Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2019



Applied Materials, Inc.

(Exact name of registrant as specified in its charter)




Delaware   000-06920   94-1655526
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)


3050 Bowers Avenue

P.O. Box 58039

Santa Clara, CA

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 1-408-727-5555

Not Applicable

(Former name or former address, if changed since last report.)



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


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of Each Class


Trading Symbol


Name of Each Exchange on Which Registered

Common Stock, par value $.01 per share   AMAT   The NASDAQ Stock Market LLC

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

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




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

On July 22, 2019, the Board of Directors (the “Board”) of Applied Materials, Inc. (“Applied”) appointed Yvonne McGill to serve as a member of the Board and as a member of the Audit Committee of the Board, effective immediately.

Upon Ms. McGill’s appointment to the Board, she will receive the standard compensation applicable to non-employee directors: (1) an annual retainer of $70,000 (prorated based on her service during the fiscal year), (2) an additional annual retainer of $25,000 for her service on the Audit Committee (prorated based on her service during the fiscal year) and (3) an automatic grant of a number of restricted stock units equal to $225,000, divided by the market value of Applied common stock on the date of her appointment, and prorated based on the period beginning on the date of Ms. McGill’s appointment and ending on the date of the 2020 Annual Meeting of Shareholders. The restricted stock units are scheduled to vest in full on March 1, 2020, subject to Ms. McGill’s continued service as a director through that date.


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



Applied Materials, Inc.


Dated: July 24, 2019     By:   /s/ Christina Y. Lai
           Christina Y. Lai
           Corporate Secretary