu Microelectronics Co., Ltd. The ATMP JVs, Siliconware
Precision Industries Ltd. (SPIL) and King Yuan Electronics Company (KYEC) provide ATMP services
for our products.
Intellectual Property and Licensing
We rely on contracts and intellectual property rights to protect our products and technologies from
unauthorized third-party copying and use. Intellectual property rights include copyrights, patents,
patent applications, trademarks, trade secrets and mask work rights. As of December 31, 2022, we
had approximately 8,200 patents in the United States and approximately 2,200 patent applications
pending in the United States. In certain cases, we have filed corresponding applications in foreign
jurisdictions. Including United States and foreign matters, we have approximately 19,800 patent
matters worldwide consisting of approximately 13,200 issued patents and 6,600 patent applications
pending. We expect to file future patent applications in both the United States and abroad on
significant inventions, as we deem appropriate. We do not believe that any individual patent, or the
expiration of any patent, is or would be material to our business. As is typical in the semiconductor
industry, we have numerous cross-licensing and technology exchange agreements with other
companies under which we both transfer and receive technology and intellectual property rights. We
have acquired various licenses from external parties to certain technologies that are implemented in
our products, including our IP cores and devices. These licenses support our continuing ability to
make and sell our products. We have also acquired licenses to certain proprietary software, open-
source software, and related technologies, such as compilers, for our design tools. Continued use of
such software and technology is important to the operation of the design tools upon which our
customers depend.
Backlog
Sales are made primarily pursuant to purchase orders for current delivery or agreements covering
purchases over a period of time. Although such orders or agreements may provide visibility into future
quarters, they may not necessarily be indicative of actual sales for any succeeding period as some of
these orders or agreements may be revised or canceled without penalty. With respect to our semi-
custom SoC products our orders and agreements are more stringent resulting in meaningful backlog
for the coming quarter.
Seasonality
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 these trends.
Human Capital
As of December 31, 2022, we had approximately 25,000 employees in our global workforce. We
believe we are at our best when our culture of innovation, creative minds and people from all kinds of
backgrounds work together in an engaging and open environment. Areas of focus for us include the
following:
Mission, Culture, and Engagement
Our History - Founded in 1969 as a Silicon Valley start-up, the AMD journey began with dozens of
employees focused on leading-edge semiconductor products. From those modest beginnings, we
have grown into a global company achieving many important industry firsts along the way. Today, we
develop high-performance and adaptive computing to solve some of the world’s toughest and most
interesting challenges.
Our Vision - High performance and adaptive computing is transforming our lives.
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Our Mission - Build great products that accelerate next-generation computing experiences. Our
employees are driven by this vision and mission. Innovation occurs when creative minds and diverse
perspectives from all over the world work together. This is the foundation of our unique culture and the
reason why our employees are among the most engaged in our industry.
We conduct a confidential annual survey of our global workforce to measure our culture, engagement,
and manager quality. The results are reviewed by our Board of Directors and acted upon by our
senior leadership team and individual managers at every level. Results from our 2022 survey reported
scores that continued to be among the very best for global companies in the technology industry. Our
employees described our culture as inclusive, innovative, open, and respectful, and rated the quality
of our managers among the top 10% of our technology industry peers.
Diversity, Belonging and Inclusion
Our diverse and inclusive workforce encourages employees to share their opinions and different
perspectives. We believe that building a diverse talent pipeline, encouraging a culture of respect and
belonging, and increasing inclusion of unique and underrepresented voices makes our Company
stronger. Our Employee Resource Groups encourage employee engagement and play an important
role in our culture. In 2022, we were recognized for the sixth consecutive year by the Human Rights
Campaign Foundation as a Best Place to Work for LGBTQ+ equality and were included in
Bloomberg’s Gender Equality Index for the fourth consecutive year.
We are focused on hiring and developing underrepresented groups and women leaders. We are
proud to be led by a highly regarded CEO who has won many esteemed awards for her business and
leadership prowess. In 2022, Dr. Lisa Su was listed among “Fortune’s Most Powerful Women”. In the
last two years, she also received the “Woman Innovation Award” from the Global Semiconductor
Alliance and was listed among Barron’s World’s Best CEOs and Forbes’ World’s Most Powerful
Women. In addition, Dr. Su continues to support President Biden’s Council of Advisors on Science
and Technology.
Total Rewards
We invest in our workforce by offering competitive salaries, incentives, and benefits to ensure that we
continue to attract and retain the industry’s best and brightest. Our rewards are guided by employees’
preferences and the market for talent. We have a strong pay for performance culture that we believe
drives superior results. Our employees have benefited from our robust financial results with very
strong short-term and long-term incentives. Our rewards programs enabled us to attract, retain and
motivate our workforce, including approximately 10,000 new AMDers who were added to the
company through acquisitions and direct hiring during fiscal year 2022.
Development
We offer our employees opportunities to advance their careers at the Company and the majority of
our new leaders are promoted from within. We are focused on leadership progression and encourage
our employees to take advantage of new opportunities. Our manager and leadership development
programs are highly rated, and we provide specialized development programs for our employees.
Environmental Regulations
Our operations and properties have in the past been and continue to be subject to various United
States and foreign laws and regulations, including those relating to materials used in our products and
manufacturing processes, discharge of pollutants into the environment, the treatment, transport,
storage and disposal of solid and hazardous wastes and remediation of contamination. These laws
and regulations require our suppliers to obtain permits for operations making our products, including
the discharge of air pollutants and wastewater. Environmental laws are complex, change frequently
and have tended to become more stringent over time. For example, the European Union (EU) and
China are two among a growing number of jurisdictions that have enacted restrictions on the use of
lead and other materials in electronic products. These regulations affect semiconductor devices and
packaging. A number of jurisdictions including the EU, Australia, California and China are developing
or have finalized market entry or public procurement regulations for computers and servers based on
ENERGY STAR specifications as well as additional energy consumption limits.
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Certain environmental laws, including the United States Comprehensive, Environmental Response,
Compensation and Liability Act of 1980, or the Superfund Act, impose strict or, under certain
circumstances, joint and several liability on current and previous owners or operators of real property
for the cost of removal or remediation of hazardous substances and impose liability for damages to
natural resources. These laws often impose liability even if the owner or operator did not know of, or
was not responsible for, the release of such hazardous substances. These environmental laws also
assess liability on persons who arrange for hazardous substances to be sent to disposal or treatment
facilities when such facilities are found to be contaminated. Such persons can be responsible for
cleanup costs even if they never owned or operated the contaminated facility. We have been named
as a responsible party on Superfund clean-up orders for three sites in Sunnyvale, California that are
on the National Priorities List. Since 1981, we have discovered hazardous material releases to the
groundwater from former underground tanks and proceeded to investigate and conduct remediation at
these three sites. The chemicals released into the groundwater were commonly used in the
semiconductor industry in the United States in the wafer fabrication process prior to 1979.
In 1991, we received Final Site Clean-up Requirements Orders from the California Regional Water
Quality Control Board relating to the three sites. We have entered into settlement agreements with
other responsible parties on two of the orders. During the term of such agreements, other parties have
agreed to assume most of the foreseeable costs as well as the primary role in conducting remediation
activities under the orders. We remain responsible for additional costs beyond the scope of the
agreements as well as all remaining costs in the event that the other parties do not fulfill their
obligations under the settlement agreements.
To address anticipated future remediation costs under the orders, we have computed and recorded
an estimated environmental liability of approximately $3.9 million and have not recorded any potential
insurance recoveries in determining the estimated costs of the cleanup. The progress of future
remediation efforts cannot be predicted with certainty and these costs may change. We believe that
any amount in addition to what has already been accrued would not be material.
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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, operations
and financial results.

Economic and Strategic Risks

•Intel Corporation’s dominance of the microprocessor market and its aggressive business practices may
limit our ability to compete effectively on a level playing field.
•Global economic and market uncertainty may adversely impact our business and operating results.
•The semiconductor industry is highly cyclical and has experienced severe downturns that have materially
adversely affected, and may continue to materially adversely affect, our business in the future.
•The demand for our products depends in part on the market conditions in the industries into which they
are sold. Fluctuations in demand for our products or a market decline in any of these industries could
have a material adverse effect on our results of operations.
•The loss of a significant customer may have a material adverse effect on us.
•The ongoing novel coronavirus (COVID-19) pandemic could materially adversely affect our business,
financial condition and results of operations.
•The markets in which our products are sold are highly competitive.
•Our operating results are subject to quarterly and seasonal sales patterns.
•If we cannot adequately protect our technology or other intellectual property in the United States and
abroad, 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.
•If essential equipment, materials, substrates or manufacturing processes are not available to
manufacture our products, we could be materially adversely affected.
•Failure to achieve expected manufacturing yields for our products could negatively impact our financial
results.
•The success of our business is dependent upon our ability to introduce products on a timely basis with
features and performance levels that provide value to our customers while supporting and coinciding
with significant industry transitions.
•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 cyber-attacks could compromise our intellectual property or
other sensitive information, be costly to remediate or cause significant damage to our business,
reputation and operations.
•We may encounter difficulties in upgrading and operating our new enterprise resource planning (ERP)
system, which could materially adversely affect us.
•Uncertainties involving the ordering and shipment of our products could materially adversely affect us.
•Our ability to design and introduce new products in a timely manner 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.
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•Our reliance on third-party distributors and add-in-board (AIB) partners subjects us to certain risks.
•Our business is dependent upon the proper functioning of our internal business processes and
information systems and modification or interruption of such systems may disrupt our business,
processes and internal controls.
•If our products are not compatible with some or all industry-standard software and hardware, we could be
materially adversely affected.
•Costs related to defective products could have a material adverse effect on us.
•If we fail to maintain the efficiency of our supply chain as we respond to changes in customer demand for
our products, our business could be materially adversely affected.
•We outsource to third parties certain supply-chain logistics functions, including portions of our product
distribution, transportation management and information technology support services.
•Our inability to effectively control the sales of our products on the gray market could have a material
adverse effect on us.

Legal and Regulatory Risks

•Government actions and regulations such as export regulations, tariffs, and trade protection measures
may limit our ability to export our products to certain customers.
•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 that could cause us to incur
substantial costs or pay substantial damages or prohibit us from selling our products.
•We are subject to environmental laws, conflict minerals-related provisions of the Dodd-Frank Wall Street
Reform and Consumer Protection Act as well as a variety of other laws or regulations that could result
in additional costs and liabilities.

Merger, Acquisition and Integration Risks

•Acquisitions, joint ventures and/or investments and the failure to integrate acquired businesses could
disrupt our business and/or dilute or adversely affect the price of our common stock.
•Any impairment of the combined company’s tangible, definite-lived intangible or indefinite-lived intangible
assets, including goodwill, may adversely impact the combined company’s financial position and
results of operations.

Liquidity and Capital Resources Risks

•The agreements governing our notes, our guarantees of Xilinx’s 2.95% and 2.375% Notes (Assumed
Xilinx Notes), and our Revolving Credit Agreement impose restrictions on us that may adversely affect
our ability to operate our business.
•Our indebtedness could adversely affect our financial position and prevent us from implementing our
strategy or fulfilling our contractual obligations.
•We may not be able to generate sufficient cash to meet our working capital requirements. Also, if we
cannot generate sufficient revenue and operating cash flow, we may face a cash shortfall and be
unable to make all of our planned investments in research and development or other strategic
investments.

General Risks

•Our worldwide operations are subject to political, legal and economic risks and natural disasters, which
could have a material adverse effect on us.
•We may incur future impairments of technology license purchases.
•Our inability to continue to attract and retain qualified personnel may hinder our business.
•Our stock price is subject to volatility.
•Worldwide political conditions may adversely affect demand for our products.

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

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Economic and Strategic Risks
Intel Corporation’s dominance of the microprocessor market and its aggressive business
practices may limit our ability to compete effectively on a level playing field.

Intel Corporation (Intel) has been the market share leader for microprocessors for many years. Intel’s
market share, margins and significant financial resources enable it to market its products
aggressively, to target our customers and our channel partners with special incentives and to
influence customers who do business with us. These aggressive activities have in the past resulted in
lower unit sales and a lower average selling price for many of our products and adversely affected our
margins and profitability.

Intel exerts substantial influence over computer manufacturers and their channels of distribution
through various brand and other marketing programs. As a result of Intel’s position in the
microprocessor market, Intel has been able to control x86 microprocessor and computer system
standards and benchmarks and to dictate the type of products the microprocessor market requires of
us. Intel also dominates the computer system platform, which includes core logic chipsets, graphics
chips, networking devices (wired and wireless), non-volatile storage and other components necessary
to assemble a computer system. Additionally, Intel is able to drive de facto standards and
specifications for x86 microprocessors that could cause us and other companies to have delayed
access to such standards.

As long as Intel remains in this dominant position, we may be materially adversely affected by Intel’s
business practices, including rebating and allocation strategies and pricing actions, designed to limit
our market share and margins; product mix and introduction schedules; product bundling, marketing
and merchandising strategies; exclusivity payments to its current and potential customers, retailers
and channel partners; de facto control over industry standards, and heavy influence on PC
manufacturers and other PC industry participants, including motherboard, memory, chipset and basic
input/output system (BIOS) suppliers and software companies as well as the graphics interface for
Intel platforms; and marketing and advertising expenditures in support of positioning the Intel brand
over the brand of its original equipment manufacturer (OEM) customers and retailers.

Intel has substantially greater financial resources than we do and accordingly spends substantially
greater amounts on marketing and research and development than we do. We expect Intel to
continue to invest heavily in marketing, research and development, new manufacturing facilities and
other technology companies. To the extent Intel manufactures a significantly larger portion of its
microprocessor products using more advanced process technologies, or introduces competitive new
products into the market before we do, we may be more vulnerable to Intel’s aggressive marketing
and pricing strategies for microprocessor products.

Intel could also take actions that place our discrete graphics processing units (GPUs) at a competitive
disadvantage, including giving one or more of our competitors in the graphics market, such as NVIDIA
Corporation, preferential access to its proprietary graphics interface or other useful information or
restricting access to external companies. Also, Intel has developed and released their own high-end
discrete GPUs, including gaming focused discrete GPUs. We also compete with Intel in field
programmable gate arrays (FPGAs) and Adaptive SoC products. Intel’s position in the
microprocessor, and integrated graphics chipset markets, its introduction of competitive new products,
its existing relationships with top-tier OEMs, and its aggressive marketing and pricing strategies could
result in lower unit sales and lower average selling prices for our products, which could have a
material adverse effect on us.

Global economic and market uncertainty may adversely impact our business and operating
results.

We experienced a decline in our Client segment revenue as a result of weak PC market

macroeconomic conditions and inventory correction actions across the PC supply chain in the second
half of 2022. Uncertain global economic conditions have and may in the future adversely impact our
business. Uncertainty in the worldwide economic environment or other unfavorable changes in
economic conditions, such as inflation, interest rates or recession, may negatively impact consumer
confidence and spending causing our customers to postpone purchases. In addition, during
challenging economic times, our current or potential future customers may experience cash flow
problems and as a result may modify, delay or cancel plans to purchase our products. Additionally, if
our customers are not successful in generating sufficient revenue or are unable to secure financing,
they may not be able to pay, or may delay payment of, accounts receivable that they owe us. The risk
related to our customers potentially defaulting on or delaying payments to us is increased because we
expect that a small number of customers will continue to account for a substantial part of our revenue.
Any inability of our current or potential future customers to pay us for
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our products may adversely affect our earnings and cash flow. Moreover, our key suppliers may
reduce their output or become insolvent, thereby adversely impacting our ability to manufacture our
products. In addition, uncertain economic conditions may make it more difficult for us to raise funds
through borrowings or private or public sales of debt or equity securities.

The semiconductor industry is highly cyclical and has experienced severe downturns that
have materially adversely affected, and may continue to materially adversely affect, our
business in the future.

The semiconductor industry is highly cyclical and has experienced significant downturns, often in
conjunction with constant and rapid technological change, wide fluctuations in supply and demand,
continuous new product introductions, price erosion and declines in general economic conditions. We
have incurred substantial losses in previous downturns, due to substantial declines in average selling
prices; the cyclical nature of supply and demand imbalances in the semiconductor industry; a decline
in demand for end-user products (such as PCs) that incorporate our products; and excess inventory
levels.

Industry-wide fluctuations in the computer marketplace have materially adversely affected us in the
past and may materially adversely affect us in the future. Global economic uncertainty and weakness
have in the past impacted the semiconductor market as consumers and businesses have deferred
purchases, which negatively impacted demand for our products. Our financial performance has been,
and may in the future be, negatively affected by these downturns. In the second half of 2022, we
experienced a decline in our Client segment revenue as a result of weak PC market macroeconomic
conditions and inventory correction actions across the PC supply chain.

The growth of our business is also dependent on continued demand for our products from high-growth
adjacent emerging global markets. Our ability to be successful in such markets depends in part on our
ability to establish adequate local infrastructure, as well as our ability to cultivate and maintain local
relationships in these markets. If demand from these markets is below our expectations, sales of our
products may decrease, which would have a material adverse effect on us.

The demand for our products depends in part on the market conditions in the industries into
which they are sold. Fluctuations in demand for our products or a market decline in any of
these industries could have a material adverse effect on our results of operations.

Industry-wide fluctuations in the computer marketplace have materially adversely affected us in the
past and may materially adversely affect us in the future. Our Client segment revenue is focused on
the consumer desktop and notebook PC segments, which in the second half of 2022 experienced a
decline as a result of weak PC market macroeconomic conditions and inventory correction actions
across the PC supply chain. In the past, revenues from the Client and Gaming segments have
experienced a decline driven by, among other factors, the adoption of smaller and other form factors,
increased competition and changes in replacement cycles. The success of our semi-custom SoC
products is dependent on securing customers for our semi-custom design pipeline and consumer
market conditions, including the success of the Sony PlayStation® 5, Microsoft® Xbox TM Series S and
Microsoft® XboxTM Series X game console systems and next generation consoles for Sony and
Microsoft, worldwide. In addition, the GPU market has at times seen elevated demand due to the
application of GPU products to cryptocurrency mining. For example, our GPU revenue has been
affected in part by the volatility of the cryptocurrency mining market. Demand for cryptocurrency has
changed and is likely to continue to change quickly. For example, China has banned such activities,
and corresponding interest in mining of such currencies are subject to significant fluctuations.
Alternatively, countries have created and may continue to create their own cryptocurrencies or
equivalents that could also impact interest in mining. If we are unable to manage the risks related to
the volatility of the cryptocurrency mining market, our GPU business could be materially adversely
affected.

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

We depend on a small number of customers for a substantial portion of our business and we expect
that a small number of customers will continue to account for a significant part of our revenue in the
future. If one of our key customers decides to stop buying our products, or if one of these customers
materially reduces its operations or its demand for our products, our business would be materially
adversely affected.

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The ongoing novel coronavirus (COVID-19) pandemic could materially adversely affect our
business, financial condition and results of operations.

The COVID-19 pandemic has caused government authorities to implement numerous public health
measures, including at various times vaccination and testing requirements and recordkeeping,
quarantines, business closures, travel bans, and restrictions related to social gathering and mobility,
to contain the virus. Various state and federal rules are issued and updated on an ongoing basis, at
times in conflict and/or with minimal notice. We have experienced and expect to continue to
experience disruptions to our business as these changing measures have, and will continue to have,
an effect on our business operations and practices.

While our employees gradually return to office, we continue to monitor our operations and public
health measures implemented by governmental authorities in response to COVID-19. Although some
public health measures have eased, our efforts to reopen our offices safely may not be successful
and could expose our employees to health risks. It is uncertain as to when all health measures put in
place to attempt to contain the spread of COVID-19 will be lifted. If there are further waves of the
virus, health measures may be reimplemented and we may need to further limit operations or modify
our business practices in a manner that may impact our business. If our employees are not able to
perform their job duties due to self-isolation, quarantine, lockdown measures, unavailability of COVID
19 tests, travel restrictions or illness, a reluctance or refusal to vaccinate, or are unable to perform
them as efficiently at home for an extended period of time, we may not be able to meet our product
schedules, roadmaps and customer commitments and we may experience an overall lower
productivity of our workforce. Even when COVID-19 health measures are lifted or modified, our
employees’ ability or willingness to return to work may delay the return of our full workforce and the
resumption of normal business operations.

COVID-19 continues to impact the global supply chain causing disruptions to service providers,
logistics and the flow and availability of supplies and products. We have experienced some
disruptions to parts of our supply chain as a result of COVID-19 and we adjust our supply chain
requirements based on changing customer needs and demands. We have taken efforts to maintain a
stable supply of materials to meet our production requirements through long-term purchase
commitments and prepayment arrangements with some of our suppliers. If we are unable to procure a
stable supply of equipment, materials or substrates at a reasonable cost, it could have a material
adverse effect on our business. We may also assess our product schedules and roadmaps to make
any adjustments that may be necessary to support remote working requirements and address the
geographic and market demand shifts caused by COVID-19. If the supply of our products to
customers is delayed, reduced or canceled due to disruptions encountered by our third-party
manufacturers, back-end manufacturers, warehouses, partners, suppliers or vendors as a result of
facility closures, border and port restrictions or closures, transportation delays, lockdown measures,
labor shortages or workforce mobility limitations, it could have a material adverse effect on our
business.

COVID-19 has in the short-term and may in the long-term adversely impact the global economy,
creating uncertainty and potentially leading to an economic downturn. This could negatively impact
consumer confidence and spending causing our customers to postpone or cancel purchases, or delay
paying or default on payment of outstanding amounts due to us, which may have a material adverse
effect on our business. Even in times of strong demand for our products, the worldwide economic
environment remains uncertain due to COVID-19 and such demand may not be sustainable over the
longer term.

COVID-19 has also led to a disruption and volatility in the global capital and financial markets. While
we believe our cash, cash equivalents and short-term investments along with our Revolving Credit
Agreement and cash flows from operations will be sufficient to fund operations, including capital
expenditures, and purchase commitments, over the next 12 months and beyond, to the extent we may
require additional funding to finance our operations and capital expenditures and such funding may
not be available to us as a result of contracting capital and financial markets resulting from COVID-19,
it may have an adverse effect on our business.

The extent to which COVID-19 impacts our business and financial results will depend on future
developments, which are unpredictable and highly uncertain, including the continued spread, duration
and severity of the outbreak, the appearances of new variants of COVID-19, the breadth and duration
of business disruptions related to COVID-19, the availability and distribution of effective treatments
and vaccines, and public health measures and actions taken throughout the world to contain COVID-
19. The prolonged effect of COVID-19 could materially adversely impact our business, financial
condition and results of operations.

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The markets in which our products are sold are highly competitive.

The markets in which our products are sold are very competitive and delivering the latest and best
products to market on a timely basis is critical to achieving revenue growth. We believe that the main
factors that determine our product competitiveness are timely product introductions, product quality,
product features and capabilities (including enabling state-of-the-art visual and virtual reality (VR)
experiences), energy efficiency (including power consumption and battery life), reliability, processor
clock speed, performance, 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.

We expect that competition will continue to be intense due to rapid technological changes, frequent
product introductions by our competitors or new competitors of products that may provide better
performance/experience or that may include additional features that render our products
comparatively less competitive. We may also face aggressive pricing by competitors, especially
during challenging economic times. In addition, our competitors have significant marketing and sales
resources which could increase the competitive environment in a declining market, leading to lower
prices and margins. Some competitors may have greater access or rights to complementary
technologies, including interface, processor and memory technical information. For instance, with our
APU products and other competing solutions with integrated graphics, we believe that demand for
additional discrete graphics chips and cards may decrease in the future due to improvements in the
quality and performance of integrated graphics. If competitors introduce competitive new products into
the market before us, demand for our products could be adversely impacted and our business could
be adversely affected. In addition, Intel is expanding its position in integrated graphics for the PC
market with high-end discrete graphics solutions for a broad range of computing segments, which
may negatively impact our ability to compete in these computing segments. We also face competition
from companies that use competing computing architectures and platforms like the ARM architecture.
Increased adoption of ARM-based semiconductor designs could lead to further growth and
development of the ARM ecosystem.

In addition, we are entering markets with current and new competitors who may be able to adapt more
quickly to customer requirements and emerging technologies. We cannot guarantee that we will be
able to compete successfully against current or new competitors who may have stronger positions in
these new markets or superior ability to anticipate customer requirements and emerging industry
trends. Furthermore, we may face competition from some of our customers who internally develop the
same products as us. We may face delays or disruptions in research and development efforts, or we
may be required to invest significantly greater resources in research and development than
anticipated. Also, the semiconductor industry has seen several mergers and acquisitions over the last
number of years. Further consolidation could adversely impact our business due to there being fewer
suppliers, customers and partners in the industry.

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

The profile of our sales may be weighted differently during the year. A large portion of our quarterly
sales have historically been made in the last month of the quarter. This uneven sales pattern makes
prediction of revenue for each financial period difficult and increases the risk of unanticipated
variations in quarterly results and financial condition. In addition, our operating results tend to vary
seasonally with the markets in which our products are sold. For example, 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 these trends. Many of the factors that create
and affect quarterly and seasonal trends are beyond our control.

If we cannot adequately protect our technology or other intellectual property in the United
States and abroad, through patents, copyrights, trade secrets, trademarks and other
measures, we may lose a competitive advantage and incur significant expenses.

We rely on a combination of protections provided by contracts, including confidentiality and

nondisclosure agreements, copyrights, patents, trademarks and common law rights, such as trade
secrets, to protect our intellectual property. However, we cannot assure you that we will be able to
adequately protect our technology or other intellectual property from third-party infringement or from
misappropriation in the United States and abroad. Any patent licensed by us or issued to us could be
challenged, invalidated, expire, or circumvented or rights granted thereunder may not provide a
competitive advantage to us.
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Furthermore, patent applications that we file may not result in issuance of a patent or, if a patent is
issued, the patent may not be issued in a form that is advantageous to us. Despite our efforts to
protect our intellectual property rights, others may independently develop similar products, duplicate
our products or design around our patents and other rights. In addition, it is difficult to monitor
compliance with, and enforce, our intellectual property on a worldwide basis in a cost-effective
manner. In jurisdictions where foreign laws provide less intellectual property protection than afforded
in the United States and abroad, our technology or other intellectual property may be compromised,
and our business would be materially adversely affected.

Unfavorable currency exchange rate fluctuations could adversely affect us.

We have costs, assets and liabilities that are denominated in foreign currencies. As a consequence,
movements in exchange rates could cause our foreign currency denominated expenses to increase
as a percentage of revenue, affecting our profitability and cash flows. Whenever we believe
appropriate, we hedge a portion of our foreign currency exposure to protect against fluctuations in
currency exchange rates. We determine our total foreign currency exposure using projections of long-
term expenditures for items such as payroll. We cannot assure you that these activities will be
effective in reducing foreign exchange rate exposure. Failure to do so could have an adverse effect on
our business, financial condition, results of operations and cash flow. In addition, the majority of our
product sales are denominated in U.S. dollars. Fluctuations in the exchange rate between the U.S.
dollar and the local currency can cause increases or decreases in the cost of our products in the local
currency of such customers. An appreciation of the U.S. dollar relative to the local currency could
reduce sales of our products.

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.

We utilize third-party wafer foundries to fabricate the silicon wafers for all of our products. We rely on
Taiwan Semiconductor Manufacturing Company Limited (TSMC) for the production of all wafers for
microprocessor and GPU products at 7 nanometer (nm) or smaller nodes, and we rely primarily on
GLOBALFOUNDRIES Inc. (GF) for wafers for microprocessor and GPU products manufactured at
process nodes larger than 7 nm. We also utilize TSMC, United Microelectronics Corporation (UMC)
and Samsung Electronics Co., Ltd. for our integrated circuits (IC) in the form of programmable logic
devices. We also rely on third-party manufacturers to assemble, test, mark and pack (ATMP) our
products. Our third-party package assembly partners are responsible for packaging technology used
to fabricate our products. It is important to have reliable relationships with all of these third-party
manufacturing suppliers to ensure adequate product supply to respond to customer demand.

We cannot guarantee that these manufacturers or our other third-party manufacturing suppliers will be
able to meet our near-term or long-term manufacturing requirements. If we experience supply
constraints from our third-party manufacturing suppliers, we may be required to allocate the reduced
quantities of affected products amongst our customers, which could have a material adverse effect on
our relationships with these customers and on our financial condition. In addition, if we are unable to
meet customer demand due to fluctuating or late supply from our manufacturing suppliers, it could
result in lost sales and have a material adverse effect on our business. For example, if TSMC is not
able to manufacture wafers for our microprocessor and GPU products at 7 nm or smaller nodes and
our newest IC products in sufficient quantities to meet customer demand, it could have a material
adverse effect on our business.

We do not have long-term commitment contracts with some of our third-party manufacturing suppliers.
We obtain some of these manufacturing services on a purchase order basis and these manufacturers
are not required to provide us with any specified minimum quantity of product beyond the quantities in
an existing purchase order. Accordingly, we depend on these suppliers to allocate to us a portion of
their manufacturing capacity sufficient to meet our needs, to produce products of acceptable quality
and at acceptable manufacturing yields and to deliver those products to us on a timely basis and at
acceptable prices. The manufacturers we use also fabricate wafers and ATMP products for other
companies, including certain of our competitors. They could choose to prioritize capacity for other
customers, increase the prices that they charge us on short notice, require onerous prepayments, or
reduce or eliminate deliveries to us, which could have a material adverse effect on our business.

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Other risks associated with our dependence on third-party manufacturers include limited control over
delivery schedules, yield, cycle times, quality assurance, price increases, lack of capacity in periods of
excess demand, misappropriation of our intellectual property, dependence on several subcontractors,
and limited ability to manage inventory and parts. Moreover, if any of our third-party manufacturers (or
their subcontractors) suffer any damage to facilities, lose benefits under material agreements,
experience power outages, lack sufficient capacity to manufacture our products, encounter financial
difficulties, are unable to secure necessary raw materials from their suppliers, suffer any other
disruption or reduction in efficiency, or experience uncertain social, economic or political
circumstances or conditions, we may encounter supply delays or disruptions. If we are unable to
secure sufficient or reliable supplies of products, our ability to meet customer demand may be
adversely affected and this could materially affect our business.

If we transition the production of some of our products to new manufacturers, we may experience
delayed product introductions, lower yields or poorer performance of our products. If we experience
problems with product quality or are unable to secure sufficient capacity from a particular third-party
manufacturer, or if we for other reasons cease utilizing one of those manufacturers, we may be
unable to timely secure an alternative supply for any specific product. We could experience significant
delays in the shipment of our products if we are required to find alternative third-party manufacturers,
which could have a material adverse effect on our business.

We are a party to a wafer supply agreement (WSA) with GF that governs the terms by which we
purchase products manufactured by GF and this agreement is in place through 2025. In May 2021,
we entered into an amendment to the WSA, and in December 2021, we further amended these terms
(the Amendment). Under the Amendment, GF will provide a minimum annual capacity allocation to us
for years 2022 through 2025 and AMD has corresponding annual wafer purchase targets. If we do not
meet the annual wafer purchase target for any of these years, we will be required to pay to GF a
portion of the difference between the actual wafer purchases and the wafer purchase target for that
year. AMD and GF also have agreed to wafer pricing through 2025, and AMD was obligated in 2022
and is obligated in 2023 to pre-pay GF certain amounts for those wafers. The Amendment no longer
includes any exclusivity commitments and provides us with full flexibility to contract with any wafer
foundry with respect to all products manufactured at any technology node. If our actual wafer
requirements are less than the number of wafers required to meet the applicable annual wafer
purchase target, we could have excess inventory or higher inventory unit costs, both of which may
adversely impact our gross margin and our results of operations. If GF fails to meet its minimum
annual capacity allocation obligations, we could experience significant delays in the shipment of our
products, which could have a material adverse effect on our business.

We are party to two ATMP joint ventures (collectively, the ATMP JVs) with affiliates of Tongfu
Microelectronics Co., Ltd. The majority of our ATMP services are provided by the ATMP JVs and
there is no guarantee that the ATMP JVs will be able to fulfill our long-term ATMP requirements. If we
are unable to meet customer demand due to fluctuating or late supply from the ATMP JVs, it could
result in lost sales and have a material adverse effect on our business.

If essential equipment, materials, substrates or manufacturing processes are not available to

manufacture our products, we could be materially adversely affected.

We may purchase equipment, materials and substrates for use by our back-end manufacturing
service providers from a number of suppliers and our operations depend upon obtaining deliveries of
adequate supplies of equipment and materials on a timely basis. Our third-party suppliers also
depend on the same timely delivery of adequate quantities of equipment and materials in the
manufacture of our products. In addition, as many of our products increase in technical complexity, we
rely on our third-party suppliers to update their processes in order to continue meeting our back-end
manufacturing needs. Certain equipment and materials that are used in the manufacture of our
products are available only from a limited number of suppliers, or in some cases, a sole supplier. We
also depend on a limited number of suppliers to provide the majority of certain types of integrated
circuit packages for our microprocessors, including our APU products. Similarly, certain non-
proprietary materials or components such as memory, printed circuit boards (PCBs), interposers,
substrates and capacitors used in the manufacture of our products are currently available from only a
limited number of suppliers. If we are unable to procure a stable supply of equipment, materials or
substrates on an ongoing basis and at reasonable costs to meet our production requirements, we
could experience a shortage in equipment, materials or substrate supply or an increase in production
costs, which could have a material adverse effect on our business. We have long-term purchase
commitments and prepayment arrangements with some of our suppliers. If the delivery of such supply
is delayed or does not occur for any reason, it could materially impact our ability to procure and
process the required volume of supply to meet customer demand. Conversely, a decrease in
customer demand could result in excess inventory and an increase in our production costs,
particularly since we have prepayment arrangements with certain suppliers.
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Because some of the equipment and materials that we and our third-party manufacturers purchase
are complex, it is sometimes difficult to substitute one equipment or materials supplier for another.
From time to time, suppliers may extend lead times, limit supply or increase prices due to capacity
constraints or other factors. Also, some of these materials and components may be subject to rapid
changes in price and availability. Interruption of supply or increased demand in the industry could
cause shortages and price increases in various essential materials. Dependence on a sole supplier or
a limited number of suppliers exacerbates these risks. If we are unable to procure certain of these
materials for our back-end manufacturing operations, or our third-party manufacturers are unable to
procure materials for manufacturing our products, our business would be materially adversely
affected.

Failure to achieve expected manufacturing yields for our products could negatively impact our
financial results.

Semiconductor manufacturing yields are a result of product design, process technology and
packaging technology, which is typically proprietary to the manufacturer, and low yields can result
from design failures, packaging technology failures, process technology failures or a combination of
some or all of these. Our third-party manufacturers are responsible for the process technologies used
to fabricate silicon wafers. If our third-party manufacturers experience manufacturing inefficiencies or
encounter disruptions, errors or difficulties during production, we may fail to achieve acceptable yields
or we may experience product delivery delays. We cannot be certain that our third-party
manufacturers will be able to develop, obtain or successfully implement leading-edge process or
packaging technologies needed to manufacture future generations of our products profitably or on a
timely basis or that our competitors will not develop new technologies, products or processes earlier.
Moreover, during periods when our third-party manufacturers are implementing new process or
packaging technologies, their manufacturing facilities may not be fully productive. A substantial delay
in the technology transitions to smaller process technologies could have a material adverse effect on
us, particularly if our competitors transition to more cost effective technologies before us. For
example, we are presently focusing our 7 nm and lower product microprocessor and GPU portfolio on
TSMC’s processes. If TSMC is not able to manufacture wafers for our products at 7 nm or smaller
nodes in sufficient quantities to meet customer demand, it could have a material adverse effect on our
business. Moreover, we rely on TSMC, UMC and our other foundries to produce wafers with
competitive performance attributes for our IC products. Therefore, the foundries, particularly TSMC
which manufactures our newest IC products, must be able to transition to advanced manufacturing
process technologies and increased wafer sizes, produce wafers at acceptable yields and deliver
them in a timely manner.

Any decrease in manufacturing yields could result in an increase in per unit costs, which would
adversely impact our gross margin and/or force us to allocate our reduced product supply amongst
our customers, which could harm our relationships and reputation with our customers and materially
adversely affect our business.

The success of our business is dependent upon our ability to introduce products on a timely
basis with features and performance levels that provide value to our customers while
supporting and coinciding with significant industry transitions.

Our success depends to a significant extent on the development, qualification, implementation and
acceptance of new product designs and improvements that provide value to our customers. Our ability
to develop, qualify and distribute, and have manufactured, new products and related technologies to
meet evolving industry requirements, at prices acceptable to our customers and on a timely basis, are
significant factors in determining our competitiveness in our target markets. As consumers have new
product feature preferences or have different requirements than those consumers in the PC market,
PC sales could be negatively impacted, which could adversely impact our business. We cannot
assure you that our efforts to execute our product roadmap will result in innovative products and
technologies that provide value to our customers. If we fail to or are delayed in developing, qualifying
or shipping new products or technologies that provide value to our customers and address these new
trends or if we fail to predict which new form factors consumers will adopt and adjust our business
accordingly, we may lose competitive positioning, which could cause us to lose market share and
require us to discount the selling prices of our products. Although we make substantial investments in
research and development, we cannot be certain that we will be able to develop, obtain or
successfully implement new products and technologies on a timely basis or that they will be well-
received by our customers. Moreover, our investments in new products and technologies involve
certain risks and uncertainties and could disrupt our ongoing business. New investments may not
generate sufficient revenue, may incur unanticipated liabilities and may divert our limited resources
and distract management from our current operations. We cannot be certain that our ongoing
investments in new products and
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technologies will be successful, will meet our expectations and will not adversely affect our reputation,
financial condition and operating results.

Delays in developing, qualifying or shipping new products can also cause us to miss our customers’
product design windows or, in some cases, breach contractual obligations or cause us to pay
penalties. If our customers do not include our products in the initial design of their computer systems
or products, they will typically not use our products in their systems or products until at least the next
design configuration. The process of being qualified for inclusion in a customer’s system or product
can be lengthy and could cause us to further miss a cycle in the demand of end-users, which also
could result in a loss of market share and harm our business. We also depend on the success and
timing of our customers’ platform launches. If our customers delay their product launches or if our
customers do not effectively market their platforms with our products, it could result in a delay in
bringing our products to market and cause us to miss a cycle in the demand of end-users, which could
materially adversely affect our business. In addition, market demand requires that products
incorporate new features and performance standards on an industry-wide basis. Over the life of a
specific product, the sale price is typically reduced over time. The introduction of new products and
enhancements to existing products is necessary to maintain the overall corporate average selling
price. If we are unable to introduce new products with sufficiently high sale prices or to increase unit
sales volumes capable of offsetting the reductions in the sale prices of existing products over time,
our business could be materially adversely affected.

Our revenue from our semi-custom SoC products is dependent upon our semi-custom SoC
products being incorporated into customers’ products and the success of those products.

The revenue that we receive from our semi-custom SoC products is in the form of non-recurring
engineering fees charged to third parties for design and development services and revenue received
in connection with sales of our semi-custom SoC products to these third parties. As a result, our ability
to generate revenue from our semi-custom products depends on our ability to secure customers for
our semi-custom design pipeline, our customers’ desire to pursue the project and our semi-custom
SoC products being incorporated into those customers’ products. Any revenue from sales of our semi-
custom SoC products is directly related to sales of the third-party’s products and reflective of their
success in the market. Moreover, we have no control over the marketing efforts of these third parties,
and we cannot make any assurances that sales of their products will be successful in current or future
years. Consequently, the semi-custom SoC product revenue expected by us may not be fully realized
and our operating results may be adversely affected.

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

The products that we sell are complex and have been and may in the future be subject to security
vulnerabilities that could result in, among other things, the loss, corruption, theft or misuse of
confidential data or system performance issues. Our efforts to prevent and address security
vulnerabilities may decrease performance, be only partially effective or not successful at all. We may
depend on vendors to create mitigations to their technology that we incorporate into our products and
they may delay or decline to make such mitigations. We may also depend on third parties, such as
customers and end users, to deploy our mitigations alone or as part of their own mitigations, and they
may delay, decline or modify the implementation of such mitigations. Our relationships with our
customers could be adversely affected as some of our customers may stop purchasing our products,
reduce or delay future purchases of our products, or use competing products. Any of these actions by
our customers could adversely affect our revenue. We have and may in the future be subject to claims
and litigation related to security vulnerabilities. Actual or perceived security vulnerabilities of our
products may subject us to adverse publicity, damage to our brand and reputation, and could
materially harm our business or financial results.

IT outages, data loss, data breaches and cyber-attacks could compromise our intellectual
property or other sensitive information, be costly to remediate or cause significant damage to
our business, reputation and operations.

In the ordinary course of our business, we maintain sensitive data on our information technology (IT)
assets, and also may maintain sensitive information on our business partners’ and third-party
providers’ IT assets, including our intellectual property and proprietary or confidential business
information relating to our business and that of our customers and business partners. The White
House, SEC and other regulators have also increased their focus on companies’ cybersecurity
vulnerabilities and risks. Maintaining the security of this information is important to our business and
reputation. AMD and companies like AMD and our vendors and customers have been increasingly
subject to cybersecurity attempts and threats. The increased prevalence of work-from-home
arrangements at AMD
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and our providers has presented additional operational risks and cybersecurity attack vectors to our IT
systems. These threats can come from a variety of sources, all ranging in sophistication from an
individual hacker or insider threat to a state-sponsored attack. Cyber threats may be generic, or they
may be custom-crafted against our information systems. Cyber threats have and may come into our
network through malicious code that is added to widely available open-source software, compromised
commercial software or security vulnerabilities in our products or those of a third party that are being
used by attackers prior to mitigations being put in place, such as zero-day attacks. Cyber-attacks
have and may come into our IT system through the compromise of our users’ access credentials.
Users’ access credentials can be compromised by phishing, vishing, smishing, multi-factor
authentication (MFA) prompt bombing, hacking, or other social engineering, cybersecurity, or theft
activities. Cyber-attacks have become increasingly more prevalent and much harder to detect, defend
against or prevent and have and may cause a disruption to our business. Our network and storage
applications, as well as those of our customers, business partners, and third-party providers, may be
subject to unauthorized access by hackers or breached due to operator error, malfeasance or other
system disruptions.

It is often difficult to anticipate or immediately detect such incidents and the damage caused by such
incidents. It also may not be possible to determine the root cause of such incidents or mitigate quickly
enough to stop an attack. These data breaches and any unauthorized access, misuse or disclosure of
our information or intellectual property could compromise our intellectual property and expose
sensitive business information or personally identifiable information. Cyber-attacks on us or our
customers, business partners or third-party providers could also cause us to incur significant
remediation costs, result in product development delays, disrupt key business operations and divert
attention of management and key information technology resources. These incidents could also
subject us to liability, expose us to significant expense and cause significant harm to our reputation
and business.

We also maintain confidential and personally identifiable information about our workers and
consumers. The confidentiality and integrity of our worker and consumer data is important to our
business and our workers and consumers have a high expectation that we adequately protect their
personal information. In addition, many governments have enacted laws around personally identifiable
information, such as the European Union’s General Data Protection Regulation and the California
Consumer Privacy Act, and failure to comply or a breach of personally identifiable information could
result in sanctions or other actions by the governments or litigation by other entities.

We anticipate ongoing and increasing costs related to enhancing and implementing information
security controls, including costs related to upgrading application, computer, and network security
components; training workers to maintain and monitor our security controls; investigating, responding
to and remediating any data security breach, and addressing any related litigation; mitigating
reputational harm; and complying with external regulations.

We often partner with third-party providers for certain worker services and we may provide certain
limited worker information to such third parties based on the scope of the services provided to us. We
also provide sensitive information to vendors, customers and contractors. If these third parties fail to
adopt or adhere to adequate data security practices, or in the event of a breach of their networks, our
workers’ data and sensitive information may be improperly accessed, used or disclosed.

A breach of data privacy may cause significant disruption of our business operations. Failure to
adequately maintain and update our security systems could materially adversely affect our operations
and our ability to maintain worker confidence. Failure to prevent unauthorized access to electronic
and other confidential information, IT outages, data loss and data breaches could materially adversely
affect our financial condition, our competitive position and operating results.

We may encounter difficulties in upgrading and operating our new enterprise resource
planning system, which could materially adversely affect us.

We are currently upgrading our enterprise resource planning (ERP) system to help us manage our
operations and financial reporting. The adoption of a new ERP system is a major undertaking and
poses several challenges, both financially and from a management and personnel perspective. Costs
and risks inherent in the conversion to our upgraded and new system may include disruption s
to business continuity, difficulty in maintaining effective internal controls, administrative and technical
problems, interruptions or delays in sales processes, expenditure overruns, and data migration
issues. If we do not properly address or mitigate these issues it could result in increased costs and the
diversion of management’s attention and resources, negatively impacting our operating results and
ability to effectively manage our business. Moreover, once our ERP system is upgraded, it may not
operate as we expect it to
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and cause disruption to our operations. There are no assurances that our new ERP system will be
successfully implemented and the failure to do so could have a material adverse effect on our
business.

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

We typically sell our products pursuant to individual purchase orders. We generally do not have long-
term supply arrangements with our customers or minimum purchase requirements except that orders
generally must be for standard pack quantities. Generally, our customers may cancel orders for
standard products more than 30 days prior to shipment without incurring significant fees. We base our
inventory levels in part on customers’ estimates of demand for their products, which may not
accurately predict the quantity or type of our products that our customers will want in the future or
ultimately end up purchasing. Our ability to forecast demand is even further complicated when our
products are sold indirectly through downstream channel distributors and customers, as our forecasts
for demand are then based on estimates provided by multiple parties throughout the downstream
channel. For instance, we have experienced and continue to experience increased demand for our
products. To the extent we fail to forecast demand and product mix accurately or are unable to
increase production or secure sufficient capacity and there is a mismatch between supply and
demand for our products, it could limit our ability to meet customer demand and have a material
adverse effect on our business. Many of our markets are characterized by short product lifecycles,
which can lead to rapid obsolescence and price erosion. In addition, our customers may change their
inventory practices on short notice for any reason. For example, in the second half of 2022, we
experienced a decline in our Client segment revenue as a result of weak PC market macroeconomic
conditions and inventory correction actions across the PC supply chain. We may build inventories
during periods of anticipated growth, and the cancellation or deferral of product orders or
overproduction due to failure of anticipated orders to materialize could result in excess or obsolete
inventory, which could result in write-downs of inventory and an adverse effect on gross margins. Our
customers may also experience a shortage of, or delay in receiving certain components to build their
products, which in turn may affect the demand for or the timing of our products. For instance, OEMs
have and continue to experience industry-wide challenges securing matched component sets to build
their products.

Excess or obsolete inventory have and may in the future result in write-downs of the value of our
inventory. For example, in the third quarter of 2022, we recorded certain charges primarily for
inventory, pricing and related reserves in the Gaming and Client segments. Other factors that may
result in excess or obsolete inventory include, a reduction in the average selling price, or a reduction
in our gross margin include: a sudden or significant decrease in demand for our products; a
production or design defect in our products; a higher incidence of inventory obsolescence because of
rapidly changing technology and customer requirements; a failure to accurately estimate customer
demand for our products, including for our older products as our new products are introduced; or our
competitors introducing new products or taking aggressive pricing actions.

Our ability to design and introduce new products in a timely manner includes use of third-
party intellectual property.

In the design and development of new and enhanced products, we rely on third-party intellectual
property such as development and testing tools for software and hardware. Furthermore, certain
product features may rely on intellectual property acquired from third parties. The design requirements
necessary to meet customer demand for more features and greater functionality from semiconductor
products may exceed the capabilities of the third-party intellectual property or development or testing
tools available to us. If the third-party intellectual property that we use becomes unavailable, is not
available with required functionality or performance in the time frame, manufacturing technology, or
price point needed for our new products or fails to produce designs that meet customer demands, or
laws are adopted that affect our use of third party intellectual property in certain regions or products,
our business could be materially adversely affected.

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.

We depend on third-party companies for the design, manufacture and supply of motherboards,
graphics cards, software (e.g., BIOS, operating systems, drivers), memory and other components that
we use to design, support and sell, and our customers utilize to support and/or use our product
offerings. We also rely on our AIB partners to support our products. In addition, our microprocessors
are not designed to function with motherboards and chipsets designed to work with Intel
microprocessors. If the designers, manufacturers, AIBs and suppliers of motherboards, graphics
cards, software, memory and other components cease or reduce their design, manufacture or
production
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of current or future products that are based on, utilized in, or support our products, or laws are
adopted that result in the same, our business could be materially adversely affected.

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 ability to innovate beyond the x86 instruction set controlled by Intel depends partially on Microsoft
designing and developing its operating systems to run on or support our x86-based microprocessor
products. With respect to our graphics products, we depend in part on Microsoft to design and
develop its operating system to run on or support our graphics products. Similarly, the success of our
products in the market, such as our APU products, is dependent on independent software providers
designing and developing software to run on our products. If Microsoft does not continue to design
and develop its operating systems so that they work with our x86 instruction sets or does not continue
to develop and maintain their operating systems to support our graphics products, independent
software providers may forego designing their software applications to take advantage of our
innovations and customers may not purchase PCs with our products. In addition, some software
drivers licensed for use with our products are certified by Microsoft. If Microsoft did not certify a driver,
or if we otherwise fail to retain the support of Microsoft or other software vendors, our ability to market
our products would be materially adversely affected.

Our reliance on third-party distributors and AIB partners subjects us to certain risks.

We market and sell our products directly and through third-party distributors and AIB partners
pursuant to agreements that can generally be terminated for convenience by either party upon prior
notice to the other party. These agreements are non-exclusive and permit both our distributors and
AIB partners to offer our competitors’ products. We are dependent on our distributors and AIB
partners to supplement our direct marketing and sales efforts. If any significant distributor or AIB
partner or a substantial number of our distributors or AIB partners terminated their relationship with
us, decided to market our competitors’ products over our products or decided not to market our
products at all, our ability to bring our products to market would be impacted and we would be
materially adversely affected. In addition, if we are unable to collect accounts receivable from our
significant distributors and/or AIB partners, it could have a material adverse effect on our business. If
we are unable to manage the risks related to the use of our third-party distributors and AIB partners or
offer appropriate incentives to focus them on the sale of our products, our business could be
materially adversely affected.

Additionally, distributors and AIB partners typically maintain an inventory of our products. In most
instances, our agreements with distributors protect their inventory of our products against price
reductions, as well as provide return rights for any product that we have removed from our price book
that is less than 12 months older than the manufacturing date. Some agreements with our distributors
also contain standard stock rotation provisions permitting limited levels of product returns. Our
agreements with AIB partners protect their inventory of our products against price reductions. In the
event of a significant decline in the price of our products, the price protection rights we offer would
materially adversely affect us because our revenue and corresponding gross margin would decline.

Our business is dependent upon the proper functioning of our internal business processes
and information systems and modification or interruption of such systems may disrupt our
business, processes and internal controls.

We rely upon a number of internal business processes and information systems to support key
business functions, and the efficient operation of these processes and systems is critical to our
business. Our business processes and information systems need to be sufficiently scalable to support
the growth of our business and may require modifications or upgrades that expose us to a number of
operational risks. As such, our information systems will continually evolve and adapt in order to meet
our business needs. These changes may be costly and disruptive to our operations and could impose
substantial demands on management time.

These changes may also require changes in our information systems, modification of internal control
procedures and significant training of employees and third-party resources. We continuously work on
simplifying our information systems and applications through consolidation and standardization
efforts. There can be no assurance that our business and operations will not experience any
disruption in connection with this transition. Our information technology systems, and those of third-
party information technology providers or business partners, may also be vulnerable to damage or
disruption caused by circumstances beyond our control including catastrophic events,
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power anomalies or outages, natural disasters, viruses or malware, cyber-attacks, insider threat
attacks, unauthorized system or data modifications, data breaches and computer system or network
failures, exposing us to significant cost, reputational harm and disruption or damage to our business.

In addition, as our IT environment continues to evolve, we are embracing new ways of communicating
and sharing data internally and externally with customers and partners using methods such as
mobility and the cloud that can promote business efficiency. However, these practices can also result
in a more distributed IT environment, making it more difficult for us to maintain visibility and control
over internal and external users, and meet scalability and administrative requirements. If our security
controls cannot keep pace with the speed of these changes, or if we are not able to meet regulatory
and compliance requirements, our business would be materially adversely affected.

If our products are not compatible with some or all industry-standard software and hardware,
we could be materially adversely affected.

Our products may not be fully compatible with some or all industry-standard software and hardware.
Further, we may be unsuccessful in correcting any such compatibility problems in a timely manner. If
our customers are unable to achieve compatibility with software or hardware, we could be materially
adversely affected. In addition, the mere announcement of an incompatibility problem relating to our
products could have a material adverse effect on our business.

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

Products as complex as those we offer may contain defects or failures when first introduced or when
new versions or enhancements to existing products are released. We cannot assure you that, despite
our testing procedures, errors will not be found in new products or releases after commencement of
commercial shipments in the future, which could result in loss of or delay in market acceptance of our
products, material recall and replacement costs, loss of revenue, writing down the inventory of
defective products, the diversion of the attention of our engineering personnel from product
development efforts, defending against litigation related to defective products or related liabilities,
including property damage, personal injury, damage to our reputation in the industry and loss of data
or intangible property, and could adversely affect our relationships with our customers. In addition, we
may have difficulty identifying the end customers of the defective products in the field. As a result, we
could incur substantial costs to implement modifications to correct defects. Any of these problems
could materially adversely affect our business.

We could be subject to potential product liability claims if one of our products causes, or merely
appears to have caused, an injury, whether tangible or intangible. Claims may be made by consumers
or others selling our products, and we may be subject to claims against us even if an alleged injury is
due to the actions of others. A product liability claim, recall or other claim with respect to uninsured
liabilities or for amounts in excess of insured liabilities could have a material adverse effect on our
business.

If we fail to maintain the efficiency of our supply chain as we respond to changes in customer
demand for our products, our business could be materially adversely affected.

Our ability to meet customer demand for our products depends, in part, on our ability to deliver the
products our customers want on a timely basis. Accordingly, we rely on our supply chain for the
manufacturing, distribution and fulfillment of our products. As we continue to grow our business,
expand to high-growth adjacent markets, acquire new customers and strengthen relationships with
existing customers, the efficiency of our supply chain will become increasingly important because
many of our customers tend to have specific requirements for particular products, geographic
requirements, and specific time-frames in which they require delivery of these products. If we are
unable to consistently deliver the right products to our customers on a timely basis in the right
locations, our customers may reduce the quantities they order from us, which could have a material
adverse effect on our business.

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We outsource to third parties certain supply-chain logistics functions, including portions of
our product distribution, transportation management and information technology support
services.

We rely on third-party providers to operate our regional product distribution centers and to manage
the transportation of our work-in-process and finished products among our facilities, to our third-party
manufacturers and to our customers. In addition, we rely on third parties to provide certain information
technology services to us, including help desk support, desktop application services, business and
software support applications, server and storage administration, data center operations, database
administration and voice, video and remote access. We cannot guarantee that these providers will
fulfill their respective responsibilities in a timely manner in accordance with the contract terms, in
which case our internal operations and the distribution of our products to our customers could be
materially adversely affected. Also, we cannot guarantee that our contracts with these third-party
providers will be renewed, in which case we would have to transition these functions in-house or
secure new providers, which could have a material adverse effect on our business if the transition is
not executed appropriately.

Our inability to effectively control the sales of our products on the gray market could have a
material adverse effect on us.

We market and sell our products directly to OEMs and through authorized third-party distributors.
From time to time, our products are diverted from our authorized distribution channels and are sold on
the “gray market.” Gray market products result in shadow inventory that is not visible to us, thus
making it difficult to forecast demand accurately. Also, when gray market products enter the market,
we and our distribution channels compete with these heavily discounted gray market products, which
adversely affects demand for our products and negatively impacts our margins. In addition, our
inability to control gray market activities could result in customer satisfaction issues because any time
products are purchased outside our authorized distribution channels there is a risk that our customers
are buying counterfeit or substandard products, including products that may have been altered,
mishandled or damaged, or are used products represented as new.

Legal and Regulatory Risks

Government actions and regulations such as export regulations, tariffs, and trade protection
measures may limit our ability to export our products to certain customers.

We have equity interests in two joint ventures (collectively, the THATIC JV) with Higon Information
Technology Co., Ltd. (THATIC), a third-party Chinese entity. In June 2019, the Bureau of Industry and
Security (BIS) of the United States Department of Commerce added certain Chinese entities to the
Entity List, including THATIC and the THATIC JV. Since that time, the United States administration
has called for changes to domestic and foreign policy, including policies with respect to China and
Russia. Specifically, United States-China trade relations remain uncertain as the United States
continues to add more Chinese companies to the Entity List and more regulations targeted to
advanced computing, semiconductor manufacturing, and AI. Further, the United States and other
countries and coalitions have issued sanctions and revisions to export control and other regulations
against Russia, Belarus or the DNR or LNR regions of Ukraine, due to the conflict in Ukraine. BIS has
issued new requirements that prevent us from shipping MI250 and MI250X integrated circuits to China
and Russia without a license. BIS may possibly issue new licensing requirements and regulatory
controls in the future. A significant trade disruption or the establishment or increase of any tariffs,
trade protection measures or restrictions could result in lost sales adversely impacting our reputation
and business. There is also a possibility of future tariffs, trade protection measures, import or export
regulations or other restrictions imposed on our products or on our customers by the United States,
China or other countries that could have a material adverse effect on our business. Export control
restrictions may adversely impact the ability of our research and development teams located outside
of the United States from executing our product roadmaps in a timely manner or at all.

We may, from time to time, receive technical data from third parties that is subject to the International
Traffic and Arms Regulations (ITAR), which are administered by the U.S. Department of State. EAR
and ITAR govern the export and re-export of certain AMD products, including FPGAs, and the transfer
of related technologies, whether in the U.S. or abroad, and the provision of services. We are required
to maintain an internal compliance program and security infrastructure to meet EAR and ITAR
requirements. An inability to obtain the required export licenses, or to predict when they will be
granted, increases the difficulties of forecasting shipments. In addition, security or compliance
program failures that could result in penalties or a loss of export privileges, as well as stringent
licensing restrictions that may make our products less attractive to overseas customers, could have a
material adverse effect on our business, financial condition and/or operating results.

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

Our deferred tax assets include net operating losses and tax credit carryforwards that can be used to
offset taxable income and reduce income taxes payable in future periods. Each quarter, we consider
both positive and negative evidence to determine whether all or a portion of the deferred tax assets
are more likely than not to be realized. If we determine that some or all of our deferred tax assets are
not realizable, it could result in a material expense in the period in which this determination is made
which may have a material adverse effect on our financial condition and results of operations.

In addition, a significant amount of our deferred tax assets related to net operating losses or tax
credits which remain under a valuation allowance could be subject to limitations under Internal
Revenue Code Section 382 or 383, separate return loss year rules, or dual consolidated loss rules.
The limitations could reduce our ability to utilize the net operating losses or tax credits before the
expiration of the tax attributes.

Our business is subject to potential tax liabilities, and exposure to greater-than-anticipated

income tax liabilities as a result of changes in tax rules and regulations, changes in
interpretation of tax rules and regulations, or unfavorable assessments from tax audits, any of
which could affect our effective tax rates, financial condition, and results of operations.

We are a U.S.-based multinational company subject to income tax, indirect tax or other tax claims in
multiple U.S. and foreign tax jurisdictions in which we conduct business. Significant judgment is
required in determining our worldwide provision for income taxes. Tax laws are dynamic and subject
to change as new laws are passed and new interpretations of the law are issued or applied. Any
changes to tax laws could have a material adverse effect on our tax obligations and effective tax rate.
Our income tax obligations could be affected by many factors, including, but not limited to, changes to
our corporate operating structure, intercompany arrangements, and tax planning strategies.

Our income tax expense is computed based on tax rates at the time of the respective financial period.
Our future effective tax rates, financial condition and results from operations could be unfavorably
affected by changes in the tax rates in jurisdictions where our income is earned, by changes in the tax
rules and regulations or the interpretation of tax rules and regulations in the jurisdictions in which we
do business or by changes in the valuation of our deferred tax assets.

In addition, we are subject to examinations of our income tax returns by domestic and foreign tax
authorities. We regularly assess the likelihood of outcomes resulting from these examinations to
determine the adequacy of our provision for income taxes and have reserved for potential
adjustments that may result from the current examinations. There can be no assurance that the final
determination of any of these examinations will not have an adverse effect on our effective tax rates,
financial condition, and results of operations.

In the ordinary course of our business, there are many transactions and calculations where the
ultimate income tax, indirect tax, or other tax determination is uncertain. Although we believe our tax
estimates are reasonable, we cannot assure that the final determination of any tax audits or litigation
will not be materially different from that which is reflected in historical tax provisions and accruals.
Should additional taxes be assessed as a result of an audit, assessment or litigation, there could be a
material adverse effect on our cash, tax provisions and net income in the period or periods for which
that determination is made.

We are party to litigation and may become a party to other claims or litigation that could cause
us to incur substantial costs or pay substantial damages or prohibit us from selling our
products.

From time to time, we are a defendant or plaintiff in various legal actions, as described in Note 17 -
Contingencies of the Notes to our Consolidated Financial Statements. For example, we have been
subject to certain claims concerning federal securities laws and corporate governance. Our products
are purchased by and/or used by consumers, which could increase our exposure to consumer actions
such as product liability claims and consumer class action claims. On occasion, we receive claims
that individuals were allegedly exposed to substances used in our former semiconductor wafer
manufacturing facilities and that this alleged exposure caused harm. Litigation can involve complex
factual and legal questions, and its outcome is uncertain. It is possible that if a claim is successfully
asserted against us, it could result in the payment of damages that could be material to our business.

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With respect to intellectual property litigation, from time to time, we have been notified of, or third
parties may bring or have brought, actions against us and/or against our customers based on
allegations that we are infringing the intellectual property rights of others, contributing to or inducing
the infringement of the intellectual property rights of others, improperly claiming ownership of
intellectual property or otherwise improperly using the intellectual property of others. If any such
claims are asserted, we may seek to obtain a license under the third parties’ intellectual property
rights. We cannot assure you that we will be able to obtain all of the necessary licenses on
satisfactory terms, if at all. These parties may file lawsuits against us or our customers seeking
damages (potentially up to and including treble damages) or an injunction against the sale of products
that incorporate allegedly infringed intellectual property or against the operation of our business as
presently conducted, which could result in our having to stop the sale of some of our products or to
increase the costs of selling some of our products or which could damage our reputation. The award
of damages, including material royalty payments, or other types of damages, or the entry of an
injunction against the manufacture and sale of some or all of our products could have a material
adverse effect on us. We could decide, in the alternative, to redesign our products or to resort to
litigation to challenge such claims. Such challenges could be extremely expensive and time-
consuming regardless of their merit, could cause delays in product release or shipment and/or could
have a material adverse effect on us. We cannot assure you that litigation related to our intellectual
property rights or the intellectual property rights of others can always be avoided or successfully
concluded.

Even if we were to prevail, any litigation could be costly and time-consuming and would divert the
attention of our management and key personnel from our business operations, which could have a
material adverse effect on us.

We are subject to environmental laws, conflict minerals-related provisions of the Dodd-Frank

Wall Street Reform and Consumer Protection Act as well as a variety of other laws or
regulations that could result in additional costs and liabilities.
Our operations and properties have in the past been and continue to be subject to various United
States and foreign laws and regulations, including those relating to materials used in our products and
manufacturing processes, discharge of pollutants into the environment, the treatment, transport,
storage and disposal of solid and hazardous wastes and remediation of contamination. For the
manufacturing of our products, these laws and regulations require our suppliers to obtain permits for
operations, including the discharge of air pollutants and wastewater. Although our management
systems are designed to oversee our suppliers’ compliance, we cannot assure you that our suppliers
have been or will be at all times in complete compliance with such laws, regulations and permits. If
our suppliers violate or fail to comply with any of them, a range of consequences could result,
including fines, suspension of production, alteration of manufacturing processes, import/export
restrictions, sales limitations, criminal and civil liabilities or other sanctions. Such non-compliance from
our manufacturing suppliers could result in disruptions in supply, higher sourcing costs, and/or
reputational damage for us. We could also be held liable for any and all consequences arising out of
exposure to hazardous materials used, stored, released, disposed of by us or located at, under or
emanating from our current or former facilities or other environmental or natural resource damage.
While we have budgeted for foreseeable associated expenditures, we cannot assure you that future
environmental legal requirements will not become more stringent or costly in the future. Therefore, we
cannot assure you that our costs of complying with current and future environmental and health and
safety laws, and our liabilities arising from past and future releases of, or exposure to, hazardous
substances will not have a material adverse effect on us.

Environmental laws are complex, change frequently and have tended to become more stringent over
time. For example, the European Union (EU) and China are two among a growing number of
jurisdictions that have enacted restrictions on the use of lead and other materials in electronic
products. These regulations affect semiconductor devices and packaging. As regulations restricting
materials in electronic products continue to increase around the world, there is a risk that the cost,
quality and manufacturing yields of products that are subject to these restrictions may be less
favorable compared to products that are not subject to such restrictions, or that the transition to
compliant products may not meet customer roadmaps, or produce sudden changes in demand, which
may result in excess inventory. A number of jurisdictions including the EU, Australia, California and
China are developing or have finalized market entry or public procurement regulations for computers
and servers based on ENERGY STAR specifications as well as additional energy consumption limits.
There is the potential for certain of our products being excluded from some of these markets which
could materially adversely affect us.

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Certain environmental laws, including the United States Comprehensive, Environmental Response,
Compensation and Liability Act of 1980, or the Superfund Act, impose strict or, under certain
circumstances, joint and several liability on current and previous owners or operators of real property
for the cost of removal or remediation of hazardous substances and impose liability for damages to
natural resources. These laws often impose liability even if the owner or operator did not know of, or
was not responsible for, the release of such hazardous substances. These environmental laws also
assess liability on persons who arrange for hazardous substances to be sent to disposal or treatment
facilities when such facilities are found to be contaminated. Such persons can be responsible for
cleanup costs even if they never owned or operated the contaminated facility. We have been named
as a responsible party at three Superfund sites in Sunnyvale, California. Although we have not been,
we could be named a potentially responsible party at other Superfund or contaminated sites in the
future. In addition, contamination that has not been identified could exist at our other facilities.

Under the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the SEC adopted
disclosure and reporting requirements for companies that use “conflict” minerals originating from the
Democratic Republic of Congo or adjoining countries. We continue to incur additional costs
associated with complying with these requirements, such as costs related to developing internal
controls for the due diligence process, determining the source of any conflict minerals used in our
products, auditing the process and reporting to our customers and the SEC. In addition to the SEC
regulation, the European Union, China and other jurisdictions are developing new policies focused on
conflict minerals that may impact and increase the cost of our compliance program. Customers are
increasingly seeking information about the source of minerals used in our supply chain beyond those
addressed in laws and regulations. Given the complexity of mineral supply chains, we may face
reputational challenges if we are unable to sufficiently verify the origins of the subject minerals.
Moreover, we are likely to encounter challenges to satisfy those customers who require that all of the
components of our products be certified as “conflict free.” If we cannot satisfy these customers, they
may choose a competitor’s products.

In addition to our company, customers, governments and authorities continue to be focused on

eliminating risks of forced labor in supply chains which may increase the cost of our compliance
program. For example, the United States Uyghur Forced Labor Prevent Act prohibits goods mined,
produced or manufactured wholly or in part in the Xinjiang Uyghur Autonomous Region of the
People’s Republic of China, or by certain entities, from entering the United States under the
presumption of being made with forced labor. Germany’s federal procurement office, in collaboration
with the Bitkom trade association, has issued supply chain labor requirements. In addition, the United
Kingdom, Australia and the State of California have enacted laws that require us to disclose our policy
and practices for identifying and eliminating forced labor and human trafficking in our supply chain.
Several customers have also issued expectations to eliminate these occurrences, if any, that may
impact us. While we have a Human Rights Policy and management systems to identify and avoid
these practices in our supply chain, we cannot guarantee that our suppliers will always be in
conformance to these laws and expectations. We may face enforcement liability and reputational
challenges if we are unable to sufficiently meet these expectations. Moreover, we are likely to
encounter challenges with customers if we cannot satisfy their forced and trafficked labor polices and
they may choose a competitor’s product.

Merger, Acquisition and Integration Risks

Acquisitions, joint ventures and/or investments and the failure to integrate acquired
businesses, could disrupt our business and/or dilute or adversely affect the price of our
common stock.

Our success will depend, in part, on our ability to expand our product offerings and grow our business
in response to changing technologies, customer demands and competitive pressures. In some
circumstances, we may pursue growth through the acquisition of complementary businesses,
solutions or technologies or through joint ventures or investments rather than through internal
development. The identification of suitable acquisition or joint venture candidates can be difficult, time-
consuming and costly, and we may not be able to successfully complete identified acquisitions or joint
ventures.

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For example, on February 14, 2022, we completed our acquisition of Xilinx and on May 26, 2022, we
completed our acquisition of Pensando. While we believe these acquisitions will result in certain
benefits, including certain operational synergies and cost efficiencies, and drive product innovations,
achieving these anticipated benefits will depend on successfully combining our and the acquired
companies’ businesses together. It is not certain that the acquired companies can be successfully
integrated with our business in a timely manner or at all, or that any of the anticipated benefits will be
realized for a variety of reasons, including, but not limited to: our inability to integrate or benefit from
acquired technologies or services in a profitable manner; diversion of capital and other resources,
including management’s attention from our existing business; unanticipated costs or liabilities
associated with the integration; failure to leverage the increased scale of the combined businesses
quickly and effectively; coordinating and integrating in countries in which we have not previously
operated; the potential impact of the acquisitions on our relationships with employees, vendors,
suppliers and customers; the impairment of relationships with, or the loss of, the acquired companies’
employees, vendors, suppliers and customers; adverse changes in general economic conditions in
regions in which we and the acquired companies operate; potential litigation associated with the
acquisitions; difficulties in the assimilation of employees and culture; difficulties in managing the
expanded operations of a larger and more complex company; challenges in attracting and retaining
key personnel; and difficulties with integrating and upgrading our and the acquired companies’
financial reporting systems. Many of these factors will be outside of our control and any one of them
could result in increased costs, decreases in expected revenues and diversion of management’s time
and attention, which could materially impact the combined company. In addition, even if the
operations of the businesses are integrated successfully, the full benefits of the acquisitions may not
be realized within the anticipated time frame or at all. All of these factors could decrease or delay the
expected accretive effect of the acquisitions and negatively impact the combined company. If we
cannot successfully integrate our and the acquired companies’ businesses and operations, or if there
are delays in combining the businesses, it could negatively impact our ability to develop or sell new
products and impair our ability to grow our business, which in turn could adversely affect our financial
condition and operating results.

Acquisitions and joint ventures may also involve the entry into geographic or business markets in
which we have little or no prior experience. Consequently, we may not achieve anticipated benefits of
acquisitions or joint ventures, which could harm our operating results. In addition, to complete an
acquisition, we may issue equity securities, which would dilute our stockholders’ ownership and could
adversely affect the price of our common stock, and/or incur debt, assume contingent liabilities or
have amortization expenses and write-downs of acquired assets, which could adversely affect our
results of operations. Moreover, if such acquisitions or joint ventures require us to seek additional debt
or equity financing, we may not be able to obtain such financing on terms favorable to us or at all.
Even if we successfully complete an acquisition or joint venture, we may not be able to assimilate and
integrate effectively or efficiently the acquired business, technologies, solutions, assets, personnel or
operations, particularly if key personnel of the acquired company decide not to work for us.

Acquisitions and joint ventures may also reduce our cash available for operations and other uses,
which could harm our business. Also, any failure on our part to effectively evaluate and execute new
business initiatives could adversely affect our business. We may not adequately assess the risks of
new business initiatives and subsequent events may arise that alter the risks that were initially
considered. Furthermore, we may not achieve the objectives and expectations with respect to future
operations, products and services. The majority of our ATMP services are provided by the ATMP JVs,
and there is no guarantee that the JVs will be able to fulfill our long-term ATMP requirements. If we
are unable to meet customer demand due to fluctuating or late supply from the ATMP JVs, it could
result in lost sales and have a material adverse effect on our business.

In addition, we may not realize the anticipated benefits from our business initiatives. For example, we
may not realize the expected benefits from the THATIC JV’s expected future performance, including
the receipt of any future milestone payments and any royalties from certain licensed intellectual
property. In June 2019, the BIS added certain Chinese entities to the Entity List, including THATIC
and the THATIC JV. We are complying with U.S. law pertaining to the Entity List designation.

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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.

We account for certain acquisitions, including the Xilinx and Pensando acquisitions, using the
acquisition method of accounting under the provisions of ASC 805, Business Combinations, with AMD
representing the accounting acquirer under this guidance. We record assets acquired, including
identifiable intangible assets, and liabilities assumed, at their respective fair values at the acquisition
date. Any excess of the purchase price over the net fair value of such assets and liabilities will be
recorded as goodwill. In connection with the Xilinx and Pensando acquisitions, we recorded significant
goodwill and other intangible assets on our consolidated balance sheet.

Indefinite-lived intangible assets, including goodwill, are tested for impairment at least annually, and
all tangible and intangible assets including goodwill will be tested for impairment when certain
indicators are present. If, in the future, we determine that tangible or intangible assets, including
goodwill, are impaired, we would record an impairment charge at that time. Impairment testing of
goodwill requires significant use of judgment and assumptions, particularly as it relates to the
determination of fair value. Subsequent to our annual goodwill impairment analysis, we monitor for
any events or changes in circumstances, such as significant adverse changes in business climate or
operating results, changes in management’s business strategy, an inability to successfully introduce
new products in the marketplace, an inability to successfully achieve internal forecasts or significant
declines in our stock price, which may represent an indicator of impairment. A decrease in the long-
term economic outlook and future cash flows of our business could significantly impact asset values
and potentially result in the impairment of goodwill and may require us to record future goodwill
impairment charges, which may have a material adverse impact on our financial position and results
of operations.

Liquidity and Capital Resources Risks

The agreements governing our notes, our guarantees of the Assumed Xilinx Notes, and our
Revolving Credit Agreement impose restrictions on us that may adversely affect our ability to
operate our business.

The indenture governing our 3.924% Senior Notes due 2032 and 4.393% Senior Notes due 2052
contains various covenants that limit our ability to, among other things: create liens on certain assets
to secure debt, enter into certain sale and leaseback transactions; and consolidate with, merge into or
sell, convey or lease all or substantially all of our assets to any other person.

Additionally, in connection with the acquisition of Xilinx, we entered into supplemental indentures for
the Assumed Xilinx Notes pursuant to which all obligations of Xilinx under the Assumed Xilinx Notes
are unconditionally guaranteed on a senior unsecured basis by us. The indentures governing the
Assumed Xilinx Notes also contain various covenants which limit our ability to, among other things,
create certain liens on principal property or the capital stock of certain subsidiaries, enter into certain
sale and leaseback transactions with respect to principal property, and consolidate or merge with, or
convey, transfer or lease all or substantially all our assets, taken as a whole, to another person.

We also have a five-year unsecured revolving credit facility in the aggregate principal amount of $3.0
billion (Revolving Credit Agreement). Our Revolving Credit Agreement contains various covenants
which limit our ability to, among other things, incur liens and consolidate or merge or sell our assets
as an entirety or substantially as an entirety (in each case, except for certain customary exceptions).
In addition, our Revolving Credit Agreement requires us to maintain a minimum consolidated interest
coverage ratio at the end of each fiscal quarter. The agreements governing our notes and our
Revolving Credit Agreement contain cross-default provisions whereby a default under certain
agreements with respect to other indebtedness would result in cross defaults under the indentures or
the Revolving Credit Agreement. For example, the occurrence of a default with respect to any
indebtedness or any failure to repay indebtedness when due in an amount in excess of (i) $50 million
would cause a cross default under the indentures (to the extent such default would result in the
acceleration of such indebtedness) governing our 2.125% Convertible Senior Notes due 2026
(2.125% Notes), and (ii) $500 million would cause a cross default under the Revolving Credit
Agreement (to the extent such default (other than the failure to repay indebtedness) would result in
the acceleration of such indebtedness). The occurrence of a default under any of these borrowing
arrangements would permit the applicable note holders or the lenders under our Revolving Credit
Agreement to declare all amounts outstanding under the indentures or the Revolving Credit
Agreement to be immediately due and payable. If the note holders or the trustee under the indentures
governing our 2.125% Notes or
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the lenders under our Revolving Credit Agreement accelerate the repayment of borrowings, we
cannot assure you that we will have sufficient assets to repay those borrowings.

Our indebtedness could adversely affect our financial position and prevent us from
implementing our strategy or fulfilling our contractual obligations.
Our total debt principal amount outstanding as of December 31, 2022 was $2.5 billion. Our
indebtedness may make it difficult for us to satisfy our financial obligations, including making
scheduled principal and interest payments; limit our ability to borrow additional funds for working
capital, capital expenditures, acquisitions and general corporate and other purposes; limit our ability to
use our cash flow or obtain additional financing for future working capital, capital expenditures,
acquisitions or other general corporate purposes; require us to use a substantial portion of our cash
flow from operations to make debt service payments; place us at a competitive disadvantage
compared to our competitors with relatively less debt; and increase our vulnerability to the impact of
adverse economic and industry conditions.

We enter into sale and factoring arrangements from time to time with respect to certain accounts
receivables, which arrangements are non-recourse to us in the event that an account debtor fails to
pay for credit-related reasons, and are not included in our indebtedness. We could become obligated
to repurchase such accounts receivables or otherwise incur liability to the counterparties under these
arrangements under certain circumstances, such as where a commercial dispute arises between us
and an account debtor.

We may not be able to generate sufficient cash to meet our working capital requirements.
Also, if we cannot generate sufficient revenue and operating cash flow, we may face a cash
shortfall and be unable to make all of our planned investments in research and development
or other strategic investments.

Our ability to generate sufficient cash to meet our working capital requirements will depend on our
financial and operating performance, which may fluctuate significantly from quarter to quarter, and is
subject to prevailing economic, financial and business conditions along with other factors, many of
which are beyond our control. We cannot assure you that we will be able to generate cash flow in
amounts sufficient to enable us to meet our working capital requirements. If we are not able to
generate sufficient cash flow from operations, we may be required to sell assets or equity, reduce
expenditures, refinance all or a portion of our existing debt or obtain additional financing.

In addition, our ability to fund research and development expenditures depends on generating
sufficient revenue and cash flow from operations and the availability of external financing, if
necessary. Our research and development expenditures, together with ongoing operating expenses,
will be a substantial drain on our cash flow and may decrease our cash balances. If new competitors,
technological advances by existing competitors, or other competitive factors require us to invest
significantly greater resources than anticipated in our research and development efforts, our operating
expenses would increase. If we are required to invest significantly greater resources than anticipated
in research and development efforts without an increase in revenue, our operating results could
decline.

Our inability to generate sufficient cash from operations may require us to abandon projects or curtail
planned investments in research and development or other strategic initiatives. If we curtail planned
investments in research and development or abandon projects, our products may fail to remain
competitive and our business would be materially adversely affected.

General Risks

Our worldwide operations are subject to political, legal and economic risks and natural
disasters, which could have a material adverse effect on us.

We maintain operations around the world, including in the United States, Canada, Europe, Australia,
Latin America and Asia. We rely on third-party wafer foundries in the United States, Europe and Asia.
Nearly all product assembly and final testing of our products is performed at manufacturing facilities,
operated by third-party manufacturing facilities, in China, Malaysia and Taiwan. We also depend on
third-party subcontractors to provide shipment services. We also have international sales operations.
International sales, as a percent of net revenue, were 66% for the year ended December 31, 2022.
We expect that international sales will continue to be a significant portion of total sales in the
foreseeable future.
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The political, legal and economic risks associated with our operations in foreign countries include,
without limitation: expropriation; changes in a specific country’s or region’s political or economic
conditions; changes in tax laws, trade protection measures and import or export licensing
requirements and restrictions; difficulties in protecting our intellectual property; difficulties in managing
staffing and exposure to different employment practices and labor laws; changes in foreign currency
exchange rates; restrictions on transfers of funds and other assets of our subsidiaries between
jurisdictions; changes in freight rates; changes to macroeconomic conditions, including interest rates,
inflation and recession; disruption in air transportation between the United States and our overseas
facilities; loss or modification of exemptions for taxes and tariffs; and compliance with United States
laws and regulations related to international operations, including export control and economic
sanctions laws and regulations and the Foreign Corrupt Practices Act. Recently, the United States
and other countries and coalitions have issued sanctions and revisions to export control and other
regulations against Russia, Belarus or the DNR or LNR regions of Ukraine, due to the conflict in
Ukraine. Also, geopolitical changes between China and Taiwan could disrupt the operations of our
Taiwan based third-party wafer foundries, manufacturing facilities and subcontractors, and materially
adversely affect our business, financial condition and/or operating results.

In addition, our worldwide operations (or those of our business partners) could be subject to natural
disasters and climate change such as earthquakes, tsunamis, flooding, typhoons, droughts, fires,
extreme heat and volcanic eruptions that disrupt our operations, or those of our manufacturers,
vendors or customers. For example, our Santa Clara and San Jose operations are located near major
earthquake fault lines in California. Also, we have operations and employees in regions that have
experienced extreme weather such as prolonged heat waves, wildfires and freezing. Extreme weather
events can also disrupt the ability of our suppliers to deliver expected manufacturing parts and/or
services for periods of time. There may be conflict or uncertainty in the countries in which we operate,
including public health issues (for example, an outbreak of a contagious disease such as COVID-19,
avian influenza, measles or Ebola), safety issues, natural disasters, fire, disruptions of service from
utilities, nuclear power plant accidents or general economic or political factors. For example,
governments worldwide have implemented, and continue to implement, measures to slow down the
outbreak of COVID-19. We have experienced, and will continue to experience, disruptions to our
business as these measures have, and will continue to have, an effect on our business operations
and practices.

In addition, many governments have enacted laws around personally identifiable information, such as
the European Union’s general Data Protection Regulation and the California Consumer Privacy Act,
and the failure to comply could result in sanctions or other actions by the governments. The European
Union’s General Data Protection Regulation imposes significant requirements on how we collect,
process and transfer personal data, as well as significant fines for non-compliance.

Any of the above risks, should they occur, could result in an increase in the cost of components,
production and shipment delays, general business interruptions, the inability to obtain, or delays from
difficulties in obtaining export licenses for certain technology, penalties or a loss of export privileges,
as well as stringent licensing restrictions that may make our products less attractive to international
customers, tariffs and other barriers and restrictions, longer payment cycles, increased taxes,
restrictions on the repatriation of funds and the burdens of complying with a variety of foreign laws,
any of which could ultimately have a material adverse effect on our business.

We may incur future impairments of our technology license purchases.

We license certain third-party technologies and tools for the design and production of our products.
We report the value of those licenses as other non-current assets on the balance sheet and we
periodically evaluate the carrying value of those licenses based on their future economic benefit to us.
Factors such as the life of the assets, changes in competing technologies, and changes to the
business strategy may represent an indicator of impairment. The occurrence of any of these events
may require us to record future technology license impairment charges.

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Our inability to continue to attract and retain qualified personnel may hinder our business.

Much of our future success depends upon the continued service of numerous qualified engineering,
marketing, sales and executive employees. Competition for highly skilled executives and employees
in the technology industry is intense and our competitors have targeted individuals in our organization
that have desired skills and experience. If we are not able to continue to attract, train and retain our
leadership team and our qualified employees necessary for our business, the progress of our product
development programs could be hindered, and we could be materially adversely affected. To help
attract, retain and motivate our executives and qualified employees, we use share-based incentive
awards such as employee stock options and non-vested share units (restricted stock units). If the
value of such stock awards does not appreciate as measured by the performance of the price of our
common stock, or if our share-based compensation otherwise ceases to be viewed as a valuable
benefit, our ability to attract, retain and motivate our executives and employees could be weakened,
which could harm our results of operations. Also, if the value of our stock awards increases
substantially, this could potentially create great personal wealth for our executives and employees and
affect our ability to retain our personnel. In addition, any future restructuring plans may adversely
impact our ability to attract and retain key employees.

Our stock price is subject to volatility.

Our stock price has experienced price and volume fluctuations and could be subject to wide
fluctuations in the future. The trading price of our stock may fluctuate widely due to various factors
including actual or anticipated fluctuations in our financial conditions and operating results, changes in
financial estimates by us or financial estimates and ratings by securities analysts, changes in our
capital structure, including issuance of additional debt or equity to the public, interest rate changes,
inflation, news regarding our products or products of our competitors, and broad market and industry
fluctuations. Stock price fluctuations could impact the value of our equity compensation, which could
affect our ability to recruit and retain employees. In addition, volatility in our stock price could
adversely affect our business and financing opportunities.

In May 2021, our Board of Directors approved a stock repurchase program of up to $4 billion of our
common stock (Existing Repurchase Program). In February 2022, our Board of Directors approved a
new stock repurchase program in addition to our Existing Repurchase Program to purchase up to $8
billion of our outstanding common stock in the open market (collectively referred to as the Repurchase
Program). The Repurchase Program does not obligate us to acquire any common stock, has no
termination date and may be suspended or discontinued at any time. Our stock repurchases could
affect the trading price of our stock, the volatility of our stock price, reduce our cash reserves, and
may be suspended or discontinued at any time, which may result in a decrease in our stock price.

Worldwide political conditions may adversely affect demand for our products.

Worldwide political conditions may create uncertainties that could adversely affect our business. The
United States has been and may continue to be involved in armed conflicts that could have a further
impact on our sales and our supply chain. The consequences of armed conflict, political instability or
civil or military unrest are unpredictable, and we may not be able to foresee events that could have a
material adverse effect on us. Terrorist attacks or other hostile acts may negatively affect our
operations, or adversely affect demand for our products, and such attacks or related armed conflicts
may impact our physical facilities or those of our suppliers or customers. Furthermore, these attacks
or hostile acts may make travel and the transportation of our products more difficult and more
expensive, which could materially adversely affect us. Any of these events could cause consumer
 spending to decrease or result in increased volatility in the United States economy and worldwide
financial markets.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
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ITEM 2. PROPERTIES
As of December 31, 2022, we have 6 million square feet of space for research and development,
engineering, administrative and warehouse use throughout the world. These facilities include 5 million
square feet of leased space and 1 million square feet of owned space. Our headquarters are located
in Santa Clara, California, and we have significant operations in Austin, Texas; San Jose, California;
Shanghai, China; Markham, Ontario, Canada; Longmont, Colorado; Dublin, Ireland; Singapore; and
Bangalore and Hyderabad, India. We also have a number of regional sales offices located in
commercial centers near customers, principally in the United States, Europe, Asia and Latin America.
We currently do not anticipate difficulty in either retaining occupancy of any of our facilities through
lease renewals prior to expiration or through month-to-month occupancy or replacing them with
equivalent facilities. We believe that our existing facilities are suitable and adequate for our present
purposes and that the productive capacity of such facilities is substantially being utilized or we have
plans to utilize such capacity.
ITEM 3. LEGAL PROCEEDINGS
For a discussion of our legal proceedings, refer to Note 17 – Contingencies of the Notes to
Consolidated Financial Statements (Part II, Item 8 of this Form 10-K).
ITEM 4. MINE SAFETY DISCLOSURES
Not Applicable.
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PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
Our common stock is listed on The NASDAQ Global Select Market (NASDAQ) under the symbol
“AMD”. On February 22, 2023, there were 5,014 registered holders of our common stock, and the
closing price of our common stock was $76.61 per share as reported on NASDAQ.
Issuer Purchases of Equity Securities
In May 2021, our Board of Directors approved a stock repurchase program of up to $4 billion of our
common stock (Existing Repurchase Program). In February 2022, our Board of Directors approved a
new stock repurchase program in addition to the Existing Repurchase Program to purchase up to
additional $8 billion of our outstanding common stock in the open market (collectively referred to as
the “Repurchase Program”). We expect to fund repurchases through cash generated from operations
which have been strengthened by our strong operational results. Our Repurchase Program does not
obligate us to acquire any common stock, has no termination date and may be suspended or
discontinued at any time.
The following table provides information relating to our repurchase of common stock for the year
ended December 31, 2022:
Total Number of Shares
Repurchased Average

Repurchases during each fiscal quarter of 2022:

December 26, 2021 - March 26, 2022 15,785,806 $

March 27, 2022 - June 25, 2022 10,159,900 $

June 26, 2022 - September 24, 2022 6,895,972 $

September 25, 2022 - December 31, 2022 3,484,459 $

 36,326,137

Repurchases during last fiscal quarter of 2022:

September 25, 2022 - October 29, 2022 — $

October 30, 2022 - November 26, 2022 1,455,994 $

November 27, 2022 - December 31, 2022 2,028,465 $

Total 3,484,459

Equity Award Share Withholding

Shares of common stock withheld as payment of withholding taxes in connection with the vesting or
exercise of equity awards are also treated as common stock repurchases. Those withheld shares of
common stock are not considered common stock repurchases under an authorized common stock
repurchase plan. During fiscal year 2022, we withheld 5 million shares as payment of withholding
taxes in connection with the vesting and exercise of equity awards.
For information about our equity compensation plans, see Part III, Item 11, below.
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Performance Graph
Comparison of Five-Year Cumulative Total Returns
Advanced Micro Devices, S&P 500 Index and S&P 500 Semiconductor Index
The following graph shows a five-year comparison of cumulative total return on our common stock,
the S&P 500 Index and the S&P 500 Semiconductor Index from December 30, 2017 through
December 31, 2022. The past performance of our common stock is no indication of future
performance.

Base Period Years Ended

12/30/2017 12/29/2018 12/28/2019 12/26/2020

100 173 449 8

100 95 126 1

100 93 138 1

Unregistered Sales of Equity Securities

On January 3, 2023, we issued warrants to purchase 300,260 shares of our common stock to
a commercial partner pursuant to a strategic arrangement executed in 2018 with such partner. The
warrants have an exercise price of $25.4994 per share and expire on January 3, 2026. The warrants
were issued pursuant to Section 4(a)(2) of the Securities Act of 1933.
On February 9, 2023, we issued 27,230 shares of AMD’s common stock pursuant to an exercise in
full by a commercial partner of warrants to purchase up to 42,260 shares of AMD’s common stock at
an exercise price of $25.4994 per share (the Warrants). As a result, the Warrants are no longer
outstanding. The commercial partner acquired the Warrants on March 30, 2020 and June 29, 2020
pursuant to a strategic arrangement with such partner. The shares of common stock were issued
pursuant to Section 3(a)(9) of the Securities Act of 1933.
ITEM 6. [RESERVED]

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
The following discussion should be read in conjunction with the consolidated financial statements as
of December 31, 2022 and December 25, 2021 and for each of the three years in the period ended
December 31, 2022 and related notes, which are included in this Annual Report on Form 10-K as well
as with the other sections of this Annual Report on Form 10-K, “Part II, Item 8: Financial Statements
and Supplementary Data.”
Introduction
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, “us,” “our” or “AMD”),
including a discussion of our results of operations for 2022 compared to 2021, an analysis of changes
in our financial condition and a discussion of our off-balance sheet arrangements. Discussions of
2020 items and year-to-year comparisons between 2021 and 2020 that are not included in this Form
10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of
Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended
December 25, 2021.
Overview
2022 was a transformative year for AMD as we took several major steps that scaled and reshaped our
business. In February 2022, we completed our strategic acquisition of Xilinx, Inc. (Xilinx) which
expanded our technology and product portfolio to include adaptable hardware platforms that enable
hardware acceleration and rapid innovation across a variety of technologies and established AMD in
multiple embedded markets where we have traditionally not had a significant presence. We now offer
Field Programmable Gate Arrays (FPGAs), Adaptive SoCs, and Adaptive Compute Acceleration
Platform (ACAP) products. With the acquisition of Xilinx, we have access to a new set of markets and
customers, further strengthening and diversifying our business model. In May 2022, we expanded our
data center solutions capabilities with the acquisition of Pensando Systems, Inc. (Pensando). We now
offer high-performance data processing units (DPUs) and a software stack that complements our
existing products. With the Xilinx and Pensando acquisitions, we are well positioned to provide the
industry’s broadest set of leadership compute engines and accelerators to help enable best
performance, security, flexibility and total cost of ownership for leading-edge data centers.
Our 2022 financial results reflect the strength of our diversified business model despite the
challenging PC market conditions in the second half of 2022. Net revenue for 2022 was $23.6 billion,
an increase of 44% compared to 2021 net revenue of $16.4 billion. The increase in net revenue was
driven by a 64% increase in Data Center segment revenue primarily due to higher sales of our
EPYC™ server processors, a 21% increase in Gaming segment revenue primarily due to higher semi-
custom product sales, and a significant increase in Embedded segment revenue from the prior year
period driven by the inclusion of Xilinx embedded product sales. This growth was partially offset by a
10% decrease in Client segment revenue primarily due to lower processor shipments driven by a
weak PC market and significant inventory correction actions across the PC supply chain. Gross
margin, as a percentage of net revenue for 2022, was 45%, compared to 48% in 2021. The decrease
in gross margin was primarily due to amortization of intangible assets associated with the Xilinx
acquisition. Operating income for 2022 was $1.3 billion compared to operating income of $3.6 billion
for 2021. The decrease in operating income was primarily driven by amortization of intangible assets
associated with the Xilinx acquisition. Net income for 2022 was $1.3 billion compared to $3.2 billion in
the prior year. The decrease in net income was primarily driven by lower operating income.
Cash, cash equivalents and short-term investments as of December 31, 2022 were $5.9 billion,
compared to $3.6 billion at the end of 2021. Our aggregate principal amount of total debt as of
December 31, 2022 was $2.5 billion, compared to $313 million as of December 25, 2021.
We took several actions in 2022 to strengthen our financial position. In June 2022, we issued $1.0
billion in aggregate principal amount of senior notes, consisting of $500 million in aggregate principal
amount of 3.924% Senior Notes due 2032 (3.924% Notes) and $500 million in aggregate principal
amount of 4.393% Senior Notes due 2052 (4.393% Notes). The 3.924% Notes will mature on June 1,
2032 and bear interest at a rate of 3.924% per annum, and the 4.393% Notes will mature on June 1,
2052 and bear interest at a rate of 4.393% per annum. The 3.924% Notes and the 4.393% Notes are
senior unsecured obligations.
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We also entered into a revolving credit agreement in June 2022. The agreement provides for a five-
year unsecured revolving credit facility in the aggregate principal amount of $3.0 billion. There were
no funds drawn from this facility during the year ended December 31, 2022. In November 2022, we
established a new commercial paper program, under which we may issue unsecured commercial
paper notes up to a maximum principal amount outstanding at any time of $3.0 billion with a maturity
of up to 397 days from the date of issue. The commercial paper will be sold at a discount from par or,
alternatively, will be sold at par and bear interest at rates that will vary based on market conditions at
the time of issuance. As of December 31, 2022, we had no commercial paper outstanding.
During the twelve months ended December 31, 2022, we returned a total of $3.7 billion to
shareholders through the repurchase of 36.3 million shares of common stock under our stock
repurchase program. As of December 31, 2022, $6.5 billion remained available for future stock
repurchases under this program. The repurchase program does not obligate us to acquire any
common stock, has no termination date and may be suspended or discontinued at any time.
We continued executing our product technology roadmap by delivering a number of new leadership
products and technologies during 2022. For Data Center, we launched our 4th Gen AMD EPYC™
processors with next-generation architecture, technology and features, and designed to deliver
optimizations across market segments and applications, while helping businesses free data center
resources to create additional workload processing and accelerate output. We also unveiled our 3rd
Gen AMD EPYC processors with AMD 3D V-Cache technology for leadership performance in
technical computing workloads. We introduced the 7 nm Versal™ ACAP VCK5000 development card
designed to offer leadership AI inference performance. We announced the availability of the AMD
Instinct™ ecosystem, the new AMD Instinct MI210 accelerator and ROCm™ 5 software. Together the
AMD Instinct and ROCm ecosystem offers exascale-class technology to a broad base of high
performance computing (HPC) and artificial intelligence (AI) customers, designed to address the
demand for compute-accelerated data center workloads and reduce the time to insights and
discoveries.
In the Embedded segment, we introduced the AMD Ryzen™ Embedded R2000 Series, second-
generation mid-range system-on-chip processors optimized for a wide range of industrial and robotics
systems, machine vision, IoT (Internet of Things) and thin-client equipment. We also introduced the
Kria™ KR260 Robotics Starter Kit, the latest addition to the Kria portfolio. The kit enables rapid
development of hardware-accelerated applications for robotics, machine vision and industrial
communication and control.
For the Client segment, we introduced the Ryzen 7000 Series Desktop processors powered by the
new “Zen 4” architecture for gamers, enthusiasts, and content creators. Along with the introduction of
the Ryzen 7000 Series Desktop processors, we also unveiled the new Socket AM5 platform featuring
four new chipsets. These new desktop processors are designed for gamers, enthusiasts, and content
creators. We introduced AMD Ryzen 7000 Mobile processors with up to 16 “Zen 4” architecture cores.
We also introduced the AMD Ryzen 6000 Series Mobile processors, built on “Zen 3+” architecture
and includes AMD RDNA™ 2 architecture based on integrated graphics. We launched the AMD
Ryzen 5000 C-Series processors bringing “Zen 3” architecture to premium Chrome OS devices for
work and collaboration. The processors offer up to eight high performance x86 cores. For
workstations, we introduced the new AMD Ryzen Threadripper™ PRO 5000 WX-Series workstation
processors designed for professionals to run demanding workstation applications. We also introduced
the AMD Ryzen PRO 7030 Series Mobile processors built on “Zen 3” core architecture.
In the Gaming segment, we unveiled the AMD Radeon™ RX 7900 XTX and the Radeon RX 7900 XT
gaming graphics cards that are built on next-generation high performance, energy-efficient AMD
RDNA™ 3 architecture. We announced new graphics cards to the AMD Radeon RX 6000 Series
product line: the AMD Radeon RX 6950 XT, the AMD Radeon RX 6750 XT and the AMD Radeon RX
6650 XT. These new graphics cards are built on AMD RDNA 2 gaming architecture and GDDR6
memory at up to 18Gbps. We launched the new AMD Radeon PRO GPUs including the introduction
of the AMD Radeon PRO W6400 graphics card built on AMD RDNA 2 architecture.
Although the current COVID-19 pandemic continues to impact our business operations and practices,
we experienced limited disruptions during 2022. We continue to monitor our operations and public
health measures implemented by governmental authorities in response to the pandemic.
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.
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Critical Accounting Estimates
Our discussion and analysis of our financial condition and results of operations are based upon our
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 on-going basis, including those related to our revenue,
inventories, business combination, goodwill, long-lived and intangible assets, 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.
Management believes the following critical accounting estimates are the most significant to the
presentation of our financial statements and require the most difficult, subjective and complex
judgments.
Revenue Allowances. Revenue contracts with our customers include variable amounts which we
evaluate under ASC 606-10-32-8 through 14 in order to determine the net amount of consideration to
which we are entitled and which we recognize as revenue. We determine the net amount of
consideration to which we are entitled by estimating the most likely amount of consideration we
expect to receive from the customer after adjustments to the contract price for rights of return and
rebates to our original equipment manufacturers (OEM) customers and rights of return, rebates and
price protection on unsold merchandise to our distributor customers.
We base our determination of necessary adjustments to the contract price by reference to actual
historical activity and experience, including actual historical returns, rebates and credits issued to
OEM and distributor customers adjusted, as applicable, to include adjustments, if any, for known
events or current economic conditions, or both.
Our estimates of necessary adjustments for distributor price incentives and price protection on unsold
products held by distributors are based on actual historical incentives provided to distributor
customers and known future price movements based on our internal and external market data
analysis.
Our estimates of necessary adjustments for OEM price incentives utilize, in addition to known pricing
agreements, actual historical rebate attainment rates and estimates of future OEM rebate program
attainment based on internal and external market data analysis.
We offer incentive programs through cooperative advertising and marketing promotions. Where funds
provided for such programs can be estimated, we recognize a reduction to revenue at the time the
related revenue is recognized; otherwise, we recognize such reduction to revenue at the later of
when: i) the related revenue transaction occurs; or ii) the program is offered. For transactions where
we reimburse a customer for a portion of the customer’s cost to perform specific product advertising
or marketing and promotional activities, such amounts are recognized as a reduction to revenue
unless they qualify for expense recognition.
We also provide limited product return rights to certain OEMs and to most distribution customers.
These return rights are generally limited to a contractual percentage of the customer’s prior quarter
shipments, although, from time to time we may approve additional product returns beyond the
contractual arrangements based on the applicable facts and circumstances. In order to estimate
adjustments to revenue to account for these returns, including product restocking rights provided to
distributor and OEM customers, we utilize relevant, trended actual historical product return rate
information gathered, adjusted for actual known information or events, as applicable.
Overall, our estimates of adjustments to contract price due to variable consideration under our
contracts with OEM and distributor customers, based on our assumptions and include adjustments, if
any, for known events, have been materially consistent with actual results; however, these estimates
are subject to management’s judgment and actual provisions could be different from our estimates
and current provisions, resulting in future adjustments to our revenue and operating results.
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Inventory Valuation. We value inventory at standard cost, adjusted to approximate the lower of actual
cost or estimated net realizable value using assumptions about future demand and market conditions.
Material assumptions we use to estimate necessary inventory carrying value adjustments can be
unique to each product and are based on specific facts and circumstances. In determining excess or
obsolescence reserves for products, we consider assumptions such as changes in business and
economic conditions, other-than-temporary decreases in demand for our products, and changes in
technology or customer requirements. In determining the lower of cost or net realizable value
reserves, we consider assumptions such as recent historical sales activity and selling prices, as well
as estimates of future selling prices. If in any period we anticipate a change in assumptions such as
future demand or market conditions to be less favorable than our previous estimates, additional
inventory write-downs may be required and would be reflected in cost of sales, resulting in a negative
impact to our gross margin in that period. If in any period we are able to sell inventories that had been
written down to a level below the ultimate realized selling price in a previous period, related revenue
would be recorded with a lower or no offsetting charge to cost of sales resulting in a net benefit to our
gross margin in that period. Overall, our estimates of inventory carrying value adjustments have been
materially consistent with actual results.
Business Combinations. We allocate the fair value of purchase consideration to the tangible assets
acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. The
excess of the fair value of purchase consideration over the fair values of these identifiable assets and
liabilities is recorded as goodwill. Such valuations require management to make significant estimates
and assumptions, especially with respect to intangible assets. Significant estimates in valuing
developed technology, in-process research and development, customer relationships and other
identifiable intangible assets include, but are not limited to, expected future revenue growth rates and
margins, future changes in technology, time to recreate customer relationships, useful lives, and
discount rates.
Management's estimates of fair value are based upon assumptions believed to be reasonable, but
which are inherently uncertain and unpredictable and, as a result, actual results may differ from
estimates. Allocation of purchase consideration to identifiable assets and liabilities affects our
amortization expense, as acquired finite-lived intangible assets are amortized over the useful life,
whereas any indefinite lived intangible assets, including goodwill, are not amortized. During the
measurement period, which is not to exceed one year from the acquisition date, we may record
adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill.
Upon the conclusion of the measurement period, any subsequent adjustments are recorded to
earnings.

Goodwill. Goodwill is the excess of the aggregate of the consideration transferred over the identifiable
assets acquired and liabilities assumed in connection with business combinations. Our reporting units
are at the operating segment level. Our goodwill is contained within three reporting units: Data Center,
Gaming and Embedded.

We perform our goodwill impairment analysis as of the first day of the fourth quarter of each year and,
if certain events or circumstances indicate that an impairment loss may have been incurred, on a
more frequent basis. The analysis may include both qualitative and quantitative factors to assess the
likelihood of an impairment, which occurs when the carrying value of a reporting unit exceeds its fair
value. Significant judgment is required in estimating the fair value of our reporting units to determine if
the fair values of those units exceed their carrying values and an impairment to goodwill is required
when a quantitative goodwill impairment test is performed. We typically obtain the assistance of third-
party valuation specialists to help in determining the fair value of our reporting units. The fair values of
our reporting units are estimated using a combination of the income approach, which requires
estimating the present value of expected future cash flows of a reporting unit, and the market
approach, which uses financial ratios of comparable companies to arrive at an estimated value for the
reporting unit. Significant estimates and assumptions used in the income approach include
assessments of macroeconomic conditions, growth rates of our reporting units in the near- and long-
term, expectations of our ability to execute on our roadmap and projections, and the discount rate
applied to cash flows. Significant estimates used in the market approach include the identification of
comparable companies for each reporting unit, the determination of an appropriate control premium
that a market participant would apply to a reporting unit, and the determination of appropriate
multiples to apply to a reporting unit based on adjustments and consideration of specific attributes of
that reporting unit.
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The most significant assumptions utilized in the determination of the estimated fair values of our
reporting units are the sales and earnings growth rates (including long-term growth rates) and
discount rates. Long-term growth rates are dependent on overall market growth rates, the competitive
environment and inflation. As a result, long-term growth rates could be adversely impacted by a
sustained deceleration in category growth or an increased competitive environment. Discount rates,
which are consistent with a weighted average cost of capital that is likely to be expected by a market
participant, are based upon industry required rates of return, including consideration of both debt and
equity components of the capital structure. Our discount rates may be impacted by adverse changes
in the macroeconomic environment, prolonged and continuing inflationary pressures, volatility in the
equity and debt markets and other factors that otherwise create or exacerbate risks in our reporting
units. Changes in operating plans or adverse changes in the business or in the macroeconomic
environment in the future could reduce the underlying cash flows used to estimate fair values and
could result in a decline in fair value that would trigger future impairment charges of our reporting
units’ goodwill. Based on our annual impairment testing, the fair values of all of our reporting units
exceeded their carrying values.
Long-Lived and Intangible Assets. Long-lived and intangible assets to be held and used are reviewed
for impairment if indicators of potential impairment exist and at least annually for indefinite-lived
intangible assets. Impairment indicators are reviewed on a quarterly basis. Assets are grouped and
evaluated for impairment at the lowest level of identifiable cash flows. When indicators of impairment
exist and assets are held for use, we estimate future undiscounted cash flows attributable to the
related asset groups. In the event such cash flows are not expected to be sufficient to recover the
recorded value of the assets, the assets are written down to their estimated fair values based on the
expected discounted future cash flows attributable to the asset group or based on appraisals. Factors
affecting impairment of assets held for use include the ability of the specific assets to generate
separately identifiable positive cash flows. When assets are removed from operations and held for
sale, we estimate impairment losses as the excess of the carrying value of the assets over their fair
value. Market conditions are among the factors affecting impairment of assets held for sale. Changes
in any of these factors could necessitate impairment recognition in future periods for assets held for
use or assets held for sale.
Income Taxes. In determining taxable income for financial statement reporting purposes, we must
make certain estimates and judgments. These estimates and judgments are applied in the calculation
of certain tax liabilities and in the determination of the recoverability of deferred tax assets which arise
from temporary differences between the recognition of assets and liabilities for tax and financial
statement reporting purposes.
We regularly assess the likelihood that we will be able to recover our deferred tax assets. Unless
recovery is considered more-likely-than-not (a probability level of more than 50%), we will record a
charge to income tax expense in the form of a valuation allowance for the deferred tax assets that we
estimate will not ultimately be recoverable or maintain the valuation allowance recorded in prior
periods. When considering all available evidence, if we determine it is more-likely-than-not we will
realize our deferred tax assets, we will reverse some or all of the existing valuation allowance, which
would result in a credit to income tax expense and the establishment of an asset in the period of
reversal.
In determining the need to establish or maintain a valuation allowance, we consider the four sources
of jurisdictional taxable income: (i) carryback of net operating losses to prior years; (ii) future reversals
of existing taxable temporary differences; (iii) viable and prudent tax planning strategies; and (iv)
future taxable income exclusive of reversing temporary differences and carryforwards.
Through the end of 2022, we continue to maintain a valuation allowance of approximately $2.1 billion
for certain federal, state, and foreign tax attributes. The federal valuation allowance maintained is due
to limitations, under Internal Revenue Code Section 382 or 383, separate return loss year rules, or
dual consolidated loss rules. Certain state and foreign valuation allowances are maintained due to a
lack of sufficient sources of future taxable income.
In addition, the calculation of our tax liabilities involves addressing uncertainties in the application of
complex, multi-jurisdictional tax rules and the potential for future adjustment of our uncertain tax
positions by the Internal Revenue Service or other taxing authorities.
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Results of Operations
During the second quarter of fiscal year 2022, we changed our reporting segments to align our
financial reporting with how we manage our business in strategic end markets. This is consistent with
how our Chief Operating Decision Maker (CODM) assesses our financial performance and allocates
resources. As a result, we report our financial performance based on the following four reportable
segments: Data Center, Client, Gaming, and Embedded.
Additional information on our reportable segments is contained in Note 4 – Segment Reporting of the
Notes to Financial Statements (Part II, Item 8 of this Form 10-K).
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 these trends.
The following table provides a summary of net revenue and operating income (loss) by segment for
2022 and 2021:

Net revenue:

Data Center

Client

Gaming

Embedded

Total net revenue

Operating income (loss):

Data Center

Client

Gaming

Embedded

All Other

Total operating income (loss)

Data Center
Data Center net revenue of $6 billion in 2022 increased by 64%, compared to net revenue of $3.7
billion in 2021. The increase was primarily driven by higher sales of our EPYC server processors.
Data Center operating income was $1.8 billion in 2022, compared to operating income of $991 million
in 2021. The increase in operating income was primarily driven by higher revenue, partially offset by
higher operating expenses. Operating expenses increased for the reasons outlined under “Expenses”
below.
Client
Client net revenue of $6.2 billion in 2022 decreased by 10%, compared to net revenue of $6.9 billion
in 2021, primarily driven by a 24% decrease in unit shipment, partially offset by a 19% increase in
average selling price. The decrease in unit shipments was due to challenging PC market conditions
and significant inventory correction across the PC supply chain experienced during the second half of
2022. The increase in average selling price was primarily driven by a richer mix of Ryzen mobile
processor sales.
Client operating income was $1.2 billion in 2022, compared to operating income of $2.1 billion in
2021. The decrease in operating income was primarily driven by lower revenue and higher operating
expenses. Operating expenses increased for the reasons outlined under “Expenses” below.
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Gaming
Gaming net revenue of $6.8 billion in 2022 increased by 21%, compared to net revenue of $5.6 billion
in 2021. The increase in net revenue was driven by higher semi-custom product sales due to higher
demand for gaming console SoCs, partially offset by lower gaming graphics sales due to a decrease
in unit shipments driven by soft consumer demand given weakened macroeconomic conditions
experienced in the second half of 2022.
Gaming operating income was $953 million in 2022, compared to operating income of $934 million in
2021. The increase in operating income was primarily driven by higher revenue, partially offset by
higher operating expenses. Operating expenses increased for the reasons outlined under “Expenses”
below.
Embedded
Embedded net revenue of $4.6 billion in 2022 increased significantly, compared to net revenue of
$246 million in 2021. The significant increase in net revenue was primarily driven by the inclusion of
Xilinx embedded product revenue as a result of the acquisition of Xilinx in February 2022.
Embedded operating income was $2.3 billion in 2022, compared to operating income of $44 million in
2021. The significant increase in operating income was primarily driven by the inclusion of Xilinx
embedded product revenue.
All Other
All Other operating loss of $5.0 billion in 2022 primarily consisted of $3.5 billion of amortization of
acquisition-related intangibles, $1.1 billion of stock-based compensation expense, and $452 million of
acquisition-related costs, which primarily include transaction costs, amortization of Xilinx inventory fair
value step-up adjustment, and depreciation related to the Xilinx fixed assets fair value step-up
adjustment, certain compensation charges related to the acquisitions of Xilinx and Pensando, and
licensing gain. All Other operating loss of $409 million in 2021 primarily consisted of $379 million of
stock-based compensation expense and $42 million of acquisition-related costs.
Comparison of Gross Margin, Expenses, Licensing Gain, Interest Expense, Other Income
(Expense) and Income Taxes
The following is a summary of certain consolidated statement of operations data for 2022 and 2021:

Net revenue

Cost of sales

Amortization of acquisition-related intangibles

Gross profit

Gross margin

Research and development

Marketing, general and administrative

Amortization of acquisition-related intangibles

Licensing gain

Interest expense

Other income, net

Income tax provision (benefit)

Gross Margin
Gross margin as a percentage of net revenue was 45% in 2022 compared to 48% in 2021. The
decrease in gross margin was primarily due to amortization of intangible assets associated with the
Xilinx acquisition.
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Expenses
Research and Development Expenses
Research and development expenses of $5.0 billion in 2022 increased by $2.2 billion, or 76%,
compared to $2.8 billion in 2021. The increase was primarily driven by strategic investments across all
of our segments, including an increase in headcount through acquisitions and organic growth.
Marketing, General and Administrative Expenses
Marketing, general and administrative expenses of $2.3 billion in 2022 increased by $888 million, or
61%, compared to $1.4 billion in 2021. The increase was primarily due to an increase in headcount
through acquisitions and organic growth, go-to-market activities, and acquisition-related costs.
Amortization of Acquisition-Related Intangibles
In 2022, cost of sales and operating expense included $1.4 billion and $2.1 billion, respectively, of
amortization expense from intangible assets acquired as a result of the acquisitions of Xilinx and
Pensando.
Licensing Gain
During 2022, we recognized $102 million of licensing gain from milestone achievement and royalty
income associated with the licensed IP to the THATIC JV, our two joint ventures with Higon
Information Technology Co., Ltd., a third-party Chinese entity. We recognized a licensing gain from
royalty income of $12 million for the year ended December 25, 2021.
Interest Expense
Interest expense of $88 million in 2022 increased by $54 million compared to $34 million in 2021,
primarily due to interest expense from the 2.95% Senior Notes due 2024 and the 2.375% Senior
Notes due 2030 (together, the Assumed Xilinx Notes) and the 3.924% Notes and 4.393% Notes
issued in 2022.
Other Income (Expense), net
Other income (expense), net is primarily comprised of interest income from short-term investments,
changes in valuation of equity investments and foreign currency transaction gains and losses.
Other income, net was $8 million in 2022 compared to $55 million of Other income, net in 2021. The
change was primarily due to a $62 million decrease in the fair value of equity investments in 2022
compared to an increase in fair value of $56 million from equity investments in 2021, partially offset by
$65 million of interest income driven mainly by rising interest rates in 2022 compared to losses from
conversion of our convertible debt of $7 million in 2021.
Income Tax Provision (Benefit)

We recorded an income tax benefit of $122 million in 2022 and an income tax provision of $513
million in 2021, representing effective tax rates of (10%) and 14%, respectively. The reduction in
income tax expense in 2022 was primarily due to the lower pre-tax income coupled with a $261 million
foreign-derived intangible income tax benefit and $241 million of research and development tax
credits.
Through the end of fiscal year 2022, we continued to maintain a valuation allowance of approximately
$2.1 billion for certain federal, state, and foreign tax attributes. The federal valuation allowance
maintained is due to limitations under Internal Revenue Code Section 382 or 383, separate return loss
year rules, or dual consolidated loss rules. Certain state and foreign valuation allowance maintained is
due to lack of sufficient sources of future taxable income.
International Sales
International sales as a percentage of net revenue were 66% in 2022 and 72% in 2021. 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 are denominated in U.S. dollars.
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FINANCIAL CONDITION
Liquidity and Capital Resources
As of December 31, 2022, our cash, cash equivalents and short-term investments were $5.9 billion
compared to $3.6 billion as of December 25, 2021. The increase in cash, cash equivalents and short-
term investments was primarily driven by the $2.4 billion of cash and $1.6 billion of short-term
investments acquired from the Xilinx acquisition, $1.0 billion from the debt issuance of our 3.924%
Notes and 4.393% Notes, and cash flows from operations, partially offset by stock repurchases and
cash paid for the acquisition of Pensando. The percentage of cash and cash equivalents held
domestically was 73% as of December 31, 2022, and 91% as of December 25, 2021.
Our operating, investing and financing cash flow activities for 2022 and 2021 were as follows:
Net cash provided by (used in):

Operating activities

Investing activities

Financing activities

Net increase in cash and cash equivalents

Our aggregate principal debt obligations were $2.5 billion as of December 31, 2022, which consisted
primarily of $1.5 billion of the Xilinx Notes assumed as part of the Xilinx acquisition and $1.0 billion of
3.924% Notes and 4.393% Notes issued during the year, compared to $313 million as of
December 25, 2021, respectively. We repaid $312 million of our 7.50% Senior Notes that matured in
August 2022.
On April 29, 2022, we entered into a revolving credit agreement (Revolving Credit Agreement) with
Wells Fargo Bank, N.A. as administrative agent and other banks identified therein as lenders. The
Revolving Credit Agreement provides for a five-year unsecured revolving credit facility in the
aggregate principal amount of $3.0 billion. There were no funds drawn from this facility during the year
ended December 31, 2022.
On November 3, 2022, we established a new commercial paper program where we may issue
unsecured commercial paper notes up to a maximum principal amount outstanding at any time of $3.0
billion with a maturity of up to 397 days from the date of issue. The commercial paper will be sold at a
discount from par or, alternatively, will be sold at par and bear interest at rates that will vary based on
market conditions at the time of issuance. As of December 31, 2022, we had no commercial paper
outstanding.
As of December 31, 2022, we had unconditional purchase commitments of approximately $8.6 billion,
of which $6.5 billion are in fiscal year 2023. On an ongoing basis, we work with our suppliers on the
timing of payments and deliveries of purchase commitments, taking into account business conditions.
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,
including capital expenditures and purchase commitments, 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 consist primarily of cash collections
from our customers, payments for inventory purchases and payments for employee-related
expenditures.
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Net cash provided by operating activities was $3.6 billion in 2022, primarily due to our net income of
$1.3 billion in 2022, adjusted for non-cash adjustments of $4.1 billion and net cash outflows of
$1.8 billion from changes in our operating assets and liabilities. The primary drivers of the changes in
operating assets and liabilities included a $1.4 billion increase in inventories driven primarily by build
of advanced process nodes to support the ramp of new products, a $1.1 billion increase in accounts
receivable driven primarily by higher revenue in the fourth quarter of 2022 compared to the fourth
quarter of 2021, and a $1.2 billion increase in prepaid expenses and other assets due primarily to
prepayments under long-term supply agreements in 2022, offset by an $931 million increase in
accounts payable primarily due to timing of payments to our suppliers, and a $546 million increase in
accrued liabilities and other driven mainly by higher customer-related accruals.
Net cash provided by operating activities was $3.5 billion in 2021, primarily due to our higher net
income of $3.2 billion in 2021, adjusted for non-cash adjustments of $1.1 billion and net cash outflows
of $774 million from changes in our operating assets and liabilities. The primary drivers of the
changes in operating assets and liabilities included a $640 million increase in accounts receivable
driven primarily by $1.6 billion higher revenue in the fourth quarter of 2021 compared to the fourth
quarter of 2020, a $556 million increase in inventories driven by our continued increase in product
 build in support of customer demand, and a $920 million increase in prepaid expenses and other
assets due primarily to prepayments under long-term supply agreements in 2021, offset by an $801
million increase in accounts payable primarily due to timing of payments to our suppliers, and a $526
million increase in accrued liabilities and other, both of which were driven mainly by higher marketing
accruals, and higher accrued annual employee incentives due to improved financial performance.
Investing Activities
Net cash provided by investing activities was $2 billion in 2022, which primarily consisted of higher
cash provided by maturities of short-term investments of $4.3 billion and cash acquired as part of the
acquisition of Xilinx of $2.4 billion, partially offset by higher cash used for purchases of short-term
investments of $2.7 billion, cash used in the acquisition of Pensando of $1.5 billion and $450 million
for purchases of property and equipment.
Net cash used in investing activities was $686 million in 2021, which primarily consisted of higher
cash used for purchases of short-term investments of $2.1 billion and $301 million for purchases of
property and equipment, partially offset by higher cash provided by maturities of short-term
investments of $1.7 billion.
Financing Activities
Net cash used in financing activities was $3.3 billion in 2022, which primarily consisted of common
stock repurchases of $3.7 billion under the Repurchase Program, higher repurchases to cover tax
withholding on employee equity plans of $406 million and repayment of debt of $312 million, partially
offset by proceeds from the issuance of debt of $991 million and higher proceeds from the issuance of
common stock under our employee equity plans of $167 million.
Net cash used in financing activities was $1.9 billion in 2021, which primarily consisted of common
stock repurchases of $1.8 billion under the Repurchase Program and higher repurchases to cover tax
withholding on employee equity plans of $237 million, partially offset by higher proceeds from the
issuance of common stock under our employee equity plans of $104 million.
Off-Balance Sheet Arrangements
As of December 31, 2022, we had no off-balance sheet arrangements.
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ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Interest Rate Risk. Our exposure to market risk for changes in interest rates relates primarily to our
investment portfolio and long-term debt. We usually invest our cash in investments with short
maturities or with frequent interest reset terms. Accordingly, our interest income fluctuates with short-
term market conditions. As of December 31, 2022, our investment portfolio consisted of fixed income
instruments, time deposits and commercial paper. Our primary aim with our investment portfolio is to
invest available cash while preserving principal and meeting liquidity needs. In accordance with our
investment policy, we place investments with high credit quality issuers and limit the amount of credit
exposure to any one issuer based upon the issuer's credit rating. These securities are subject to
interest rate risk and will decrease in value if market interest rates increase. A hypothetical 50 basis-
point (half percentage point) increase or decrease in interest rates compared to rates at December
31, 2022 would have affected the fair value of our cash equivalent and investment portfolio by
approximately $2.9 million.
As of December 31, 2022, all of our outstanding long-term debt had fixed interest rates.
Consequently, our exposure to market risk for changes in interest rates on reported interest expense
and corresponding cash flows is minimal.
We will continue to monitor our exposure to interest rate risk.
Default Risk. We mitigate default risk in our investment portfolio by investing in only high credit
quality securities and by constantly positioning our portfolio to respond to a significant reduction in a
credit rating of any investment issuer or guarantor. Our portfolio includes investments in marketable
debt securities with active secondary or resale markets to ensure portfolio liquidity. We are averse to
principal loss and strive to preserve our invested funds by limiting default risk and market risk.
We actively monitor market conditions and developments specific to the securities and security
classes in which we invest. We believe that we take a conservative approach to investing our funds in
that we invest only in highly-rated debt securities with relatively short maturities and do not invest in
securities which we believe involve a higher degree of risk. As of December 31, 2022, substantially all
of our investments in debt securities were A-rated by at least one of the rating agencies. While we
believe we take prudent measures to mitigate investment-related risks, such risks cannot be fully
eliminated as there are circumstances outside of our control.
 Foreign Exchange Risk. As a result of our foreign operations, we incur costs and we carry assets
and liabilities that are denominated in foreign currencies, while sales of products are primarily
denominated in U.S. dollars.
We maintain a foreign currency hedging strategy which uses derivative financial instruments to
mitigate the risks associated with changes in foreign currency exchange rates. This strategy takes into
consideration all of our exposures. We do not use derivative financial instruments for trading or
speculative purposes.
The following table provides information about our foreign currency forward contracts as of
December 31, 2022 and December 25, 2021. All of our foreign currency forward contracts mature
within 18 months.
Decem

A
Notional C
Amount

Foreign currency forward contracts:

Chinese Renminbi $ 599

Canadian Dollar 607

Indian Rupee 516

Taiwan Dollar 207

Singapore Dollar 259

Euro 142

Pound Sterling 88

Japanese Yen 2

Australian Dollar 1

Total $ 2,421

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Advanced Micro Devices, Inc.
Consolidated Statements of Operations

Year E

December 31, Decem

2022 20

(In millions, except

$ 23,601 $

11,550

1,448

12,998

10,603
 5,005

2,336

2,100

(102)

1,264

(88)

1,184

(122)

14

$ 1,320 $

$ 0.85 $

$ 0.84 $

1,561

1,571
See accompanying notes to consolidated financial statements.
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Advanced Micro Devices, Inc.
Consolidated Statements of Comprehensive Income
Year E

December 31, Decem

2022 20

(In mi

$ 1,320 $

w hedges (38)

$ 1,282 $

See accompanying notes to consolidated financial statements.

52
Table of Contents
Advanced Micro Devices, Inc.
Consolidated Balance Sheets

ASSETS

Current assets:

Cash and cash equivalents

Short-term investments

Accounts receivable, net

Inventories

Receivables from related parties

Prepaid expenses and other current assets

Total current assets

Property and equipment, net

Operating lease right-of-use assets

Goodwill

Acquisition-related intangibles

Investment: equity method

Deferred tax assets

Other non-current assets

Total assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

Payables to related parties

Accrued liabilities

Current portion of long-term debt, net

Other current liabilities

Total current liabilities

Long-term debt, net of current portion

Long-term operating lease liabilities

 Deferred tax liabilities

Other long-term liabilities

Commitments and Contingencies (see Notes 16 and 17)

Stockholders’ equity:

Capital stock:

Common stock, par value $0.01; shares authorized: 2,250; shares issued: 1,645 and 1,232; shares outstanding: 1,612

Additional paid-in capital

Treasury stock, at cost (shares held: 33 and 25)

Accumulated deficit

Accumulated other comprehensive loss

Total stockholders’ equity

Total liabilities and stockholders’ equity

See accompanying notes to consolidated financial statements.

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Table of Contents
Advanced Micro Devices, Inc.
Consolidated Statements of Stockholders’ Equity

Ye

December 31, Dec

2022

(In

$ 12 $

uisition 4

$ 16 $

$ 11,069 $

167

1,080

t —

uisition 45,372

ed to acquisition 275
 42

$ 58,005 $

$ (2,130) $

(3,702)

cquisition 3,138

employee equity plans (405)

$ (3,099) $

$ (1,451) $

d —

1,320

$ (131) $

$ (3) $

(38)

$ (41) $

$ 54,750 $

See accompanying notes to consolidated financial statements.

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Table of Contents
Advanced Micro Devices, Inc.
Consolidated Statements of Cash Flows

December 31,
2022

$ 1,320 $

rovided by operating activities:

4,174

1,081
 s —

ets 88

189

ersion —

ment 16

(1,505)

62

(14)

(1,091)

(1,401)

(13)

(1,197)

379

931

546

3,565

(450)

(2,667)

4,310

2,366

(1,544)

(16)

1,999

991

(312)

loyee equity plans 167

(3,702)

ployee equity plans (406)

 (2)

(3,264)

2,300

2,535

$ 4,835 $
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Table of Contents
Advanced Micro Devices, Inc.
Consolidated Statements of Cash Flows

December 31,
2022

$ 85 $

$ 685 $

d but not paid $ 157 $

e debt $ — $

for the acquisition of Xilinx $ 48,514 $

s related to acquisition of Xilinx $ 275 $

ty and equipment $ 13 $

y assuming related liabilities $ 115 $

See accompanying notes to consolidated financial statements.

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Table of Contents
Advanced Micro Devices, Inc.
Notes to Consolidated Financial Statements
NOTE 1 – The Company
Advanced Micro Devices, Inc. is a global semiconductor company. References herein to AMD or the
Company mean Advanced Micro Devices, Inc. and its consolidated subsidiaries. AMD’s products
include x86 microprocessors (CPUs) and graphics processing units (GPUs), as standalone devices or
as incorporated into accelerated processing units (APUs), chipsets, data center and professional
GPUs, embedded processors, semi-custom System-on-Chip (SoC) products, microprocessor and
SoC development services and technology, data processing units (DPUs), Field Programmable Gate
Arrays (FPGAs), and Adaptive SoC products. From time to time, the Company may also sell or
license portions of its intellectual property (IP) portfolio.
On February 14, 2022 (the Xilinx Acquisition Date), the Company completed the acquisition of Xilinx,
Inc. (Xilinx). On May 26, 2022 (the Pensando Acquisition Date), the Company completed the
acquisition of Pensando Systems, Inc. (Pensando). See Note 5 - Business Combinations for
additional information on these acquisitions.
NOTE 2 – Basis of Presentation and Significant Accounting Policies
Fiscal Year. The Company uses a 52- or 53-week fiscal year ending on the last Saturday in
December. Fiscal 2022, 2021 and 2020 ended on December 31, 2022, December 25, 2021 and
December 26, 2020, respectively. Fiscal 2022 consisted of 53 weeks, and fiscal 2021 and 2020 each
consisted of 52 weeks.
Principles of Consolidation. The consolidated financial statements include the Company’s accounts
and those of its wholly-owned subsidiaries. Upon consolidation, all inter-company accounts and
transactions have been eliminated.
Reclassification. Certain prior period amounts have been reclassified to conform to current period
presentation.
Use of Estimates. The preparation of consolidated financial statements in conformity with U.S.
generally accepted accounting principles (U.S. GAAP) requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments
and contingencies at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting periods. Actual results are likely to differ from those estimates, and
such differences may be material to the financial statements. Areas where management uses
subjective judgment include, but are not limited to, revenue allowances, inventory valuation, valuation
of goodwill and long-lived and intangible assets, and income taxes.
Revenue Recognition
Revenue is recognized when a customer obtains control of promised goods or services and is
recognized in an amount that reflects the consideration which the Company expects to receive in
exchange for those goods or services. Sales, value-added, and other taxes collected concurrently
with the provision of goods or services are excluded from revenue. Shipping and handling costs
associated with product sales are included in cost of sales. Substantially all the Company’s revenue is
derived from product sales, representing a single performance obligation.
Customers are generally required to pay for products and services within the Company’s standard
contractual terms, which are typically net 30 to 60 days. The Company has determined that it does not
have significant financing components in its contracts with customers.
Non-custom products
The Company transfers control and recognizes revenue when non-custom products are shipped to
customers, which includes original equipment manufacturers (OEM) and distributors, in accordance
with the shipping terms of the sale. Non-custom product arrangements generally comprise a single
performance obligation. Certain OEMs may be entitled to rights of return and rebates under OEM
agreements. The Company also sells to distributors under terms allowing the majority of distributors
certain rights of return and price protection on unsold merchandise held by them. The Company
estimates the amount of variable consideration under OEM and distributor arrangements and,
accordingly, records a provision for product returns, allowances for price protection and rebates based
on actual historical experience and any known events.
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The Company offers incentive programs to certain customers, including cooperative advertising,
marketing promotions, volume-based incentives and special pricing arrangements. Where funds
provided for such programs can be estimated, the Company recognizes a reduction to revenue at the
time the related revenue is recognized; otherwise, the Company recognizes such reduction to
revenue at the later of when: i) the related revenue transaction occurs; or ii) the program is offered.
For transactions where the Company reimburses a customer for a portion of the customer’s cost to
perform specific product advertising or marketing and promotional activities, such amounts are
recognized as a reduction to revenue unless they qualify for expense recognition.
Constraints of variable consideration have not been material.
Custom products
Custom products which are associated with the Company’s Gaming segment (semi-custom products),
sold under non-cancellable purchases orders, for which the Company has an enforceable right to
payment, and which have no alternative use to the Company at contract inception, are recognized as
revenue, over the time of production of the products by the Company. The Company utilizes a cost-
based input method, calculated as cost incurred plus estimated margin, to determine the amount of
revenue to recognize for in-process, but incomplete, customer orders at a reporting date. The
Company believes that a cost-based input method is the most appropriate manner to measure how
the Company satisfies its performance obligations to customers because the effort and costs incurred
best depict the Company’s satisfaction of its performance obligation.
Sales of semi-custom products are not subject to a right of return. Custom products arrangements
generally involve a single performance obligation. There are no variable consideration estimates
associated with custom products.
Development and intellectual property licensing agreements
From time to time, the Company may enter into arrangements with customers that combine the
provision of development services and a license to the right to use the Company’s IP. These
arrangements are deemed to be single or multiple performance obligations based upon the nature of
the arrangements. Revenue is recognized upon the transfer of control, over time or at a point in time,
depending on the nature of the arrangements. The Company evaluates whether the licensing
component is distinct. A licensing component is distinct if it is both (i) capable of being distinct and (ii)
distinct in the context of the arrangement. If the license is not distinct, it is combined with the
development services as a single performance obligation and recognized over time. If the license is
distinct, revenue is recognized at a point in time when the customer has the ability to benefit from the
license.
From time to time, the Company may enter into arrangements with customers that solely involve the
sale or licensing of its patents or IP. Generally, there are no performance obligations beyond
transferring the designated license to the Company’s patents or IP. Accordingly, revenue is
recognized at a point in time when the customer has the ability to benefit from the license.
There are no variable consideration estimates associated with either combined development and IP
arrangements or for standalone arrangements involving either the sale or licensing of IP.
Inventories
The Company values inventory at standard cost, adjusted to approximate the lower of actual cost or
estimated net realizable value using assumptions about future demand and market conditions. In
determining excess or obsolescence reserves for its products, the Company considers assumptions
such as changes in business and economic conditions, other-than-temporary decreases in demand
for its products, and changes in technology or customer requirements. In determining the lower of cost
or net realizable value reserves, the Company considers assumptions such as recent historical sales
activity and selling prices, as well as estimates of future selling prices. The Company fully reserves for
inventories and non-cancellable purchase orders for inventory deemed obsolete. The Company
performs periodic reviews of inventory items to identify excess inventories on hand by comparing on-
hand balances and non-cancellable purchase orders to anticipated usage using recent historical
activity as well as anticipated or forecasted demand. If estimates of customer demand diminish further
or market conditions become less favorable than those projected by the Company, additional
inventory carrying value adjustments may be required.
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Table of Contents
Business Combinations
The Company is required to use the acquisition method of accounting for business combinations. The
acquisition method of accounting requires the Company to allocate the purchase consideration to the
assets acquired and liabilities assumed from the acquiree based on their respective fair values as of
the acquisition date. The excess of the fair value of purchase consideration over the fair value of
these assets acquired and liabilities assumed is recorded as goodwill. When determining the fair
values of assets acquired and liabilities assumed, management makes significant estimates and
assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible
assets include, but are not limited to, expected future revenue growth rates and margins, future
changes in technology, time to recreate customer relationships, useful lives, and discount rates. Fair
value estimates are based on the assumptions that management believes a market participant would
use in pricing the asset or liability. These estimates are inherently uncertain and, therefore, actual
results may differ from the estimates made. As a result, during the measurement period of up to one
year from the acquisition date, the Company may record adjustments to the assets acquired and
liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement
period or final determination of the fair value of the purchase price of an acquisition, whichever comes
first, any subsequent adjustments are recorded in the Consolidated Statements of Operations.
Goodwill
The Company performs its goodwill impairment analysis as of the first day of the fourth quarter of
each year and, if certain events or circumstances indicate that an impairment loss may have been
incurred, on a more frequent basis. The analysis may include both qualitative and quantitative factors
to assess the likelihood of an impairment.
The Company has the option to first perform qualitative testing to determine if it is more likely than not
that the fair value of a reporting unit exceeds its carrying amount. Qualitative factors include industry
and market considerations, overall financial performance, share price trends and market capitalization
and Company-specific events. If the Company concludes it is more likely than not that the fair value of
a reporting unit exceeds its carrying amount, the Company does not proceed to perform a quantitative
impairment test.
If the Company concludes it is more likely than not that the fair value of a reporting unit is less than its
carrying value or elects to bypass the qualitative test, a quantitative goodwill impairment test will be
performed by comparing the fair value of each reporting unit to its carrying value. The Company’s
quantitative impairment analysis uses a combination of the income approach, which requires
estimates of the present value of expected future cash flows of a reporting unit, and the market
approach, which uses financial ratios of comparable companies to arrive at an estimated value for the
reporting units. Significant estimates and assumptions used in the income approach include
assessments of macroeconomic conditions, growth rates of reporting units in the near- and long-term,
expectations of the Company’s ability to execute on roadmaps and projections, and the discount rate
applied to cash flows. Significant estimates used in the market approach include the identification of
comparable companies for each reporting unit, and the determination of the appropriate multiples to
apply to a reporting unit based on adjustments and consideration of specific attributes of that reporting
unit. If a reporting unit’s fair value is determined to be less than its carrying value, a goodwill
impairment charge is recognized for the amount by which the reporting unit’s fair value is less than its
carrying value, not to exceed the total amount of goodwill allocated to that reporting unit.
Long-Lived and Intangible Assets
Long-lived and intangible assets to be held and used are reviewed for impairment if indicators of
potential impairment exist and at least annually for indefinite-lived intangible assets. Impairment
indicators are reviewed on a quarterly basis. Assets are grouped and evaluated for impairment at the
lowest level of identifiable cash flows.
When indicators of impairment exist and assets are held for use, the Company estimates future
undiscounted cash flows attributable to the related asset groups. In the event such cash flows are not
expected to be sufficient to recover the recorded value of the assets, the assets are written down to
their estimated fair values based on the expected discounted future cash flows attributable to the
asset group or based on appraisals. Factors affecting impairment of assets held for use include the
ability of the specific assets to generate separately identifiable positive cash flows.
When assets are removed from operations and held for sale, the Company estimates impairment
losses as the excess of the carrying value of the assets over their fair value. Market conditions are
among the factors affecting impairment of assets held for sale. Changes in any of these factors could
necessitate impairment recognition in future periods for assets held for use or assets held for sale.
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Table of Contents
Cash Equivalents
Cash equivalents consist of financial instruments that are readily convertible into cash and have
original maturities of three months or less at the time of purchase.
Accounts Receivable
Accounts receivable are primarily comprised of trade receivables presented net of rebates, price
protection and an allowance for credit loss. Accounts receivable also include unbilled receivables,
which primarily represent work completed on development services recognized as revenue but not yet
invoiced to customers and semi-custom products under non-cancellable purchase orders that have no
alternative use to the Company at contract inception, for which revenue has been recognized but not
yet invoiced to customers. All unbilled accounts receivables are expected to be billed and collected
within twelve months.
The Company manages its exposure to customer credit risk through credit limits, credit lines, ongoing
monitoring procedures and credit approvals. Furthermore, the Company performs in-depth credit
evaluations of all new customers and, at intervals, for existing customers. From this, the Company
may require letters of credit, bank or corporate guarantees or advance payments if deemed
necessary. The Company maintains an allowance for credit loss, consisting of known specific troubled
accounts as well as an amount based on overall estimated potential uncollectible accounts receivable
based on historical experience and review of their current credit quality. The Company does not
believe the receivable balance from its customers represents a significant credit risk.
Investments
Available for Sale Debt Securities. The Company classifies its investments in debt securities at the
date of acquisition as available-for-sale. Available-for-sale debt securities are reported at fair value
with the related unrealized gains and losses included, net of tax, in accumulated other comprehensive
income (loss), a component of stockholders’ equity. If an available-for-sale debt security’s fair value is
less than its amortized cost basis, then the Company evaluates whether the decline is the result of a
credit loss, in which case an impairment is recorded through an allowance for credit losses.
Unrealized gains and losses not attributable to credit losses are included, net of tax, in accumulated
other comprehensive income (loss), a component of stockholders’ equity. Classification of available-
for-sale debt securities as current or non-current is based on the Company’s intent and belief in its
ability to sell these securities and use the proceeds from sale in operations within 12 months.
Non-marketable Securities. The Company’s investments in non-marketable securities of privately-
held companies are accounted for under the measurement alternative, defined as cost, less
impairments, adjusted for subsequent observable price changes and are periodically assessed for
impairment when events or circumstances indicate that a decline in value may have occurred. The
Company's periodic assessment of impairment is made by considering available evidence, including
the investee’s general market and industry conditions and product development status. The Company
also assesses the investee’s ability to meet business milestones, its financial condition, and near-term
prospects, including the rate at which the investee is using its cash, the investee’s need for possible
additional funding at a lower valuation and any bona fide offer to purchase the investee.
Fair Value Measurements
The Company’s financial instruments are measured and recorded at fair value on a recurring basis,
except for non-marketable equity investments in privately-held companies, which are generally
accounted for under the measurement alternative.
Fair Value Hierarchy
The fair value framework requires the categorization of assets and liabilities into three levels based
upon the assumptions (inputs) used to price the assets or liabilities. The guidance for fair value
measurements requires that assets and liabilities carried at fair value be classified and disclosed in
one of the following categories:
Level 1 — Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for
similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in
markets that are not active; or other inputs that are observable or can be corroborated by observable
market data for substantially the full term of the asset or liability.
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Level 3 — Unobservable inputs to the valuation methodology that are supported by little or no market
activity and that are significant to the measurement of the fair value of the assets or liabilities. Level 3
assets and liabilities include those whose fair value measurements are determined using pricing
models, discounted cash flow methodologies or similar valuation techniques, as well as significant
management judgment or estimation.
Property and Equipment
Property and equipment are stated at cost. Depreciation and amortization are provided on a straight-
line basis over the estimated useful lives of one to 15 years for equipment, 34 to 44 years for
buildings, and leasehold improvements are measured by the shorter of the remaining terms of the
leases or the estimated useful economic lives of the improvements.
Leases
Operating and finance leases are recorded as right-of-use (ROU) assets and lease liabilities on the
Company’s balance sheet. ROU assets represent the Company’s right to use an underlying asset for
the lease term and lease liabilities represent the Company’s obligation to make lease payments
arising from the lease. Operating and finance lease ROU assets and liabilities are initially recognized
based on the present value of lease payments over the lease term. In determining the present value
of lease payments, the Company uses the implicit interest rate if readily determinable. When the
implicit interest rate is not readily determinable, the Company uses its incremental borrowing rate,
which is based on its collateralized borrowing capabilities over a similar term of the lease payments.
The Company utilizes the consolidated group incremental borrowing rate for all leases as the
Company has centralized treasury operations. Lease expense for operating lease payments is
recognized on a straight-line basis over the lease term. The Company has elected the accounting
policy to not recognize ROU assets and lease liabilities that arise from short-term (12 months or less)
leases for any class of underlying asset. Operating leases are included in operating lease ROU
assets, other current liabilities, and long-term operating lease liabilities on the Company’s
consolidated balance sheets. The Company’s finance leases are immaterial.
Foreign Currency Translation/Transactions
The functional currency of the majority of the Company’s foreign subsidiaries is the U.S. dollar. For
certain foreign subsidiaries where the local currency is the functional currency, assets and liabilities
are translated from foreign currencies into U.S. dollars. Gains or losses arising from translation of
foreign currency denominated assets and liabilities (i.e., cumulative translation adjustment) are
included as a component of accumulated other comprehensive income (loss) in stockholders' equity.
Assets and liabilities denominated in non-U.S. dollars have been remeasured into U.S. dollars at
current exchange rates for monetary assets and liabilities and historical exchange rates for non-
monetary assets and liabilities. Non-U.S. dollar denominated transactions have been remeasured at
average exchange rates in effect during each period, except for those cost of sales and expense
transactions related to non-monetary balance sheet amounts which have been remeasured at
historical exchange rates. The gains or losses from foreign currency remeasurement are included in
earnings.
Marketing and Advertising Expenses
Advertising costs are expensed as incurred. In addition, the Company’s marketing and advertising
expenses include certain cooperative advertising funding obligations under customer incentive
programs, which costs are recorded upon agreement with customers and vendor partners.
Cooperative advertising expenses are recorded as marketing, general and administrative expense to
the extent the cash paid does not exceed the estimated fair value of the advertising benefit received.
Any excess of cash paid over the estimated fair value of the advertising benefit received is recorded
as a reduction of revenue. Total marketing and advertising expenses for 2022, 2021 and 2020 were
approximately $683 million, $578 million and $314 million, respectively.
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Stock-Based Compensation
The Company estimates stock-based compensation cost for stock options at the grant date based on
the option’s fair value as calculated by the Black-Scholes model. For time-based restricted stock units
(RSUs), fair value is based on the closing price of the Company’s common stock on the grant date.
The Company estimates the grant-date fair value of RSUs that involve a market condition using the
Monte Carlo simulation model. The Company estimates the grant-date fair value of stock to be issued
under the Company’s Employee Stock Purchase plan (ESPP) using the Black-Scholes model.
Compensation expense is recognized over the vesting period of the applicable award using the
straight-line method, except for the compensation expense related to RSUs with performance or
market conditions (PRSUs), which are recognized ratably for each vesting tranche from the service
inception date to the end of the requisite service period. Forfeiture rates are estimated at the time of
grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.
Contingencies
From time to time the Company is a defendant or plaintiff in various legal actions that arise in the
normal course of business. The Company is also subject to income tax, indirect tax or other tax claims
by tax agencies in jurisdictions in which it conducts business. In addition, the Company is a party to
environmental matters including local, regional, state and federal government clean-up activities at or
near locations where the Company currently or has in the past conducted business. The Company is
required to assess the likelihood of any adverse judgments or outcomes to these matters as well as
potential ranges of reasonably possible losses. A determination of the amount of reserves required for
these commitments and contingencies that would be charged to earnings, if any, includes assessing
the probability of adverse outcomes and estimating the amount of potential losses. The required
reserves, if any, may change due to new developments in each matter or changes in circumstances
such as a change in settlement strategy.
Income Taxes
The Company computes the provision for income taxes using the liability method and recognizes
deferred tax assets and liabilities for temporary differences between financial statement and income
tax bases of assets and liabilities, as well as for operating loss and tax credit carryforwards. The
Company measures deferred tax assets and liabilities using tax rates applicable to taxable income in
effect for the years in which those tax assets are expected to be realized or settled and provides a
valuation allowance against deferred tax assets when it cannot conclude that it is more likely than not
that some or all deferred tax assets will be realized. The assessment requires significant judgment
and is performed in each of the applicable taxing jurisdictions. In addition, the Company recognizes
tax benefits from uncertain tax positions only if it is more likely than not that they will be sustained,
based on the technical merits of the positions, on examination by the jurisdictional tax authority.
Global Intangible Low-Taxed Income (GILTI). In 2022, the Company elected to change its method of
accounting for the United States GILTI tax from recording the tax impact in the period it is incurred to
recognizing deferred taxes for temporary tax basis differences expected to reverse as GILTI tax in
future years. The change is considered preferable based on the Company’s facts and circumstances
as it provides better and more timely information of expected future income tax liabilities arising from
temporary tax differences primarily associated with the Xilinx acquisition. As a result of the acquisition,
the Company recorded $27.3 billion of identified intangible assets (refer to Note 5 - Business
Combinations), of which $16.9 billion are related to foreign operations which will be amortized to
income from operations over the assets’ estimated useful lives, but for which the Company will not
receive a tax deduction under GILTI. This accounting policy change resulted in the recording of
$857 million of deferred tax liabilities in connection with the Xilinx acquisition as disclosed in Note 14 -
Income Taxes. In addition, for the year ended December 31, 2022, it resulted in a decrease in the
income tax provision with a corresponding increase to net income of $296 million and an increase in
basic and diluted earnings per share of $0.19, as compared to the computation under the previous
accounting policy. This accounting policy change had no material impact on the Company’s historical
consolidated financial statements.
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Accrued Interest on Unrecognized Tax Benefits. Prior to 2022, the Company reported any interest
expense related to unrecognized tax benefits as a component of Interest expense and reported any
related penalties as a component of Income tax provision (benefit). In 2022, the Company elected to
change its method of accounting for tax interest expense from Interest expense to the Income tax
provision (benefit) line in the Consolidated Statements of Operations. This change in classification is
considered preferable as it i) better aligns classification of tax interest with the substance of the
underlying tax positions, which are managed inclusive of interest, ii) allows for greater visibility to the
cost of the Company’s debt and other financing activities, and iii) better aligns with common industry
practice and provides increased comparability. This accounting policy change resulted in a decrease
in Interest expense and corresponding increase to i) Income before income taxes and equity income
and ii) Income tax provision (benefit) as reported on the Consolidated Statements of Operations of
$11 million in 2022. This accounting policy change had an immaterial effect on the Consolidated
Statements of Operations in 2021 and 2020, and the Company did not revise its previously issued
consolidated financial statements for these fiscal years. This accounting policy change had no impact
to net income or basic and diluted earnings per share, or to financial statements besides the
Consolidated Statements of Operations, for any period, as compared to the computation under the
previous accounting policy.
NOTE 3 – Supplemental Financial Statement Information
Accounts Receivable, net
As of December 31, 2022 and December 25, 2021, Accounts receivable, net included unbilled
accounts receivable of $1.1 billion and $329 million, respectively. Unbilled accounts receivables
primarily represent work completed for development services and on custom products for which
revenue has been recognized but not yet invoiced. All unbilled accounts receivable are expected to be
billed and collected within 12 months.
Inventories

Raw materials

Work in process

Finished goods
Total inventories

Property and Equipment, net

Land

Building and leasehold improvements

Equipment

Construction in progress

Property and equipment, gross

Accumulated depreciation

Total property and equipment, net

Depreciation expense for 2022, 2021 and 2020 was $439 million, $296 million and $217 million,
respectively.
Other Non-current Assets

Prepaid long-term supply agreements

Software and technology licenses, net

Other

Total other non-current assets

Prepaid long-term supply agreements relate to payments made to vendors to secure long-term supply
capacity.
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December 31,
2022

Revenue
Revenue allocated to remaining performance obligations that are unsatisfied (or partially unsatisfied)
include amounts received from customers and amounts that will be invoiced and recognized as
revenue in future periods for development services, IP licensing and product revenue. As
of December 31, 2022, the aggregate transaction price allocated to remaining performance
obligations under contracts with an original expected duration of more than one
year was $247 million, of which $213 million is expected to be recognized in the next 12 months. The
 revenue allocated to remaining performance obligations does not include amounts which have an
original expected duration of one year or less.
Revenue recognized over time associated with custom products and development services accounted
for approximately 24%, 23% and 18% of the Company’s revenue in 2022, 2021 and 2020,
respectively.
NOTE 4 – Segment Reporting
Management, including the Chief Operating Decision Maker (CODM), who is the Company’s Chief
Executive Officer, reviews and assesses operating performance using segment net revenue and
operating income (loss). These performance measures include the allocation of expenses to the
reportable segments based on management’s judgment. In the second quarter of fiscal year 2022, the
Company updated its segment reporting structure to align financial reporting with the manner in which
the Company manages its business in strategic end markets. The Company’s disclosed measure of
segment operating results has been updated consistent with the revised manner in which the
Company’s CODM assesses the company’s financial performance and allocates resources. All prior-
period segment data have been retrospectively adjusted.
The Company’s four reportable segments are:
•the Data Center segment, which primarily includes server CPUs and GPUs, DPUs, FPGAs and Adaptive
SoC products for data centers;
•the Client segment, which primarily includes CPUs, accelerated processing units that integrate
microprocessors and GPUs (APUs), and chipsets for desktop and notebook personal computers;
•the Gaming segment, which primarily includes discrete GPUs, semi-custom SoC products and
development services; and
•the Embedded segment, which primarily includes embedded CPUs and GPUs, FPGAs, and Adaptive
SoC products.
From time to time, the Company may also sell or license portions of its IP portfolio.
In addition to these reportable segments, the Company has an All Other category, which is not a
reportable segment. This category primarily includes certain expenses and credits that are not
allocated to any of the reportable segments because the CODM does not consider these expenses
and credits in evaluating the performance of the reportable segments. This category primarily includes
amortization of acquisition-related intangibles, employee stock-based compensation expense,
acquisition-related costs and licensing gain.
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The following table provides a summary of net revenue and operating income (loss) by segment for
2022, 2021 and 2020.

Net revenue:

Data Center

Client

Gaming

Embedded

Total net revenue

Operating income (loss):

Data Center

Client
 Gaming

Embedded

All Other

Total operating income (loss)

The following table provides items included in All Other category:

Operating loss:

Stock-based compensation expense

Acquisition-related costs

Amortization of acquisition-related intangibles

Licensing gain

Total operating loss

The Company does not discretely allocate assets to its operating segments, nor does management
evaluate operating segments using discrete asset information.
The following table summarizes sales to external customers by geographic regions based on billing
location of the customer:

United States

China (including Hong Kong)

Japan

Europe

Taiwan

Singapore

Other countries

Total sales to external customers

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The following table summarizes sales to major customers that accounted for at least 10% of the
Company’s consolidated net revenue for the respective years:
Year E

December 31, Decem

2022 20
 16 %

Sales to customers A and B consisted of sales of products from the Gaming and Client segments,
respectively.
The following table summarizes Property and equipment, net by geographic areas:

United States

Canada

China

Singapore

India

Ireland

Other countries

Total property and equipment, net

NOTE 5 – Business Combinations

Pensando Acquisition
On May 26, 2022, the Company completed the acquisition of all issued and outstanding shares of
Pensando, a leader in next-generation distributed computing, for a transaction valued at
approximately $1.9 billion. The recorded purchase consideration of $1.7 billion is net of deferred cash
compensation requiring future services and other customary closing adjustments. The acquisition of
Pensando and its leading distributed services platform expands the Company’s ability to offer
leadership solutions for cloud, enterprise, and edge customers.
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The purchase consideration was preliminarily allocated as follows:

Cash and cash equivalents

Accounts receivable

Inventory

Prepaid expenses and other current assets

Property and equipment

Deferred tax assets

Acquisition-related intangibles

Total Assets

Accounts payable
 Accrued and other liabilities

Total Liabilities

Fair value of net assets acquired

Goodwill

Total purchase consideration

The Company allocated the purchase price to tangible and identified intangible assets acquired and
liabilities assumed based on the preliminary estimates of their fair values, which were determined
using generally accepted valuation techniques based on estimates and assumptions made by
management. The fair values are subject to adjustment for up to one year after the close of the
transaction as additional information is obtained. Any adjustments to the preliminary purchase price
allocation identified during the measurement period are recognized in the period in which the
adjustments are determined. Adjustments to the preliminary purchase price allocation since the
completion of the acquisition resulted in an immaterial decrease to goodwill.
Goodwill arising from the Pensando acquisition was assigned to the Company’s Data Center
segment. Goodwill was primarily attributed to expanded market opportunities expected to be achieved
from the integration of Pensando. Goodwill is not expected to be deductible for income tax purposes.
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Following are details of the purchase consideration allocated to acquired intangible assets:

Developed technology (1)

Customer relationships (2)

Customer backlog (3)

Product trademarks (4)

Identified intangible assets subject to amortization

In-process research and development (IPR&D) not subject to amortization (5)

Total identified intangible assets acquired

1.The fair value of developed technology was determined using the income approach, specifically the multi-period
excess earnings method.
2.Customer relationships represent the fair value of existing contractual relationships and customer loyalty
determined based on existing relationships using the income approach, specifically the with and without method.
3.Customer backlog represents the fair value of non-cancellable customer contract orders using the income
approach, specifically the multi-period excess earnings method.
4.Product trademarks primarily relate to the Pensando product-related trademarks, and the fair value was determined
by applying the income approach, specifically the relief from royalty method.
5.The fair value of IPR&D was determined using the income approach, specifically the multi-period excess earnings
method.
The fair value of the identified intangible assets subject to amortization are amortized over the assets’
estimated useful lives based on the pattern in which the economic benefits are expected to be
received to cost of sales and operating expenses.
IPR&D consists of projects that have not yet reached technological feasibility as of the acquisition
date. Accordingly, the Company recorded an indefinite-lived intangible asset of $220 million for the
fair value of these projects, which will initially not be amortized. Instead, these projects will be tested
for impairment annually and whenever events or changes in circumstances indicate that these
projects may be impaired. Once the project reaches technological feasibility, the Company will begin
to amortize the intangible assets over their estimated useful lives.
From the Pensando Acquisition Date to December 31, 2022, the Consolidated Statements of
Operations include immaterial revenue and operating results attributable to Pensando, which are
reported under the Data Center segment.
In 2022, Pensando acquisition-related costs of $102 million was recorded under Cost of sales,
Research and development, and Marketing, general and administrative expenses on the Company’s
Consolidated Statements of Operations. Acquisition-related costs are primarily comprised of direct
transaction costs, fair value adjustments for acquired inventory and certain compensation charges.
The Company may incur additional acquisition-related costs in the future related to the acquisition.
Xilinx Acquisition
On February 14, 2022, the Company completed the acquisition of all issued and outstanding shares
of Xilinx, a leading provider of adaptive computing solutions, for a total purchase consideration of
$48.8 billion ($46.4 billion, net of cash acquired of $2.4 billion). The acquisition of Xilinx expands the
Company’s product portfolio to include adaptable hardware platforms that enable hardware
acceleration and rapid innovation across a variety of technologies. With the acquisition of Xilinx, the
Company now offers FPGAs, Adaptive SoC products and ACAP products. The purchase
consideration consisted of $48.5 billion of fair value of 429 million shares of the Company’s common
stock issued to Xilinx stockholders and $275 million of fair value of replacement equity awards
attributable to services rendered pre-combination. As the transaction closed prior to the opening of
markets on the Xilinx Acquisition Date, the fair value of the common stock issued to Xilinx
stockholders was based on the closing price of the Company’s common stock on February 11, 2022
of $113.18 per share.
The financial results of Xilinx are included in the Company’s consolidated financial statements from
the Xilinx Acquisition Date to December 31, 2022 and are reported under the Embedded and Data
Center segments.
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The purchase consideration was allocated as follows:

Cash and cash equivalents

Short-term investments

Accounts receivable

Inventories

Prepaid expenses and other current assets

Property and equipment

Operating lease right-of-use assets

Acquisition-related intangibles

Deferred tax assets

Other non-current assets

Total Assets

Accounts payable

Accrued liabilities

Other current liabilities

Long-term debt

Long-term operating lease liabilities

 Deferred tax liabilities

Other long-term liabilities

Total Liabilities

Fair value of net assets acquired

Goodwill

Total purchase consideration

The Company allocated the purchase price to tangible and identified intangible assets acquired and
liabilities assumed based on the estimates of their fair values, which were determined using generally
accepted valuation techniques based on estimates and assumptions made by management.
Goodwill arising from the acquisition of Xilinx was assigned to the Embedded and Data Center
segments. Goodwill was primarily attributed to increased synergies expected to be achieved from the
integration of Xilinx. Goodwill is not expected to be deductible for income tax purposes.
Following are details of the purchase consideration allocated to acquired intangible assets:

Developed technology (1)

Customer relationships (2)

Customer backlog (3)

Corporate trade name (4)

Product trademarks (4)

Identified intangible assets subject to amortization

In-process research and development (IPR&D) not subject to amortization (5)

Total identified intangible assets acquired

1.The fair value of developed technology was determined using the income approach, specifically, the multi-period
excess earnings method.
2.Customer relationships represent the fair value of existing contractual relationships and customer loyalty
determined based on existing relationships using the income approach, specifically the with and without method.
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3.Customer backlog represents the fair value of non-cancellable customer contract orders using the income
approach, specifically the multi-period excess earnings method.
4.Corporate trade name and product trademarks primarily relate to the Xilinx brand and product-related trademarks,
respectively, and the fair values were determined by applying the income approach, specifically the relief from
royalty method.
5.The fair value of IPR&D was determined using the income approach, specifically the multi-period excess earnings
method.
The fair value of the identified intangible assets subject to amortization are amortized over the assets’
estimated useful lives based on the pattern in which the economic benefits are expected to be
received to cost of sales and operating expenses.
IPR&D consists of projects that have not yet reached technological feasibility as of the acquisition
date. Accordingly, the Company recorded an indefinite-lived intangible asset of $970 million for the
fair value of these projects, which will initially not be amortized. Instead, these projects are tested for
impairment annually and whenever events or changes in circumstances indicate that these projects
may be impaired. Once the project reaches technological feasibility, the Company will begin to
amortize the intangible assets over their estimated useful life.
The Company also assumed unvested restricted stock units with estimated fair value of $1.2 billion, of
which $275 million was included as a component of the purchase consideration and $951 million will
be recognized as expense subsequent to the acquisition.
The Consolidated Statements of Operations include the following revenue and operating income
attributable to Xilinx in 2022:

Net revenue

Operating income
Operating income attributable to Xilinx recorded under the Embedded and Data Center segments
does not include $4.2 billion of amortization of acquisition-related intangibles, employee stock-based
compensation expense and acquisition-related costs, which are recorded under the “All Other”
segment.
In 2022, Xilinx acquisition-related costs of $350 million were recorded under Cost of sales, Research
and development, and Marketing, general and administrative expenses on the Company’s
Consolidated Statements of Operations. Acquisition-related costs are primarily comprised of direct
transaction costs, fair value adjustments for acquired inventory and certain compensation
charges. The Company may incur additional acquisition-related costs in the future related to the Xilinx
acquisition.
Supplemental Unaudited Pro Forma Information
Following are the supplemental consolidated financial results of the Company, Xilinx and Pensando
on an unaudited pro forma basis, as if the acquisitions had been consummated as of the beginning of
the fiscal year 2021 (i.e., December 27, 2020).

Net revenue

Net income
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The Company’s fiscal year ends on the last Saturday in December of each year, Xilinx’s fiscal year
ended on the Saturday nearest March 31 of each year and Pensando’s fiscal year ended on January
31 of each year. The unaudited pro forma information above is presented on the basis of the
Company’s fiscal year and combines the historical results of the fiscal periods of the Company with
the following historical results of Xilinx and Pensando: the twelve months ended December 31, 2022
includes Xilinx results for the twelve-month period beginning January 2, 2022 through December 31,
2022 and Pensando results for the twelve-month period beginning January 1, 2022 through
December 31, 2022; and the twelve months ended December 25, 2021 includes Xilinx results for the
twelve months ended January 1, 2022 and Pensando results for the twelve months ended December
31, 2021.
The unaudited pro forma financial information presented is for informational purposes only and is not
necessarily indicative of the results of operations that would have been achieved if the Xilinx and
Pensando acquisitions were completed at the beginning of fiscal year 2021 and are not indicative of
the future operating results of the combined company. The pro forma results include adjustments
related to purchase accounting, primarily amortization of acquisition-related intangible assets, fixed
asset depreciation expense and expense from assumed stock-based compensation awards. The pro
forma results also include amortization expense of acquired Xilinx inventory fair value step-up of
$184 million in fiscal year 2021 and no Xilinx inventory fair value step-up expense in fiscal year 2022.
NOTE 6 – Acquisition-related Intangible Assets and Goodwill
Acquisition-related Intangible Assets
Acquisition-related intangibles as of December 31, 2022 were as follows:
Weighted
Developed technology

Customer relationships

Customer backlog

Corporate trade name

Product trademarks

Identified intangible assets subject to amortization

IPR&D not subject to amortization

Total acquisition-related intangible assets

Acquisition-related intangible asset balance as of December 25, 2021 was not material.
Acquisition-related intangible amortization expense was $3.5 billion in fiscal year 2022.
Based on the carrying value of acquisition-related intangibles recorded as of December 31, 2022, and
assuming no subsequent impairment of the underlying assets, the estimated annual amortization
expense for acquisition-related intangibles is expected to be as follows:
Fiscal Year

2023

2024

2025

2026

2027

2028 and thereafter

Total

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Goodwill
In the second quarter of fiscal year 2022, the Company reassigned goodwill balances among the
updated reportable segments to reflect changes in its segment reporting structure. The Company
performed a goodwill impairment test immediately prior to and after the segment change and
determined that no indicators of impairment to goodwill existed.
The carrying amount of goodwill as of December 31, 2022 and December 25, 2021 was $24.2 billion
and $289 million, respectively, and was assigned to reporting units within the following reportable
segments:

December

Reportable segments before segment change:

Enterprise, Embedded and Semi-Custom $

 Xilinx

Reportable segments after segment change:

Data Center

Gaming

Embedded

Total $

During the fourth quarter of fiscal years 2022 and 2021, the Company conducted its annual
impairment tests of goodwill and concluded that there was no goodwill impairment with respect to its
reporting units.
NOTE 7 – Related Parties—Equity Joint Ventures
ATMP Joint Ventures
The Company holds a 15% equity interest in two joint ventures (collectively, the ATMP JV) with
affiliates of Tongfu Microelectronics Co., Ltd, a Chinese joint stock company. The Company has no
obligation to fund the ATMP JV. The Company accounts for its equity interests in the ATMP JV under
the equity method of accounting due to its significant influence over the ATMP JV.
The ATMP JV provides assembly, test, mark and packaging (ATMP) services to the Company. The
Company assists the ATMP JV in its management of certain raw material inventory. The purchases
from and resales to the ATMP JV of inventory under the Company’s inventory management program
are reported within purchases and resales with the ATMP JV and do not impact the Company’s
consolidated statement of operations.
The Company’s purchases from the ATMP JV during 2022 and 2021 amounted to $1.7 billion and
$1.1 billion, respectively. As of December 31, 2022 and December 25, 2021, the amounts payable to
the ATMP JV were $463 million and $85 million, respectively, and are included in Payables to related
parties on the Company’s consolidated balance sheets. The Company’s resales to the ATMP JV
during 2022 and 2021 amounted to $15 million and $28 million, respectively. As of December 31,
2022 and December 25, 2021, the Company had receivables from ATMP JV of $2 million for each
year, included in Receivables from related parties on the Company’s consolidated balance sheets.
During 2022, 2021 and 2020, the Company recorded gains of $14 million, $6 million and $5 million in
Equity income in investee on its consolidated statement of operations, respectively. As of
December 31, 2022 and December 25, 2021, the carrying value of the Company’s investment in the
ATMP JV was approximately $83 million and $69 million, respectively.
THATIC Joint Ventures
The Company holds equity interests in two joint ventures (collectively, the THATIC JV) with Higon
Information Technology Co., Ltd. (THATIC), a third-party Chinese entity. As of December 31, 2022
and December 25, 2021, the carrying value of the investment was zero.
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In February 2016, the Company licensed certain of its intellectual property (Licensed IP) to the
THATIC JV, payable over several years upon achievement of certain milestones. The Company also
receives a royalty based on the sales of the THATIC JV’s products developed on the basis of such
Licensed IP. The Company classifies Licensed IP and royalty income associated with the February
2016 agreement as Licensing gain within operating income. During 2022 and 2021, the Company
recognized $102 million in licensing gain from a milestone achievement and royalty income and $12
million of licensing gain from royalty income under the agreement, respectively. As of December 31,
2022 and December 25, 2021, the Company had no receivables from the THATIC JV.
In June 2019, the Bureau of Industry and Security of the United States Department of Commerce
added certain Chinese entities to the Entity List, including THATIC and the THATIC JV. The Company
is complying with U.S. law pertaining to the Entity List designation.
NOTE 8 – Debt and Revolving Credit Facility
Debt
The Company’s total debt as of December 31, 2022 and December 25, 2021 consisted of:
7.50% Senior Notes Due August 2022 (7.50% Notes)

2.950% Senior Notes Due 2024 (Xilinx 2024 Notes)

2.125% Convertible Senior Notes Due 2026 (2.125% Notes)

2.375% Senior Notes Due 2030 (Xilinx 2030 Notes)

3.924% Senior Notes Due 2032 (3.924% Notes)

4.393% Senior Notes Due 2052 (4.393% Notes)

Total debt (principal amount)

Unamortized debt discount and issuance costs

Total debt (net)

Less: current portion of long-term debt

Total long-term debt

In August 2022, the Company repaid its $312 million 7.50% Senior Notes.
Assumed Xilinx Notes
In connection with the acquisition of Xilinx, the Company assumed $1.5 billion in aggregate principal
of Xilinx’s 2.95% Notes and 2.375% Notes (together, the Assumed Xilinx Notes) which were recorded
at fair value as of the Xilinx Acquisition Date. The difference between the fair value at the Xilinx
Acquisition Date and the principal outstanding of the Assumed Xilinx Notes is being amortized through
interest expense over the remaining term of the debt. The Assumed Xilinx Notes are general
unsecured senior obligations of the Company with semi-annual fixed interest payments due on June 1
and December 1. The indentures governing the Assumed Xilinx Notes contain various covenants
which limit the Company’s ability to, among other things, create certain liens on principal property or
the capital stock of certain subsidiaries, enter into certain sale and leaseback transactions with
respect to principal property, and consolidate or merge with, or convey, transfer or lease all or
substantially all of the Company’s assets to another person.
3.924% Senior Notes Due 2032 and 4.393% Senior Notes Due 2052
On June 9, 2022, the Company issued $1.0 billion in aggregate principal amount of 3.924% Notes
and 4.393% Notes. The 3.924% Notes and 4.393% Notes are general unsecured senior obligations of
the Company. The interest is payable semi-annually on June 1 and December 1 of each year,
commencing on December 1, 2022. The 3.924% and 4.393% Notes are governed by the terms of an
indenture dated June 9, 2022 between the Company and US Bank Trust Company, National
Association as trustee. As of December 31, 2022, the outstanding aggregate principal amount of
the 3.924% Notes and 4.393% Notes was $1.0 billion.
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The Company may redeem some or all of the 3.924% Notes and 4.393% Notes prior to March 1,
2032 and December 1, 2051, respectively, at a price equal to the greater of the present value of the
principal amount and future interest through the maturity of the 3.924% Notes or 4.393% Notes or
100% of the principal amount plus accrued and unpaid interest. Holders have the right to require the
Company to repurchase all or a portion of the 3.924% Notes or 4.393% Notes in the event that the
Company undergoes a change of control as defined in the indenture, at a repurchase price of 101% of
the principal amount plus accrued and unpaid interest. Additionally, an event of default may result in
the acceleration of the maturity of the 3.924% Notes and 4.393% Notes.
2.125% Notes
During 2022, activity on the 2.125% Notes was immaterial.
7.50% Senior Notes Due 2022
On August 15, 2012, the Company issued $500 million of its 7.50% Senior Notes due 2022 (7.50%
Notes). These notes matured on August 15, 2022.
Future Payments on Total Debt
As of December 31, 2022, the Company’s future debt payment obligations were as follows:

Year

2023

2024

2025

2026

2027

2028 and thereafter

Total

Revolving Credit Facility

On April 29, 2022, the Company entered into a Credit Agreement (Revolving Credit Agreement) with
Wells Fargo Bank, N.A. as administrative agent and the other banks identified therein as lenders. The
Revolving Credit Agreement provides for a five-year revolving credit facility in an aggregate principal
amount not to exceed $3.0 billion (subject to certain terms and conditions).
Revolving loans under the Revolving Credit Agreement can be Secure Overnight Financing Rate
(SOFR) Loans or Base Rate Loans (each as defined in the Revolving Credit Agreement) at the
Company's option. Each SOFR Loan will bear interest at a rate per annum equal to the applicable
SOFR Rate plus a margin based on the Company's Debt Ratings (as defined in the Revolving Credit
Agreement) from time to time of between 0.625% and 1.250%. Each Base Rate Loan will bear
interest at a rate per annum equal to the Base Rate (as defined in the Revolving Credit Agreement)
plus a margin based on the Company's Debt Ratings from time to time of between 0.000% and
0.250%. In addition, the Company has agreed to pay a commitment fee based on the Company's
Debt Ratings from time to time of between 0.050% and 0.125% (as defined in the Revolving Credit
Agreement). The Revolving Credit Agreement also contains a sustainability-linked pricing component
which provides for interest rate and facility fee reductions or increases based on the Company
meeting or missing targets related to environmental sustainability, specifically greenhouse gas
emissions.
The Revolving Credit Agreement contains customary representations and warranties, and affirmative
and negative covenants and events of default applicable to the Company and its subsidiaries. As of
December 31, 2022, the Company was in compliance with these covenants.
As of December 31, 2022, the Company had no outstanding borrowings under this revolving credit
facility but may borrow in the future and use the proceeds for payment of expenses in connection with
working capital and general corporate expenses.
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Commercial Paper
On November 3, 2022, the Company established a new commercial paper program, under which the
Company may issue unsecured commercial paper notes up to a maximum principal amount
outstanding at any time of $3 billion with a maturity of up to 397 days from the date of issue. The
commercial paper will be sold at a discount from par or, alternatively, will be sold at par and bear
interest at rates that will vary based on market conditions at the time of issuance. As of December 31,
2022, the Company had no commercial paper outstanding.
NOTE 9 – Financial Instruments
Financial Instruments Recorded at Fair Value on a Recurring Basis
(In millions) Level 1

Cash equivalents

Money market funds $ 3,017

Commercial paper —

Time deposits and certificates of deposits —

Short-term investments

Commercial paper —

Time deposits and certificates of deposits —

Asset-backed and mortgage-backed securities —

U.S. Treasury and agency securities 466

Foreign government and agency securities —

Other non-current assets

Time deposits and certificates of deposits —

Equity investments 8

Deferred compensation plan investments 90

Total assets measured at fair value $ 3,581

The Company did not have any financial instruments measured at fair value on a recurring basis
within Level 3 fair value measurements as of December 31, 2022 or December 25, 2021.
Deferred compensation plan investments are primarily mutual fund investments held in a Rabbi trust
established to maintain the Company’s executive deferred compensation plan.
The following is a summary of cash equivalents and short-term investments:

Cost/ Amo

Asset-backed and mortgage-backed securities $

Commercial paper

Money market funds

Time deposits and certificates of deposits

U.S. Treasury and agency securities

Foreign government and agency securities

As of December 31, 2022, the Company did not have material available-for-sale debt securities which
had been in a continuous unrealized loss position of more than twelve months.
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The contractual maturities of investments classified as available-for-sale are as follows:

Amort

Due within 1 year $

Due in 1 year through 5 years

Due in 5 years and later

Financial Instruments Not Recorded at Fair Value

The carrying amounts and estimated fair values of the Company’s long-term debt are as follows:

Current portion of long-term debt, net $

Long-term debt, net of current portion

The estimated fair value of the Company’s long-term debt is based on Level 2 inputs of quoted prices
for the Company’s debt and comparable instruments in inactive markets.
The fair value of the Company’s accounts receivable, accounts payable and other short-term
obligations approximate their carrying value based on existing terms.
Financial Instruments Measured at Fair Value on a Non-Recurring Basis
As of December 31, 2022, the Company had non-marketable securities in privately-held companies of
$137 million. The balance of non-marketable securities in privately-held companies as of
December 25, 2021 was not material.
Hedging Transactions and Derivative Financial Instruments
Foreign Currency Forward Contracts Designated as Accounting Hedges
The Company enters into foreign currency forward contracts to hedge its exposure to foreign currency
exchange rate risk related to future forecasted transactions denominated in currencies other than the
U.S. Dollar. These contracts generally mature within 24 months and are designated as accounting
hedges. As of December 31, 2022 and December 25, 2021, the notional value of the Company’s
outstanding foreign currency forward contracts designated as cash flow hedges was $1.9 billion and
$894 million, respectively. The fair value of these contracts, recorded as a liability, was $27 million as
of December 31, 2022. The fair value of these contracts as of December 25, 2021 was not material.
Foreign Currency Forward Contracts Not Designated as Accounting Hedges
The Company also enters into foreign currency forward contracts to reduce the short-term effects of
foreign currency fluctuations on certain receivables or payables denominated in currencies other than
the U.S. Dollar. These forward contracts generally mature within 3 months and are not designated as
accounting hedges. As of December 31, 2022 and December 25, 2021, the notional value of these
outstanding contracts was $485 million and $291 million, respectively. The fair value of these
contracts was not material as of December 31, 2022 and December 25, 2021.
The cash flows associated with derivative instruments as cash flow hedging instruments are classified
in the same category in the Consolidated Statement of Cash Flows as the cash flows of the related
items.
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NOTE 10 – Concentrations of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist
primarily of investments in time deposits, available-for-sale debt securities and trade receivables.
The Company places its investments with high credit quality financial institutions. At the time an
investment is made, investments in commercial paper of industrial firms and financial institutions are
rated A1, P1, F1 or better. The Company invests in bonds that are rated A, A2 or better and
repurchase agreements, each of which have securities of the type and quality listed above as
collateral.
The Company believes that concentrations of credit risk with respect to trade receivables are limited
because a large number of geographically diverse customers make up the Company’s customer
base, thus diluting the trade credit risk. One customer accounted for approximately 18% of the total
consolidated accounts receivable balance as of December 31, 2022. Two customers each accounted
for approximately 20% and 15% of the total consolidated accounts receivable balance as of
December 25, 2021. However, the Company does not believe the receivable balance from these
customers represents a significant credit risk based on past collection experience and review of their
current credit quality.
The Company is exposed to credit losses from nonperformance by counterparties on foreign currency
hedge contracts. These counterparties are large global institutions, and to date, no such counterparty
has failed to meet its financial obligations to the Company.
NOTE 11 – Earnings Per Share
Basic earnings per share is computed based on the weighted-average number of shares outstanding.
Diluted earnings per share is computed based on the weighted-average number of shares
outstanding plus potentially dilutive shares outstanding during the period. Potentially dilutive shares
are determined by applying the treasury stock method to the Company’s stock options, RSUs
(including PRSUs), common stock to be issued under the ESPP and warrants. Potentially dilutive
shares issuable upon conversion of the 2.125% Convertible Senior Notes due 2026 (2.125% Notes)
are calculated using the if-converted method.
The following table sets forth the components of basic and diluted earnings per share:

Numerator

Net income for basic earnings per share

Effect of potentially dilutive shares:

Interest expense related to the 2.125% Notes

Net income for diluted earnings per share

Denominator

Basic weighted-average shares

Effect of potentially dilutive shares:

Employee equity plans and warrants

2.125% Notes

Diluted weighted-average shares

Earnings per share:

Basic

Diluted
Potential shares from employee equity plans and the impact from the conversion of the 2.125% Notes
up to the conversion date, totaling 16 million and 2 million shares for 2022 and 2021, respectively,
were not included in the earnings per share calculation because their inclusion would have been anti-
dilutive.
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NOTE 12 – Common Stock and Stock-Based Compensation
Common Stock
Shares of common stock outstanding were as follows:

Balance, beginning of period

Common stock issued in the acquisition of Xilinx

Common stock issued under employee equity plans

Repurchases of common stock

Common stock repurchases for tax withholding on equity awards

Issuance of common stock to settle convertible debt

Balance, end of period

Stock Repurchase Program

In May 2021, the Company’s Board of Directors approved a stock repurchase program authorizing up
to $4 billion of the Company’s common stock (Existing Repurchase Program). In February 2022, the
Company’s Board of Directors approved a new stock repurchase program in addition to the Existing
Repurchase Program to purchase up to $8 billion of outstanding common stock in the open market
(collectively referred to as the “Repurchase Program”).
During the year ended December 31, 2022, the Company repurchased 36.3 million shares of its
common stock under the Repurchase Program for $3.7 billion. As of December 31, 2022, $6.5 billion
remained available for future stock repurchases under this program. This Repurchase Program does
not obligate the Company to acquire any common stock, has no termination date and may be
suspended or discontinued at any time.
Stock-Based Compensation
The Company’s employee equity programs are intended to attract, retain and motivate highly qualified
employees. On April 29, 2004, the Company’s stockholders approved the 2004 Equity Incentive Plan,
as amended and restated (the 2004 Plan). In the fourth quarter of 2017, the Company introduced the
2017 ESPP, as amended and restated (the 2017 Plan).
Under the 2004 Plan, stock options generally vest and become exercisable over a three-year period
from the date of grant and expire within seven years after the grant date. Unvested shares that are
reacquired by the Company from forfeited outstanding equity awards become available for grant and
may be reissued as new awards.
Under the 2004 Plan, the Company can grant (i) stock options, and (ii) RSUs, including time-based
RSUs and PRSUs.
Stock Options. Under the 2004 Plan, nonstatutory and incentive stock options may be granted. The
exercise price of the shares subject to each nonstatutory stock option and incentive stock option
cannot be less than 100% of the fair market value of the Company’s common stock on the date of the
grant. The exercise price of each option granted under the 2004 Plan must be paid in full at the time
of the exercise.
Time-based RSUs. Time-based RSUs are awards that can be granted to any employee, director or
consultant and that obligate the Company to issue a specific number of shares of the Company’s
common stock in the future if the vesting terms and conditions are satisfied.
PRSUs. PRSUs can be granted to certain of the Company’s senior executives. The performance
metrics can be financial performance, non-financial performance and/or market conditions. Each
PRSU award reflects a target number of shares (Target Shares) that may be issued to an award
recipient before adjusting based on the Company’s financial performance, non-financial performance
and/or market conditions. The actual number of shares that a grant recipient receives at the end of the
period may range from 0% to 250% of the Target Shares granted, depending upon the degree of
achievement of the performance target designated by each individual award.
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ESPP. Under the 2017 Plan, eligible employees who participate in an offering period may have up
to 15% of their eligible earnings withheld, up to certain limitations, to purchase shares of common
stock at 85% of the lower of the fair market value on the first or the last business day of the six-
month offering period. The offering periods commence in May and November each year.
As of December 31, 2022, the Company had 32 million shares of common stock that were available
for future grants and 28 million shares reserved for issuance upon the exercise of outstanding stock
options or the vesting of unvested RSUs, including PRSUs, under the 2004 Plan. In addition, the
Company had 36 million shares of common stock that were available for issuance under the 2017
plan. With the acquisition of Xilinx, the Company assumed the Xilinx, Inc. 2007 Equity Incentive Plan
(2007 Plan) and may grant stock options and awards under this plan. As of December 31, 2022, the
Company had 18 million shares of common stock that were available for future grants under the 2007
Plan.
Valuation and Expense
Stock-based compensation expense was allocated in the consolidated statements of operations as
follows:

Cost of sales

Research and development

Marketing, general, and administrative

Total stock-based compensation expense before income taxes

Income tax benefit

Total stock-based compensation expense, net of income taxes

Stock Options. The weighted-average estimated fair value of employee stock options granted during
2022, 2021 and 2020 was $44.35, $46.07 and $38.49 per share, respectively, using the following
assumptions:

Expected volatility

Risk-free interest rate

Expected dividends

Expected life (in years)

The Company uses a combination of the historical volatility of its common stock and the implied
volatility for publicly traded options on the Company’s common stock as the expected volatility
assumption. The risk-free interest rate is based on the rate for a U.S. Treasury zero-coupon yield
curve with a term that approximates the expected life of the option grant at the date closest to the
option grant date. The expected dividend yield is zero as the Company does not expect to pay
dividends in the near future. The expected term of employee stock options represents the weighted-
average period the stock options are expected to remain outstanding.
The following table summarizes stock option activity and related information:
 Outstanding Number
of Shares

Balance as of December 25, 2021

Granted

Exercised

Balance as of December 31, 2022

Exercisable December 31, 2022

The total intrinsic value of stock options exercised for 2022, 2021 and 2020 was $139 million,
$277 million and $180 million, respectively.
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As of December 31, 2022, the Company had $35 million of total unrecognized compensation expense
related to stock options, which will be recognized over the weighted-average period of 2.74 years.
Time-based RSUs. The weighted-average grant date fair values of time-based RSUs granted during
2022, 2021 and 2020 were $92.92, $78.59 and $32.52 per share, respectively.
The following table summarizes time-based RSU activity and related information:

Number
of Shares

Unvested shares as of December 25, 2021

Assumed with acquisition of Xilinx

Granted

Forfeited

Vested

Unvested shares as of December 31, 2022

The total fair value of time-based RSUs vested during 2022, 2021 and 2020 was $889 million,
$678 million and $642 million, respectively.
As of December 31, 2022, the Company had $2.0 billion of total unrecognized compensation expense
related to time-based RSUs, which will be recognized over the weighted-average period of 1.67 years.
PRSUs. The weighted-average grant date fair values of PRSUs granted during 2022, 2021 and 2020
were $121.12, $153.89 and $122.95, respectively, using the following assumptions:

Expected volatility

Risk-free interest rate

Expected dividends

Expected term (in years)

The Company uses the historical volatility of its common stock and risk-free interest rate based on the
rate for a U.S. Treasury zero-coupon yield curve with a term that approximates the expected life of the
PRSUs grant at the date closest to the grant date. The expected dividend yield is zero as the
Company does not expect to pay dividends in the near future. The expected term of PRSUs
represents the requisite service periods of these PRSUs.
The following table summarizes PRSU activity and related information:

Number
of Shares

Unvested shares as of December 25, 2021

Granted

Forfeited

Vested

Unvested shares as of December 31, 2022

The total fair value of PRSUs vested during 2022, 2021 and 2020 was $254 million, $98 million and
$76 million, respectively.
As of December 31, 2022, the Company had $101 million of total unrecognized compensation
expense related to PRSUs, which will be recognized over the weighted-average period of 1.76 years.
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ESPP. The weighted-average grant date fair value for the ESPP during 2022, 2021 and 2020 was
$24.71, $27.27 and $20.97 per share, respectively, using the following assumptions:
December 31, 2022 December 25, 2021

58.15% - 63.76% 36.90%

1.43% - 4.52% 0.04%

—%

0.50
The Company uses the historical volatility of its common stock and the risk-free interest rate based on
the rate for a U.S. Treasury zero-coupon yield curve with a term that approximates the expected life of
the ESPP grant at the date closest to the ESPP grant date. The expected dividend yield is zero as the
Company does not expect to pay dividends in the near future. The expected term of the ESPP
represents the six-month offering period.
During 2022, 3 million shares of common stock were purchased under the ESPP at a purchase price
of $59.29 resulting in aggregate cash proceeds of $160 million. As of December 31, 2022, the
Company had $37 million of total unrecognized compensation expense related to the ESPP, which
will be recognized over the weighted-average period of 0.36 years.
Xilinx Replacement Awards
In connection with the acquisition of Xilinx, the Company issued equity awards as replacement for
assumed equity awards to Xilinx employees. The replacement awards include restricted stock units of
approximately 12 million shares with a weighted average fair value of $103.35 per share and have
terms that are substantially the same as the assumed Xilinx awards. The fair value of replacement
awards related to services rendered up to the Xilinx Acquisition Date was recognized as a component
of the total purchase consideration while the remaining fair value of replacement awards attributable
to post-combination services is being recognized as stock-based compensation expense over the
remaining post-acquisition vesting period.
NOTE 13 – Retirement Benefit Plans
The Company provides retirement benefit plans in the United States and certain foreign countries.
The Company has a 401(k) retirement plan that allows participating employees in the United States to
contribute as defined by the plan and subject to Internal Revenue Service limitations. The Company
matches 75% of employees’ contributions up to 6% of their eligible compensation. The Company’s
contributions to the 401(k) plan for 2022, 2021 and 2020 were approximately $47 million, $35 million
and $29 million, respectively.
NOTE 14 – Income Taxes
Income before income taxes consists of the following:

U.S.

Non-U.S.

Total pre-tax income including equity income in investee

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The income tax provision (benefit) consists of:

Current:

U.S. federal

U.S. state and local

Non-U.S.

Total

Deferred:

U.S. federal

U.S. state and local

Non-U.S.

Total

Income tax provision (benefit)

The table below displays the reconciliation between statutory federal income taxes and the total
income tax provision (benefit).

Statutory federal income tax expense at 21%

State taxes (benefit)

Foreign rate detriment (benefit)

GILTI and other foreign inclusion

Foreign-Derived Intangible Income (FDII) deduction

Research credits

Stock-based and non-deductible compensation

Valuation allowance change

Other

Income tax provision (benefit)

The Company recorded an income tax benefit of $122 million in 2022 and an income tax provision of
$513 million in 2021, representing effective tax rates of (10%) and 14%, respectively. The reduction in
income tax expense in 2022 was primarily due to the lower pre-tax income coupled with a $261 million
FDII tax benefit and $241 million of research and development (R&D) tax credits.

Beginning in 2022, provisions in the U.S. Tax Cuts and Jobs Act of 2017 require the Company to
capitalize and amortize R&D expenditures rather than deducting the costs as incurred. The
capitalization resulted in an increase in 2022 taxable income which also increased the income eligible
for the FDII tax benefit. Additionally, there was a pre-tax loss incurred outside of the U.S. primarily due
to the GAAP amortization of Xilinx acquisition-related items and therefore, the Company recorded a
corresponding tax benefit associated with the reversal of the previously established GILTI deferred tax
liability.

As a part of the Xilinx acquisition and as a result of certain employment and operational commitments
the Company has made in Singapore, the Company has been granted a Development and Expansion
Incentive (DEI) that is effective through 2031. The DEI reduces the local tax on Singapore income
from a statutory rate of 17% to 5% through 2031. Due to the current year pre-tax loss, the Company
did not receive any income tax or EPS benefit.
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The Company recorded an income tax provision of $513 million in 2021 and an income tax benefit of
$1.2 billion in 2020, representing effective tax rates of 14% and (95)% respectively. The income tax
provision in 2021 was a result of higher income in the U.S. and increase in foreign taxes, partially
offset by $147 million of FDII benefit, $78 million of R&D tax credits, and $125 million of excess tax
benefit for stock-based compensation net of non-deductible officers’ compensation.
The income tax benefit in 2020 was primarily due to $1.3 billion of tax benefit from the valuation
allowance release in the U.S. This benefit was partially offset by approximately $10 million of
withholding tax expense related to cross-border transactions, $13 million of state and foreign taxes
and $75 million increase in valuation allowance against certain state and foreign tax credits, which are
reflected as part of the state taxes and foreign rate benefit in the reconciliation table above.
Deferred income taxes reflect the net tax effects of tax carryovers and temporary differences between
the carrying amounts of assets and liabilities for financial reporting purposes and the balances for
income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as
of December 31, 2022 and December 25, 2021 were as follows:

Deferred tax assets:

Net operating loss carryovers

Accruals and reserves not currently deductible

 Employee benefits not currently deductible

Federal and state tax credit carryovers

Foreign R&D and investment tax credits

Capitalized costs

Lease liability

Capitalized R&D

Other

Total deferred tax assets

Less: valuation allowance

Total deferred tax assets, net of valuation allowance

Deferred tax liabilities:

Acquired intangibles

Right-of-use assets

Undistributed foreign earnings

GILTI

Other

Total deferred tax liabilities

Net deferred tax assets (liabilities)

As a result of the acquisition of Xilinx, the Company recorded $4.3 billion of net deferred tax liabilities
primarily on the excess of book basis over the tax basis of the acquired intangible assets, including
$857 million of GILTI net deferred tax liability.
Additionally, as the result of the new R&D capitalization tax law effective in 2022, the capitalized
amounts resulted in increased current year taxable income, but which are deductible as amortized in
future periods. Therefore, the Company recorded a deferred tax asset for the capitalized R&D
expenditures.
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The movement in the deferred tax valuation allowance was as follows:

Balance at beginning of year

Charges (reductions) to income tax expense and other accounts*

Acquisition-related

Net recoveries+

Balance at end of year

* Amounts recorded in 2020 reflect release of valuation allowances.
+ The net recoveries for all were primarily related to net originating deferred tax assets and newly generated tax credits.

Under current U.S. tax law, the impact of future distributions of undistributed earnings that are
indefinitely reinvested are anticipated to be subject to withholding taxes from local jurisdictions and
non-conforming U.S. state jurisdictions. The amount of cumulative undistributed earnings that are
permanently reinvested that could be subject to withholding taxes are $460 million as of
December 31, 2022.
Through the end of fiscal year 2022, the Company continued to maintain a valuation allowance of
approximately $2.1 billion for certain federal, state, and foreign tax attributes. The federal valuation
allowance maintained is due to limitations under Internal Revenue Code Section 382 or 383, separate
return loss year rules, or dual consolidated loss rules. Certain state and foreign valuation allowance
maintained is due to lack of sufficient sources of future taxable income.
The Company’s U.S. federal and state net operating losses carryforwards as of December 31, 2022,
were $435 million and $476 million, respectively. Net operating losses (NOLs) may be subject to
limitations by the Internal Revenue Code and similar provisions. $71 million of U.S. federal NOLs will
expire between 2023 and 2037, and $364 million of federal NOLs have no expiration date, and the
state NOLs will expire at various dates through 2042. The difference between the amount of federal
NOLs which are recorded on the Company’s balance sheet as deferred tax assets and their related
valuation allowance, and the amounts reported on the Company’s tax returns are the result of
uncertain tax positions the Company has taken during the current year and for which an income tax
reserve has been recorded. The federal tax credits of $12 million will expire at various dates between
2023 and 2042. The state tax credits of $722 million will expire at various dates between 2023
through 2038 except for California R&D credit, which does not expire. The Company also has
$595 million of credit carryforward in Canada that will expire between 2026 and 2040.
The Company also recorded $142 million of current tax payable as of the Xilinx acquisition date.
Additionally, the Company assumed $203 million of long-term liabilities for uncertain tax positions,
including $12 million of interest, as well as $321 million of long-term liabilities for transition tax payable
over three years. Included in the assumed liabilities for uncertain tax positions is a tax position with
respect to whether stock-based compensation from Xilinx’s cost sharing arrangement should be
shared among cost share participants. The Company has concluded that the law was unsettled and
believes the current uncertain tax position liability is sufficient and will continue to monitor
developments in relevant tax court cases.
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A reconciliation of the Company's gross unrecognized tax benefits was as follows:

Balance at beginning of year

Increases for tax positions taken in the current year

Increases for tax positions taken in prior years

Decreases for tax positions taken in prior years

Increases to tax positions taken in prior years through acquisitions

Decreases for settlements with taxing authorities and statute of limitation lapses

Balance at end of year

The amount of unrecognized tax benefits that would impact the effective tax rate if recognized was
$1.2 billion, $215 million and $77 million as of December 31, 2022, December 25, 2021 and
December 26, 2020, respectively. The Company’s policy is to include interest and penalties related to
income tax liabilities within the provision for income taxes on the Consolidated Statements of
Operations. The Company had $81.3 million of accrued penalties and interest related to unrecognized
tax benefits as of December 31, 2022 including $12 million assumed from the Xilinx acquisition. The
Company had no material amounts of accrued interest and accrued penalties related to unrecognized
tax benefits as of December 25, 2021 and December 26, 2020. As of December 31, 2022 and
December 25, 2021, the Company had long-term income tax liabilities of $1.3 billion and $189 million,
respectively, recorded under Other long-term liabilities in the Consolidated Balance Sheets.

The Company is subject to taxation in the U.S. and foreign jurisdictions. Earnings from non-U.S.
activities are subject to local country income tax. The material jurisdiction in which the Company is
subject to potential examination by the taxing authority is the United States, where tax years from
2008 are open for audit. Pre-acquisition Xilinx U.S. tax returns for fiscal years 2018 and 2019 are
currently under audit by the IRS.
It is possible the Company may have tax audits close in the next 12 months that could materially
change the balance of the uncertain tax benefits; however, the timing of tax audit closures and
settlements are highly uncertain. The Company and its subsidiaries have several foreign and U.S.
state audits in process at any one point in time.
NOTE 15 – Other Income (Expense), Net
The following table summarizes the components of Other income (expense), net:

Interest income

Loss on debt redemption, repurchase and conversion

Gains (losses) on equity investments, net

Other income (expense)

Other income (expense), net

NOTE 16 – Commitments and Guarantees

Operating Leases
The Company has entered into operating and finance leases for its corporate offices, data centers,
research and development facilities and certain equipment. The leases expire at various dates
through 2031, some of which include options to extend the lease for up to ten years.
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For 2022, 2021 and 2020, the Company recorded $118 million, $71 million and $59 million,
respectively, of operating lease expense, including short-term lease expense. For 2022 and 2021, the
Company recorded $40 million and $26 million, respectively, of variable lease expense, which
primarily included operating expenses and property taxes associated with the usage of facilities under
the operating leases. For 2022 and 2021, cash paid for operating leases included in operating cash
flows was $108 million and $67 million, respectively. The Company’s finance and short-term leases
are immaterial to the Company’s consolidated financial statements.
Supplemental information related to leases is as follows:

Weighted-average remaining lease term in years – operating leases

Weighted-average discount rate – operating leases
Future minimum lease payments under non-cancellable operating lease liabilities as of December 31,
2022 are as follows:
Year

2023

2024
2025

2026

2027

2028 and thereafter

Total minimum lease payments

Less: interest

Present value of net minimum lease payments

Less: current portion

Total long-term operating lease liabilities

Certain other operating leases contain provisions for escalating lease payments subject to changes in
the consumer price index.
Commitments
The Company’s purchase commitments primarily include the Company’s obligations to purchase
wafers and substrates from third parties and future payments related to certain software and
technology licenses and IP licenses. Purchase commitments include obligations made under
noncancellable purchase orders and contractual obligations requiring minimum purchases or for
which cancellation would lead to significant penalties.
Total future unconditional purchase commitments as of December 31, 2022 were as follows:
Year

2023

2024

2025

2026

2027

2028 and thereafter

Total unconditional purchase commitments

On an ongoing basis, the Company works with suppliers on the timing of payments and deliveries of
purchase commitments, taking into account business conditions.
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Warranties and Indemnities
The Company generally warrants that its products sold to its customers will conform to its approved
specifications and be free from defects in material and workmanship under normal use and conditions
for one year. The Company may also offer one to three-year limited warranties based on product type
and negotiated warranty terms with certain customers. The Company accrues warranty costs to Cost
of sales at the time of sale of warranted products.
Changes in the Company’s estimated liability for product warranty during 2022 and 2021 are as
follows:

Beginning balance
Provisions during the period

Settlements during the period

Ending balance

In addition to product warranties, the Company from time to time in its normal course of business
indemnifies other parties with whom it enters into contractual relationships, including customers,
lessors and parties to other transactions with the Company, with respect to certain matters. In these
limited matters, the Company has agreed to hold certain third parties harmless against specific types
of claims or losses such as those arising from a breach of representations or covenants, third-party
claims that the Company’s products when used for their intended purpose(s) and under specific
conditions infringe the intellectual property rights of a third party, or other specified claims made
against the indemnified party. It is not possible to determine the maximum potential amount of liability
under these indemnification obligations due to the unique facts and circumstances that are likely to be
involved in each particular claim and indemnification provision. Historically, payments made by the
Company under these obligations have not been material. In addition, the impact from changes in
estimates for pre-existing warranties has been immaterial.
NOTE 17 – Contingencies
Quarterhill Inc. Litigation
On July 2, 2018, three entities named Aquila Innovations, Inc. (Aquila), Collabo Innovations, Inc.
(Collabo), and Polaris Innovations, Ltd. (Polaris), filed separate patent infringement complaints
against the Company in the United States District Court for the Western District of Texas. Aquila
alleges that the Company infringes two patents (6,239,614 and 6,895,519) relating to power
management; Collabo alleges that the Company infringes one patent (7,930,575) related to power
management; and Polaris alleges that the Company infringes two patents (6,728,144 and 8,117,526)
relating to control or use of dynamic random-access memory, or DRAM. Each of the three complaints
seeks unspecified monetary damages, interest, fees, expenses, and costs against the Company;
Aquila and Collabo also seek enhanced damages. Aquila, Collabo, and Polaris each appear to be
related to a patent assertion entity named Quarterhill Inc. (formerly WiLAN Inc.).
On May 14, 2020, at the request of Polaris, the Court dismissed all claims related to one of the two
patents in suite in the Polaris case. On June 10, 2020, the Court granted AMD’s motions to stay the
Polaris and Aquila cases pending the completion of inter partes review of each of the patents-in-suit in
those cases by the Patent Trial and Appeal Board. On February 22, 2021, February 26, 2021, and
March 10, 2021, the Patent Trial and Appeal Board issued final written decisions in inter partes
reviews invalidating all asserted claims of the remaining Polaris and Aquila patents.
On May 10, 2021, Aquila filed a notice of appeal to the Court of Appeals for the Federal Circuit for the
IPR decision regarding U.S. Patent No. 6,895,519. On April 30, 2021, Polaris filed a notice of appeal
to the Court of Appeals for the Federal Circuit for the IPR decision regarding U.S. Patent No.
8,117,526. On May 14, 2021, AMD filed a notice of cross-appeal to the Court of Appeals for the
Federal Circuit for the IPR decision regarding U.S. Patent No. 8,117,526. On July 18, 2022, the Court
of Appeals for the Federal Circuit affirmed the Patent Trial and Appeal Board’s decision.
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On February 8, 2022, Polaris filed a lawsuit against Xilinx, Inc. alleging infringement of four patents
related to memory chips and memory interfaces. On February 22, 2022, the Company was served
with the complaint. On April 14, 2022, the Company filed a motion to dismiss the complaint. On April
28, 2022, Polaris filed an amended complaint. On May 12, 2022, the Company filed an answer to the
amended complaint.
On June 1, 2022, Polaris filed two lawsuits against the Company and Hewlett-Packard GmbH, HP
Deutschland GmbH in the Hamburg and Munich Courts in Germany, alleging infringement of two
patents related to memory chips and memory interfaces. On July 15, 2022, Polaris filed a lawsuit
against the Company, ASUSTeK Computer Inc., and ASUS Computer GmbH, alleging infringement of
a patent related to memory chips and memory interfaces.
Based upon information presently known to management, the Company believes that the potential
liability of the above listed legal proceeding, if any, will not have a material adverse effect on its
financial condition, cash flows or results of operations.
Monterey Research Litigation
On November 15, 2019, Monterey Research, LLC (Monterey) filed a patent infringement complaint
against the Company in the United States District Court for the District of Delaware. Monterey alleges
that the Company infringes six U.S. patents: 6,534,805 (related to SRAM cell design); 6,629,226
(related to read interface protocols); 6,651,134 (related to memory devices); 6,765,407 (related to
programmable digital circuits); 6,961,807 (related to integrated circuits and associated memory
systems); and 8,373,455 (related to output buffer circuits). On August 12, 2021, Monterey filed two
patent infringement complaints in the United States District Court for the Western District of Texas. In
the first complaint, Monterey alleges that the Company infringes two patents (8,694,776 and
9,767,303) related to memory controllers, three patents (8,572,297, 7,609,799, and 7,899,145) related
to circuit designs, and one patent (6,979,640) related to semiconductor processing. In the second
complaint, Monterey alleges that the Company infringes one patent (6,680,516) related to
semiconductor processing. On March 31, 2022, the Company entered into an agreement which will
provide the Company a license to the Monterey Research patents. The agreement did not have a
material adverse effect on the Company’s financial condition, cash flows, or results of operation.
Analog Devices Litigation
On December 5, 2019, Analog Devices, Inc. (ADI) filed a lawsuit against Xilinx alleging infringement
of eight patents related to switching circuits, comparators, analog to digital convertors, signal
conditioners, and switched capacitors. On January 21, 2020, Xilinx filed its answer and counterclaims
alleging infringement by ADI of eight patents related to digital to analog converters, serializing data
paths, transceivers, networks on chip, termination circuits, and data transmitters. In November 2022,
the Company and Analog Devices, Inc. resolved all ongoing patent litigations, based on mutually
agreed upon terms. As part of this resolution, the two companies have committed to pursue
technology collaborations to bring next generation solutions to their communications and data center
customers. The agreement did not have a material adverse effect on the Company’s financial
condition, cash flows, or results of operations.
Future Link Systems Litigation
On December 21, 2020, Future Link Systems, LLC (Future Link) filed a patent infringement complaint
against the Company in the United States District Court for the Western District of Texas. Future Link
alleges that the Company infringes three U.S. patents: 7,983,888 (related to simulated PCI express
circuitry); 6,363,466 (related to out of order data transactions); and 6,622,108 (related to interconnect
testing). On December 21, 2021, Future Link filed a lawsuit alleging infringement of two U.S. patents
(8,099,614 and 7,685,439) related to power management. On December 28, 2021, Future Link filed a
complaint at the United States International Trade Commission alleging infringement of the same two
power management patents. Several of the Company’s customers were also named as respondents.
On March 31, 2022, the Company entered into an agreement which will provide the Company a
license to the Future Link patents. The agreement did not have a material adverse effect on the
Company’s financial condition, cash flows, or results of operations.
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Environmental Matters
The Company is named as a responsible party on Superfund clean-up orders for three sites in
Sunnyvale, California that are on the National Priorities List. Since 1981, the Company has
discovered hazardous material releases to the groundwater from former underground tanks and
proceeded to investigate and conduct remediation at these three sites. The chemicals released into
the groundwater were commonly used in the semiconductor industry in the United States in the wafer
fabrication process prior to 1979.
In 1991, the Company received Final Site Clean-up Requirements Orders from the California
Regional Water Quality Control Board relating to the three sites. The Company has entered into
settlement agreements with other responsible parties on two of the orders. During the term of such
agreements, other parties have agreed to assume most of the foreseeable costs as well as the
primary role in conducting remediation activities under the orders. The Company remains responsible
for additional costs beyond the scope of the agreements as well as all remaining costs in the event
that the other parties do not fulfill their obligations under the settlement agreements.
To address anticipated future remediation costs under the orders, the Company has computed and
recorded an estimated environmental liability of approximately $3.9 million and has not recorded any
potential insurance recoveries in determining the estimated costs of the cleanup. The progress of
future remediation efforts cannot be predicted with certainty and these costs may change. The
Company believes that any amount in addition to what has already been accrued would not be
material.
Other Legal Matters
The Company is a defendant or plaintiff in various actions that arose in the normal course of business.
With respect to these matters, based on the management’s current knowledge, the Company believes
that the amount or range of reasonably possible loss, if any, will not, either individually or in the
aggregate, have a material adverse effect on the Company’s financial position, results of operations,
or cash flows.
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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Advanced Micro Devices, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Advanced Micro Devices, Inc.
(the Company) as of December 31, 2022 and December 25, 2021, the related consolidated
statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the
three years in the period ended December 31, 2022, and the related notes (collectively referred to as
the “consolidated financial statements”). In our opinion, the consolidated financial statements present
fairly, in all material respects, the financial position of the Company as of December 31, 2022 and
December 25, 2021, and the results of its operations and its cash flows for each of the three years in
the period ended December 31, 2022, in conformity with U.S. generally accepted accounting
principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States) (PCAOB), the Company’s internal control over financial reporting as of
December 31, 2022, based on criteria established in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our
report dated February 27, 2023 expressed an unqualified opinion thereon.

Change in Accounting Principle

As discussed in Note 2 to the consolidated financial statements, the Company has elected to change
its method of accounting for the United States Global Intangible Low-Taxed Income (GILTI) tax to
recognize deferred taxes for temporary tax basis differences expected to reverse as GILTI tax in
future years.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is
to express an opinion on the Company’s financial statements based on our audits. We are a public
accounting firm registered with the PCAOB and are required to be independent with respect to the
Company in accordance with the U.S. federal securities laws and the applicable rules and regulations
of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement, whether due to error or fraud. Our audits included
performing procedures to assess the risks of material misstatement of the financial statements,
whether due to error or fraud, and performing procedures that respond to those risks. Such
procedures included examining, on a test basis, evidence regarding the amounts and disclosures in
the financial statements. Our audits also included evaluating the accounting principles used and
significant estimates made by management, as well as evaluating the overall presentation of the
financial statements. We believe that our audits provide a reasonable basis for our opinion.

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Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the
financial statements that were communicated or required to be communicated to the audit committee
and that: (1) relate to accounts or disclosures that are material to the financial statements and (2)
involved our especially challenging, subjective or complex judgments. The communication of critical
audit matters does not alter in any way our opinion on the consolidated financial statements, taken as
a whole, and we are not, by communicating the critical audit matters below, providing separate
opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Inventory Valuation

Description of the Matter At December 31, 2022, the Company’s net inventory balance was $3,771 million. As
of actual cost or the estimated net realizable value after completing ongoing revie
anticipated demand. Auditing management’s inventory carrying value adjustments in
competitive conditions outside the Company's control. In estimating inventory carryin
which are sensitive to the competitiveness of product offerings, customer requiremen
market conditions.
How We Addressed the We obtained an understanding, evaluated the design and tested the operating effe
Matter in Our Audit basis for developing the

Our audit procedures included, among others, testing the reasonableness of manage
the amount of inventory carrying value adjustments. For instance, we compared th
reasonableness of management’s estimates of future sales prices by analyzing his
management’s adjustments to such sales forecasts by analyzing potential technolog
by comparing management’s historical forecasts to actual results, evaluated industr
necessary changes in the inventory carrying value adjustments.

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 Business Combination
Description of the Matter During fiscal year 2022, the Company completed the acquisition of Xilinx, Inc. (“Xili
accounted for as

Auditing the Company's accounting for its acquisition of Xilinx was complex due to
principally consisting of developed technology and customer relationships. The signi
the future performance of the acquired business. The Company used a discoun
assumptions used to estimate the value of these intangible assets included certain a
time to recreate customer relationships. These significant assumptions are forward lo
How We Addressed the We obtained an understanding, evaluated the design and tested the operating effe
Matter in Our Audit process supporting the recognition and measurement of the developed technology an
estimates.

To test the estimated fair value of the developed technology and customer relationsh
valuation methodology, evaluating the methods and significant assumptions used by
and estimates. For example, we compared the significant assumptions to current ind
involved our valuation specialists to assist with our evaluation of the methodology u
included, among others, developing a range of independent estimates for the discoun

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 1970.
San Jose, California
February 27, 2023

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Advanced Micro Devices, Inc.

Opinion on Internal Control over Financial Reporting

We have audited Advanced Micro Devices, Inc.’s internal control over financial reporting as of
December 31, 2022, based on criteria established in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the
COSO criteria). In our opinion, Advanced Micro Devices, Inc. (the Company) maintained, in all
material respects, effective internal control over financial reporting as of December 31, 2022, based
on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December
31, 2022 and December 25, 2021, the related consolidated statements of operations, comprehensive
income, stockholders’ equity and cash flows for each of the three years in the period ended December
31, 2022, and the related notes and our report dated February 27, 2023 expressed an unqualified
opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting
included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our
responsibility is to express an opinion on the Company’s internal control over financial reporting based
on our audit. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the
applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing
the risk that a material weakness exists, testing and evaluating the design and operating effectiveness
of internal control based on the assessed risk, and performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for
our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles. A company’s internal
control over financial reporting includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.

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Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the
risk that controls may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young LLP

San Jose, California
February 27, 2023
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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed with the objective of providing
reasonable assurance that information required to be disclosed in our reports filed under the
Exchange Act, such as this Annual Report on Form 10-K is recorded, processed, summarized and
reported within the time periods specified in the SEC’s rules and forms, and that such information is
accumulated and communicated to our management, including our Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow 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 December 31, 2022, 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 Chief Executive
Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure
controls and procedures pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e). This type of
evaluation is performed on a quarterly basis so that conclusions of management, including our Chief
Executive Officer and Chief Financial Officer, concerning the effectiveness of the disclosure controls
can be reported in our periodic reports on Form 10-Q and Form 10-K. The overall goals of these
evaluation activities are to monitor our disclosure controls and to modify them as necessary. We
intend to maintain the disclosure controls as dynamic systems that we adjust as circumstances merit.
Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our
 disclosure controls and procedures were effective at the reasonable assurance level as of the end of
the period covered by this report.
Management’s Report on Internal Control over Financial Reporting
Internal control over financial reporting refers to the process designed by, or under the supervision of,
our Chief Executive Officer and Chief Financial Officer, and effected by our Board of Directors,
management and other personnel, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external purposes in accordance
with U.S. generally accepted accounting principles, and includes those policies and procedures that:
1.Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the
transactions and dispositions of the assets of the Company;
2.Provide reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with U.S. generally accepted accounting principles, and that
receipts and expenditures of the Company are being made only in accordance with authorizations of
management and directors of the Company; and
3.Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use
or disposition of the Company’s assets that could have a material effect on the financial statements.
Internal control over financial reporting cannot provide absolute assurance of achieving financial
reporting objectives because of its inherent limitations.
Internal control over financial reporting is a process that involves human diligence and compliance
and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control
over financial reporting also can be circumvented by collusion or improper management override.
Because of such limitations, there is a risk that material misstatements may not be prevented or
detected on a timely basis by internal control over financial reporting. However, these inherent
limitations are known features of the financial reporting process. Therefore, it is possible to design into
the process safeguards to reduce, though not eliminate, this risk. Management is responsible for
establishing and maintaining adequate internal control over financial reporting for the Company.
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Management has used the 2013 framework set forth in the report entitled “Internal Control—
Integrated Framework” published by the Committee of Sponsoring Organizations of the Treadway
Commission to evaluate the effectiveness of the Company’s internal control over financial reporting.
Management has concluded that the Company’s internal control over financial reporting was effective
as of December 31, 2022 at the reasonable assurance level. Our independent registered public
accounting firm, Ernst & Young LLP, has issued an attestation report on the Company’s internal
control over financial reporting as of December 31, 2022, which is included in Part II, Item 8, above.
Changes in Internal Control over Financial Reporting
There has been no change in our internal controls over financial reporting during our most recently
completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our
internal controls over financial reporting. We are currently in the process of integrating the Xilinx and
Pensando operations, control processes and information systems into our systems and control
environment. We believe that we have taken the necessary steps to monitor and maintain appropriate
internal controls over financial reporting during this integration.
ITEM 9B. OTHER INFORMATION
The U.S. government has designated the Russian Federal Security Service (the FSB) as a blocked
party under Executive Order 13382. In addition, the U.S. Department of the Treasury’s Office of
Foreign Assets Control has issued General License No. 1B (the OFAC General License), which
generally authorizes certain licensing, permitting, certification, notification, and related transactions
with the FSB as may be required for the importation, distribution, or use of information technology
products in the Russian Federation.
As previously disclosed in our Quarterly Report on Form 10-Q for the fiscal quarter ended March 26,
2022, Xilinx, which we acquired on February 14, 2022, previously authorized prior to such acquisition
certain third-party resellers in Russia to periodically file notifications with, or apply for import licenses
and permits from, the FSB on its behalf in connection with the importation of its products into the
Russian Federation, as permitted under the OFAC General License. Subsequent to February 14,
2022, but during the fiscal quarter ended March 26, 2022, third-party resellers filed additional
notifications with and/or applied for import licenses and permits from the FSB on behalf of Xilinx.
During the fiscal quarter ended March 26, 2022, we and our subsidiaries, including Xilinx, suspended
shipments to the Russian Federation.
 There was no gross revenue or net profits of ours or any of our subsidiaries directly associated with
these filing activities. We and our subsidiaries do not sell products or provide services to the FSB.
ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT
INSPECTIONS
Not applicable.
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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information under the captions “Item 1—Election of Directors” (including “Consideration of
Stockholder Nominees for Director”), “Corporate Governance,” “Meetings and Committees of the
Board of Directors,” “Executive Officers” and “Section 16(a) Beneficial Ownership Reporting
Compliance” in our proxy statement for our 2023 annual meeting of stockholders (our 2023 Proxy
Statement) is incorporated herein by reference. There were no material changes to the procedures by
which stockholders may recommend nominees to our board of directors. See also, “Part 1, Item 1-
Website Access to Company Reports and Corporate Governance Documents,” above.
ITEM 11. EXECUTIVE COMPENSATION
The information under the captions “Directors’ Compensation and Benefits” (including “2022 Non-
Employee Director Compensation”), “Compensation Discussion and Analysis,” “Compensation
Policies and Practices,” “Executive Compensation” (including “2022 Summary Compensation Table,”
“2022 Nonqualified Deferred Compensation,” “Outstanding Equity Awards at 2022 Fiscal Year-End,”
“Grants of Plan-Based Awards in 2022” and “Option Exercises and Stock Vested in 2022) and
“Severance and Change in Control Arrangements” in our 2023 Proxy Statement is incorporated herein
by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
The information under the captions “Principal Stockholders,” “Security Ownership of Directors and
Executive Officers” and “Equity Compensation Plan Information” in our 2023 Proxy Statement is
incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
The information under the captions “Corporate Governance—Independence of Directors” and “Certain
Relationships and Related Transactions” in our 2023 Proxy Statement is incorporated herein by
reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The information under the captions “Item 2—Ratification of Appointment of Independent Registered
Public Accounting Firm—Independent Registered Public Accounting Firm’s Fees” in our 2023 Proxy
Statement is incorporated herein by reference.
With the exception of the information specifically incorporated by reference in Part III of this Annual
Report on Form 10-K from our 2023 Proxy Statement, our 2023 Proxy Statement will not be deemed
to be filed as part of this report. Without limiting the foregoing, the information under the captions
“Compensation Committee Report” and “Audit Committee Report” in our 2023 Proxy Statement is not
incorporated by reference in this Annual Report on Form 10-K.
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PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

1. Financial Statements
The financial statements of AMD are set forth in Item 8 of this Annual Report on Form 10-K, as
indexed below.
Index to Consolidated Financial Statements
Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income

 Consolidated Balance Sheets

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42)

All schedules have been omitted because the information is not required, is not applicable, or is
included in the Notes to the Consolidated Financial Statements.
2. Exhibits
The exhibits listed in the accompanying Index to Exhibits are filed as part of, or incorporated by
reference into, this Annual Report on Form 10-K. The following is a list of such Exhibits:

Description of Exhibits

Merger by and among Advanced Micro Devices, Inc., Thrones Merger Sub, Inc., and Xilinx, Inc. dated October 26, 2020, filed as exhibit
eby incorporated by reference.

Certificate of Incorporation of Advanced Micro Devices, Inc., dated May 2, 2018, filed as Exhibit 3.1 to AMD’s Quarterly Report on Form
eference.

, Inc. Amended and Restated Bylaws, as amended on January 29, 2021.

Micro Devices, Inc. Common Stock, filed as Exhibit 4.1 to AMD’s Quarterly Report on Form 10-Q for the period ended June 25, 2022, is

Advanced Micro Devices, Inc. and Wells Fargo Bank N.A., dated September 14, 2016, filed as Exhibit 4.1 to AMD's Current Report on F
e.

nture governing 2.125% Convertible Senior Notes due 2026, including Form of 2.125% Note, between Advanced Micro Devices, Inc. and
to AMD's Current Report on Form 8-K dated September 14, 2016, is hereby incorporated by reference.

nture by and among Advanced Micro Devices, Inc. and Wells Fargo Bank N.A., dated September 23, 2016, filed as Exhibit 4.1 to AMD's
er 24, 2016, is hereby incorporated by reference.

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denture governing the Xilinx 2.950% Senior Notes Due 2024, by and among Xilinx, Inc., Advanced Micro Devices, Inc. and U.S. Bank Tr
as Exhibit 4.1 to AMD’s Current Report on Form 8-K dated February 14, 2022, is hereby incorporated by reference.

denture governing the Xilinx 2.2375% Senior Notes due 2030, by and among Xilinx, Inc., Advanced Micro Devices, Inc. and U.S. Bank T
as Exhibit 4.2 to AMD’s Current Report on Form 8-K dated February 14, 2022, is hereby incorporated by reference.

une 9, 2022, by and between Advanced Micro Devices, Inc. and U.S. Bank Trust Company, National Association, as trustee, filed as exh
ereby incorporated by reference.

nture, dated as of June 9, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as trustee, includin
bit 4.2 to AMD’s Current Report on Form 8-K dated June 9, 2022, is hereby incorporated by reference.

e Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the period ended April 2, 2011, is hereby incorporated by refere
ce Plan and Summary Plan Description for Senior Vice Presidents, effective June 1, 2013, filed as Exhibit 10.1 to AMD’s Current Repor
e.

ccount Plan, as amended and restated, effective January 1, 2008, filed as Exhibit 10.18 to AMD’s Annual Report on Form 10-K for the f
e.

AMD Deferred Income Account Plan, as amended and restated, effective July 1, 2012, filed as Exhibit 10.16(a) to AMD’s Annual Repor
rporated by reference.

ement, between Advanced Micro Devices, Inc. and its officers and directors, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K d

ontinuity Agreement, as amended and restated, filed as Exhibit 10.13(b) to AMD’s Annual Report on Form 10-K for the fiscal year ended

rol Agreement, filed as Exhibit 10.11 to AMD’s Annual Report on Form 10-K for the fiscal year ended December 26, 2009, is hereby inco

Management Continuity Agreement, between Advanced Micro Devices, Inc. and Devinder Kumar, filed as Exhibit 10.3 to AMD’s Quarte
hereby incorporated by reference.

vanced Micro Devices, Inc. and Mark D. Papermaster, dated October 7, 2011, filed as Exhibit 10.63 to AMD’s Annual Report on Form 1
eference.

between Advanced Micro Devices, Inc. and Intel Corporation, dated November 11, 2009, filed as Exhibit 10.1 to AMD’s Current Report o
e.

greement, between Advanced Micro Devices, Inc. and Intel Corporation filed, dated November 11, 2009, as Exhibit 10.2 to AMD’s Curre
y reference.

etween Lantana HP, LTD and Advanced Micro Devices, Inc., dated March 26, 2013, filed as Exhibit 10.2 to AMD’s Quarterly Report on F
y reference.

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sent to Sublease, between 7171 Southwest Parkway Holdings, L.P., Lantana HP, Ltd. and Advanced Micro Devices, Inc., dated March 2
or the period ended March 30, 2013, is hereby incorporated by reference.

ween 7171 Southwest Parkway Holdings, L.P. and Lantana HP, Ltd., dated March 26, 2013, filed as Exhibit 10.4 to AMD’s Quarterly Re
orporated by reference.

nt by and between Lisa T. Su and Advanced Micro Devices, Inc. effective October 8, 2014, filed as Exhibit 10.2 to AMD’s Current Repor
y reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report o
s hereby incorporated by reference.

Advanced Micro Devices, Inc. and Forrest E. Norrod, dated October 20, 2014, filed as Exhibit 10.66 to AMD’s Annual Report on Form 10
by reference.

es, Inc. Executive Severance Plan and Summary Plan Description for Senior Vice Presidents effective December 31, 2014, filed as Exh
d December 27, 2014, is hereby incorporated by reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to AMD’s Quarterly Report o
s hereby incorporated by reference.
se Agreement by and between Advanced Micro Devices, Inc. and Nantong Fujitsu Microelectronics Co., Ltd. dated as of October 15, 201
ober 15, 2015, is hereby incorporated by reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.78 to AMD's Annual Report on
orporated by reference.

ck Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.79 to AMD's Annual R
hereby incorporated by reference.

Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.8
mber 26, 2015, is hereby incorporated by reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.88 to AMD’s Annual Report on
orporated by reference.

ck Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Plan, filed as Exhibit 10.89 to AMD’s Annual Report on
orporated by reference.

Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.9
mber 31, 2016, is hereby incorporated by reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly Report o
orated by reference.

d 2017 Employee Stock Purchase Plan dated August 23, 2018, filed as Exhibit 10.1 to AMD's Quarterly Report on Form 10-Q for the fisc
nce.

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Purchase Plan, as amended and restated October 12, 2017, filed as Exhibit 10.98 to AMD's Annual Report on Form 10-K for the fiscal y
nce.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.99 to AMD's Annual Report on
orporated by reference.

ck Unit Award Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.100 to AMD's A
017, is hereby incorporated by reference.

Based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan filed as Exhibit 10.1
mber 30, 2017, is hereby incorporated by reference.

ed Micro Devices, Inc. Executive Incentive Plan dated as of February 8, 2018, filed as Exhibit 10.1 to AMD's Quarterly Report on Form 1
by reference.

Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive plan, filed as Exhibit 10.103 to AMD’s Annual Report o
orporated by reference.

based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1
mber 29, 2018, is hereby incorporated by reference.

ck Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.105 to AMD’s Annual
hereby incorporated by reference.

dvanced Micro Devices, Inc. and Rick Bergman dated August 1, 2019, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for
y reference.
between Advanced Micro Devices, Inc. and Rick Bergman dated August 1, 2019, filed as Exhibit 10.2 to AMD’s Quarterly Report on For
orporated by reference.

mance-Based Restricted Stock Unit Grant Notice between Advanced Micro Devices, Inc. and Lisa T. Su, dated August 9, 2019, filed as E
ter ended September 28, 2019, is hereby incorporated by reference.

mance-Based Restricted Stock Unit Grant Notice between Advanced Micro Devices, Inc. and Mark Papermaster, dated August 9, 2019,
scal quarter ended September 28, 2019, is hereby incorporated by reference.

ed Micro Devices, Inc. Executive Incentive Plan dated as of August 21, 2019, filed as Exhibit 10.6 to AMD’s Quarterly Report on Form 1
orated by reference.

Plan, as amended and restated, dated August 21, 2019, filed as Exhibit 10.7 to AMD’s Quarterly Report on Form 10-Q for the fiscal quar
nce.

based Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1
ne 27, 2020, is hereby incorporated by reference.

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reement for Senior Vice Presidents and Above under the 2004 Equity Incentive plan, filed as Exhibit 10.2 to AMD’s Quarterly Report on
ated by reference.

Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.3 to AMD’s Quarterly R
incorporated by reference.

t, among Advanced Micro Devices, Inc., The Foundry Company and AMD Fab Technologies US, Inc., dated March 2, 2009, filed as Exh
nded September 26, 2020, is hereby incorporated by reference.

t Amendment No. 1, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc., GLOBALFOUNDRIES U.S. Inc. and GLOBALFO
2 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2020, is hereby incorporated by reference.

t Amendment No. 2, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc., GLOBALFOUNDRIES U.S. Inc., Advanced Tech
Company LLC, dated March 4, 2012, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended Septem

t Amendment No. 3, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated Dece
m 10-Q for the fiscal quarter ended September 26October 28, 2020, is hereby incorporated by reference.

t Amendment No. 4, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated March
m 10-Q for the fiscal quarter ended September 26October 28, 2020, is hereby incorporated by reference.

t Amendment No. 5, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated as of
m 10-Q for the fiscal quarter ended September 26October 28, 2020, is hereby incorporated by reference.

t Amendment No. 6, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES, Inc. and GLOBALFOUNDRIES U.S., Inc., dated Aug
m 10-Q for the fiscal quarter ended September 26October 28, 2020, is hereby incorporated by reference.

t Amendment No. 7, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES Inc. and GLOBALFOUNDRIES U.S. Inc., dated Janua
m 10-Q for the fiscal quarter ended March 30, 2019, is hereby incorporated by reference.

ness Aircraft Usage and Commercial Travel by Personal Guests Policy revised as of January 25, 2021, filed as Exhibit 10.58 to AMD’s A
20, is hereby incorporated by reference.
sed Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.1 to
e 26, 2021, is hereby incorporated by reference.

Unit Agreement for Senior Vice Presidents and Above under the 2004 Equity Incentive Plan, filed as Exhibit 10.2 to AMD’s Quarterly R
incorporated by reference.

reement for Senior Vice Presidents and Above under the 2004 Equity Incentive plan, filed as Exhibit 10.3 to AMD’s Quarterly Report on
ated by reference.
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Wafer Supply Agreement Amendment No. 7, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES, Inc. and GLOBALFOUNDRI
uarterly Report on Form 10-Q for the fiscal quarter ended June 26, 2021, is hereby incorporated by reference.

nded and Restated Wafer Supply Agreement No. 7, among Advanced Micro Devices, Inc., GLOBALFOUNDRIES, Inc. and GLOBALFO
AMD’s Annual Report on Form 10-K for the year ended December 25, 2021, is hereby incorporated by reference.

as of April 29, 2022 by and among Advanced Micro Devices, Inc. as borrower, the lenders referred to therein, as lenders, and Wells Far
nd an issuing lender, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated April 29, 2022, is hereby incorporated by referen

ncentive Plan, effective as of January 1, 2007, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended

an, as amended and restated, filed as Exhibit 10.2 to AMD’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 26, 2022

anced Micro Devices, Inc. and Victor Peng dated March 8, 2022, filed as Exhibit 10.3 to AMD’s Quarterly Report on Form 10-Q for the f
e.

sed Restricted Stock Unit Agreement for Senior Vice Presidents and Above under the Xilinx, Inc. 2007 Equity Incentive Plan, filed as Ex
nded June 25, 2022, is hereby incorporated by reference.

Unit Agreement for Senior Vice Presidents and Above under the Xilinx, Inc. 2007 Equity Incentive Plan, filed as Exhibit 10.3 to AMD’s Q
2022, is hereby incorporated by reference.

Compensation Policy, as amended and restated, dated as of August 10, 2022, filed as Exhibit 10.1 to AMD’s Quarterly Report on Form 1
ated by reference.

anced Micro Devices, Inc. and Jean Hu, dated as of January 6, 2023, filed as Exhibit 10.1 to AMD’s Current Report on Form 8-K dated

nt between Advanced Micro Devices, Inc. and Jean Hu, dated as of January 8, 2023, filed as Exhibit 10.2 to AMD’s Current Report on F
e.

Ernst & Young LLP dated February 27, 2023.

Registered Public Accounting Firm.

Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

pal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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f the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

e Document -the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline

omy Extension Schema Document

omy Extension Calculation Linkbase Document

omy Extension Definition Linkbase Document

omy Extension Label Linkbase Document

omy Extension Presentation Linkbase Document

nteractive Data File -the Cover Page Interactive Data File does not appear in the Interactive Data File because its XBRL tags are embed

_____________________
* Management contracts and compensatory plans or arrangements.
** Portions of this exhibit have been omitted pursuant to a request for confidential treatment, which
has been granted. These portions have been filed separately with the SEC.
*** Portions of this exhibit have been omitted because they are both (i) not material and (ii) would be
competitively harmful if publicly disclosed.
AMD will furnish a copy of any exhibit on request and payment of AMD’s reasonable expenses of
furnishing such exhibit.

ITEM 16. FORM 10-K SUMMARY

Not applicable.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

February 27, 2023 ADVANCED

By:
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons, on behalf of the registrant and in the capacities and on
the dates indicated.

Signature

/s/Lisa T. Su President and Chief Executive O

Lisa T. Su (Principal Executive Officer), Dir

/s/Jean Hu Executive Vice President, Chief

Jean Hu (Principal Financial Officer)

/s/Darla Smith
Corporate Vice President, Chief
Darla Smith

*
Lead Independent Director
Nora M. Denzel

*
Director
Mark Durcan

*
Director
Mike P. Gregoire

*
Director
Joe A. Householder

*
Director
John W. Marren

*
Director
Jon A. Olson

*
Director
Abhi Y. Talwalkar

*
Director
Beth W. Vanderslice

*By: /s/Lisa T. Su

Lisa T. Su, Attorney-in-Fact

105