10-K 0000002488-26-000018 (2026-02-04) vs 10-K 0000002488-25-000012 (2025-02-05)
| Section | Compared text | Words now | Changed |
| Risk Factors | Item 1A | 19,553 |
19.3% |
| MD&A | Item 7 | 5,658 |
34.6% |
| Legal Proceedings | Item 3, via Note 12 – Commitments and Contingencies | 513 |
93.2% |
| Accounting Policies | Item 8, Note 2 – Basis of Presentation and Significant Accounting Policies | 3,265 |
15.0% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 314 words changed in this paragraph; it is 55% similar to last year's version.
United States export control regulations include restrictions or prohibitions on the sale or supply of certain AI technologies to United States embargoed or sanctioned countries, governments, persons and entities. If there are changes to those regulations, or to the categorization of our products under those regulations, our ability to sell our products and services outside the United States may be harmed. The United States and its allies other countries’ export control regulations continue to focus on export restrictions targeting semiconductors associated with AI, including GPUs and associated products and services. services, by restricting or prohibiting their unlicensed sale or supply to U.S. embargoed or sanctioned countries, governments, persons and entities. The United States has imposed unilateral controls restricting GPUs and associated products, and in the future is likely to further adopt other unilateral or multilateral controls. The scope and application of such controls have been and may again continue to be very broad, which may prohibit us from exporting or providing access to our products to any or all customers in one or more markets, including but not limited to China, and could negatively impact our manufacturing, testing and warehousing locations, or could impose other conditions that limit our ability to meet demand abroad. If these export controls targeting semiconductors associated with AI including GPUs and associated products and services are further tightened, or the classification of our products under those controls’ changes, our ability to export our technology, products or services could be further restricted. We may also be at a competitive disadvantage if our competitors are not subject to the same or similar restrictions. Additionally, such restrictions or classifications. Such export controls have, and may in the future, subject downstream recipients of our products to additional restrictions on the use, resale, repair or transfer of our products and may have a material adverse effect on us. New 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. In addition, deemed export restrictions could further affect our ability to provide services or develop products in the United States. Continued changes to export control regulations that we are subject to, or changes to their interpretation and enforcement, could result in greater compliance costs and other compliance burdens on our business and our customers which could adversely impact our business. Export controls have and may continue to encourage customers in China and other markets subject to those controls to pursue alternatives to U.S. semiconductors for their product designs to limit compliance burdens and potential impact on their product roadmaps. From time to time, governments provide incentives or make other investments that could benefit and give a competitive advantage to our competitors. Government incentives may not be available to us on acceptable terms or at all. If our competitors can benefit from such government incentives and we cannot, it could strengthen our competitors’ relative position and have a material adverse effect on our business.
Source: Item 1A, 10-K 0000002488-26-000018 vs Item 1A, 10-K 0000002488-25-000012
MD&A 178 words changed in this paragraph; it is 38% similar to last year's version.
During the year, 2025, we successfully launched multiple leadership products and made significant progress executing our AI strategy. One of our priorities A priority in 2024 2025 was to accelerate accelerating growth in our the Data Center segment. The demand Demand for our Data Center data center AI accelerator GPU products was very strong led by as large hyperscale cloud customers deploying customers, OEMs and ODMs deployed our AMD Instinct MI300X MI350X Series GPUs. We advanced our AMD AI GPU accelerators. During the year, we unveiled an accelerated AMD Instinct accelerator roadmap to deliver an annual cadence of leadership AI solutions. To further expand our high-performance server CPU portfolio, for AMD Instinct solutions, beginning with the AMD Instinct MI350 Series GPUs in 2025. Beyond GPUs, we launched our the 5th Gen AMD EPYC™ processors, formerly codenamed “Turin,” built with our latest “Zen 5” core architecture designed to EPYC family of server processors in 2025, which deliver leadership performance and efficiency. capabilities for a wide range of data center workloads, including AI. We also expanded the data center portfolio with new networking solutions, including the AMD Pensando™ “Pollara” 400 AI NICs and “Vulcano” AI NICs, which deliver high-speed connectivity across GPU clusters providing high-performance, AI-ready, flexible solutions for scale-out networking. In addition, we previewed our Helios AI rack-scale platform solution that incorporates all of our data center products (CPUs, GPUs and Networking) to address the growing AI compute requirements.
Source: Item 7, 10-K 0000002488-26-000018 vs Item 7, 10-K 0000002488-25-000012
Legal Proceedings New paragraph this year (172 words), with no similar paragraph last year.
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.
Source: Item 3, via Note 12 – Commitments and Contingencies, 10-K 0000002488-26-000018 vs Item 3, via Note 18 – Contingencies, 10-K 0000002488-25-000012
Accounting Policies 131 words changed in this paragraph; it is 44% similar to last year's version.
Strategic Non-marketable Equity Securities. The Company’s Long-term Investments. Long-term investments are held in both marketable and non-marketable equity securities and other instruments. Marketable equity securities include investments in non-marketable publicly traded companies. Non-marketable equity securities of privately-held include investments in privately held companies are held for long-term strategic purposes and 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 These investments are recorded within Other non-current assets on the Consolidated Balance Sheets. Gains and losses are recorded in Other income, expense, net on the Consolidated Statements 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. Operations.
Source: Item 8, Note 2 – Basis of Presentation and Significant Accounting Policies, 10-K 0000002488-26-000018 vs Item 8, Note 2 – Basis of Presentation and Significant Accounting Policies, 10-K 0000002488-25-000012
Every change, by type
Sentences and paragraphs of AMD's Risk Factors and MD&A, 10-K 2026-02-04 against 10-K 2025-02-05.
Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
•We may be required to satisfy financial obligations under guarantees and other commercial commitments.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
Competition is expected to remain intense, driven by rapid technological change, evolving standards, shifting customer preferences, product obsolescence, and frequent product launches from both established and new competitors. Some of our competitors may possess stronger market positions, larger customer bases, more design wins, and greater financial, sales, marketing, and distribution resources than us. As a result, they may be able to acquire market share or limit our ability to do so, more effectively capitalize on new market opportunities, and transition their products more efficiently than we can. Some competitors are pursuing alternative computing architectures, such as Arm, which could grow the Arm ecosystem and increase competition in consumer, commercial and data center, reducing demand for our products. Additionally, we may encounter competition from customers who internally develop products to support similar AI workloads to those supported by ours.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
In addition, strategic partnerships, acquisitions and business collaborations by and between our competitors may increase competition and adversely affect our business. For example, in September 2025, Nvidia announced a partnership and investment in Intel to partner on new data center and client platform products. This partnership may result in increased competition and pricing pressure for our products or could prevent us from participating in other opportunities, which could materially adversely impact our business, financial condition and margins.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
Product transition risks may increase as the computing industry shifts toward shorter launch cycles and a broader range of accelerated computing platforms. Product transitions are complex and as such we may ship both new and prior-generation products concurrently. Customer adoption patterns can vary and while some customers may shift to newer products more quickly and reduce demand for current-generation offerings, other customers may lower their inventory of existing products before purchasing new ones. The increased frequency of product transitions and expansion of our product portfolio heightens the challenges of managing our supply and demand, which could adversely affect our revenue and inventory management. The increasing frequency and complexity of our newly introduced products may also result in unanticipated quality or production issues that could result in product delays.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
Our business and the business of our suppliers and customers may also be subject to current and future climate-related regulations, contract terms and lawsuits. Increased regulations on carbon taxes, greenhouse gas emissions, fuel or energy taxes will likely result in greater costs, such as through carbon pricing impact on utilities or through requiring greater renewable energy purchases than otherwise planned.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
We are subject to U.S. laws and regulations, including the Export Administration Regulations (EAR) administered by the Bureau of Industry and Security (BIS) of the U.S. Department of Commerce, which restrict the export of certain products and technologies to certain countries, including China, Russia, and Belarus, among others. These restrictions may limit our ability to sell certain products or technologies in these markets or to certain customers.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
Evolving U.S. government policy toward semiconductor exports, particularly in the context of national security and foreign policy priorities could adversely affect our business. In October 2023, the Bureau of Industry and Security (BIS) of the United States Department of Commerce issued requirements for the export of certain advanced computing items to a party headquartered in, or with an ultimate parent headquartered in, any of Country Groups D1, D4 or D5, including China (a D5 Country). These controls prevent us from shipping certain AMD Instinct™ integrated circuits and certain AMD Versal™ FPGAs to China, or to customers outside of the United States who are headquartered in—or whose ultimate parent is headquartered in—a D5 Country, without a license. BIS may not timely update performance-based licensing thresholds in the 2023 export requirements and/or may issue new licensing requirements and regulatory controls in the future. Accordingly, there is a risk that new products which exceed current licensing thresholds, or even those below current licensing thresholds, may not succeed because BIS could determine they are subject to licensing requirements. U.S. export restrictions on semiconductors and semiconductor technology to China and Chinese customers negatively impact our ability to sell to customers in China and make it easier for our China-based competitors to develop and sell their own solutions and reduce the need for our products. In April 2025, the U.S. government implemented a new license requirement for the export of certain semiconductor products to a D5 Country, and to companies headquartered in, or with an ultimate parent located in such D5 Country. This restriction impacts our AMD Instinct™ MI308 products. As a result of the restriction, we incurred approximately $800 million in inventory and related charges in the second quarter of 2025. We applied for and were granted some licenses by the U.S. government that allow us to ship our MI308 products to certain China-based customers. During the fourth quarter of fiscal year 2025, we began shipping products and reversed approximately $360 million of the charges recorded earlier in the year. Sales of our MI308 products into China depend on customer demand, China’s import control rules and our ability to obtain licenses. In August 2025, U.S. government officials expressed an expectation that the U.S. government will receive 15% of the revenue generated from licensed MI308 sales to China. However, to date, the U.S. government has not published a regulation establishing such requirement. Any request for a percentage of the revenue by the U.S. government could subject us to litigation, increase our costs and harm our competitive position and benefit competitors that are not subject to such arrangements.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
Additional export restrictions imposed in the future may not only impact our ability to serve China but could also impact our ability to serve other markets. If any new export controls impact more of our products, we may be unable to sell our inventory of such products and we may further incur inventory and related charges since there is no assurance that the U.S. government will grant licenses at all or in a timely manner. Even if we are granted licenses, the licenses may be temporary or could impose onerous conditions for us or our customers. If we are not granted licenses, we may be unable to develop a competitive product for the China market that is not subject to licensing requirements. Limits on sales of our offerings in the China market due to export controls could impact our competitive position compared to domestic Chinese competitors and other companies or competitors not subject to the same restrictions. As such, we could lose market position and our business, operating results, and financial condition would be adversely impacted.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
In January 2025, BIS issued a final rule, commonly referred to as the “AI Diffusion Rule,” that would have imposed new restrictions on the export, reexport and in-country transfer of certain advanced semiconductor devices and technology. In May 2025, BIS announced its intention to rescind the AI Diffusion Rule, publish a regulation formalizing the rescission, and issue replacement rules in the future. The replacement rules may limit our ability to engage in certain business transactions, require new export licenses, delay shipments, or necessitate changes in our compliance processes and product designs to ensure regulatory compliance. Additionally, BIS’s announced plans introduce uncertainty as we evaluate whether specific products, technologies, or software fall within the scope of any new restrictions, and whether BIS will grant licenses in a timely matter or at all. Compliance with the planned or existing rules could result in increased costs, disruption of key customer and supplier relationships, loss of competitive positioning in international markets or reputational harm.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
The implementation or increase of any tariffs, trade protection measures or restrictions, or retaliatory actions from foreign governments could result in lost sales and adversely impact our reputation and business. The U.S. government has instituted or proposed changes in trade policies that include higher tariffs on imports into the U.S. and other government regulations affecting trade between the United States and other countries where we conduct our business. Such changes to U.S. trade policy have the potential to adversely impact the U.S. economy or sectors thereof and could significantly impact our business, in particular the import of products used in our business that are manufactured outside the U.S. Any retaliatory actions by affected countries and foreign governments could result in tariffs, trade protection measures or other restrictions imposed on our current and future products. Our customers’ costs of doing business may increase or their sales may be negatively affected. As such, customer demand for our products may decline, which could adversely impact our ability to generate revenue and result in inventory impairment changes. For instance, tariffs on hardware required for data centers could raise costs for our customers, potentially causing them to delay or cancel AI infrastructure investments. Further, to the extent that the United States, China or other countries seek to promote products that are produced domestically or reduce their dependence on products from another country, they may implement regulations or policies that may negatively affect our business.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
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, BIS 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 introduce new regulations on advanced computing, semiconductor manufacturing, and AI, while China has imposed retaliatory tariffs. Moreover, as the U.S. government continues adding companies to the Entity List, our supply chain may be negatively impacted as we may be required to suspend purchasing from such suppliers or selling to such customers or otherwise unable to fulfill our contractual obligations to them. For example, in September 2025, BIS issued a new rule designating any entity that is at least 50% owned by one or more entities on the Entity List will be subject to Entity List restrictions and this rule similarly applies to entities at least 50% owned by listed “military end users” and certain sanctioned parties. In October 2025, the U.S. government announced that it planned to suspend enforcement of this new rule for one year. However, the restrictions can be reimposed at any time. These restrictive governmental actions and any similar measures that may be imposed on U.S. companies by other governments, especially in light of ongoing trade tensions with U.S. trading partners, will likely limit or prevent us from doing business with certain of our customers or suppliers and harm our ability to compete effectively or otherwise negatively affect our ability to sell our products. If we were ever found to have violated these laws or similar applicable non-U.S. laws, even if the violation occurred without our knowledge, we may be subject to penalties, which could adversely affect our reputation, business, operating results and financial condition.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedRisk Factors
We may be required to satisfy financial obligations under guarantees and other commercial commitments.
Read it in 10-K 2026-02-04 at sec.gov ↗
RemovedRisk Factors
◦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.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
◦Nvidia’s dominance in the graphics processing unit market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
◦Our ability to complete the acquisition of ZT Systems is subject to closing conditions.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
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.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
Intel’s microprocessor market share position, significant financial resources, introduction of competitive new products, and existing relationships with top-tier OEMs have enabled it to market and price 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 also dominates the computer system platform and has a heavy influence on PC manufacturers, other PC industry participants, and benchmarks. It 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. 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; and exclusivity payments to its current and potential customers, retailers and channel partners. We expect Intel to continue to heavily invest substantial resources in marketing, research and development, new manufacturing facilities and other technology companies.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
Nvidia’s dominance in the graphics processing unit market and its aggressive business practices may limit our ability to compete effectively on a level playing field.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
The markets in which our products are sold are highly competitive and rapidly evolving. We expect that competition will continue to be intense due to rapid technological changes, new and evolving industry standards, changing customer preferences and requirements, and frequent 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.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
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. For example, the AI market is subject to rapid technological change, product obsolescence, frequent new product introductions and feature enhancements, changes in end-user requirements and evolving industry trends and legal standards. 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. While we see significant opportunity in AI, we expect intense competition from companies such as Nvidia in the supply of GPUs and other accelerators for the AI market. We may face competition from some of our customers who internally develop the same products as us. Increased adoption of Arm-based semiconductor designs could lead to further growth and development of the Arm ecosystem. We may also 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. In addition, 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.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
From time to time, governments provide incentives or make other investments that could benefit and give a competitive advantage to our competitors. For example, the United States government enacted the Creating Helpful Incentives to Produce Semiconductors for America and Science Act (CHIPS Act) of 2022 to provide financial incentives to the U.S. semiconductor industry. Government incentives, including the CHIPS Act, may not be available to us on acceptable terms or at all. If our competitors can benefit from such government incentives and we cannot, it could strengthen our competitors’ relative position and have a material adverse effect on our business.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
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 emerging technologies such as AI. Further, the United States and other countries and coalitions have issued sanctions and revisions to export control and other regulations against Russia, Belarus and the DNR and LNR regions of Ukraine, due to the conflict in Ukraine.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedRisk Factors
In October 2023, BIS issued new requirements for certain advanced computing items that apply to the export of products classified ECCN 3A090 or 4A090 to a party headquartered in, or with an ultimate parent headquartered in, any of Country Groups D1, D4 or D5, including China. These controls prevent us from shipping certain AMD Instinct™ integrated circuits and certain AMD Versal™ FPGAs to China, or to customers outside of the United States whose ultimate parent is headquartered in a D5 country (including China), without a license. These controls also require us to file a Notified Advanced Computing (NAC) notification with BIS 25 days before shipping certain Versal FPGAs to China, or to customers outside of the United States whose ultimate parent is headquartered in a D5 country (including China). The NAC notification process could result in BIS prohibiting a shipment or requiring a license application before shipping a product that is the subject of a NAC notification. BIS may issue new licensing requirements and regulatory controls in the future. Even new products that fall below the licensing thresholds may not be successful because we have no assurances BIS will agree that the alternative products are not subject to the new licensing requirements or that future regulations will not control the alternative products. A significant trade disruption or the establishment or increase of any tariffs, trade protection measures or restrictions, or retaliatory actions from foreign governments 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 current and future products, customers, or suppliers by the United States, China or other countries that could have a material adverse effect on our business. New 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. In addition, deemed export restrictions could further affect our ability to provide services or develop products in the United States.
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RemovedRisk Factors
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.
Read it in 10-K 2025-02-05 at sec.gov ↗
RewordedRisk Factors
Any of the above risks, should they occur, could result in increased costs, shipment delays, general business interruptions, the inability to obtain, or delays 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. privileges.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
The trading price of our stock may fluctuate widely due to various factors including including: actual or anticipated fluctuations in our financial conditions and operating results, results; failure to meet expectations related to future growth; changes in financial estimates by us or financial estimates and ratings by securities analysts, analysts; changes in our capital structure, including issuance of additional debt or equity to the public, interest rate changes, inflation, public; competitive landscape; news regarding our products or products of our competitors, and competitors or other actions taken by competitors; broad market industry and industry fluctuations. competitor-related fluctuations; and general economic, political and market conditions, including imposition of new or increased tariffs and other trade restrictions, interest rate changes and inflation.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
Any of the above risks, should they occur, could result in increased costs, shipment delays, general business interruptions, the inability to obtain, or delays in obtaining export licenses for certain technology, penalties or a loss of export privileges, as well as Additionally, 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 laws are all factors that could ultimately have a material adverse effect on our business.
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RewordedRisk Factors
Subsequent to our annual goodwill impairment analysis, we We monitor for any events or changes in circumstances, such as circumstances that may be indicators of impairment, including but not limited to: significant adverse changes in business climate or operating results, results; changes in management’s business strategy, strategy; an inability to successfully introduce new products in the marketplace, marketplace; an inability to successfully achieve internal forecasts or forecasts; significant declines in our stock price, which may represent an indicator of impairment. price; significant negative industry; or macroeconomic trends.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
The political, legal and economic risks associated with our worldwide operations 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; imposition of new and increased tariffs; worsening trade relationship between the United States and China (or other countries); volatile global economic conditions, including downturns or recessions in which some competitors may become more aggressive in their pricing practices; difficulties in protecting our intellectual property; difficulties in managing staffing and exposure to different employment practices and labor laws; changes in immigration law and regulations; 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; transportation restrictions or disruptions; loss or modification of exemptions for taxes and tariffs; and compliance with U.S. laws and regulations related to international operations, including export control and economic sanctions laws and regulations and the Foreign Corrupt Practices Act.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
Any We cannot be certain that our acquisitions we may undertake, including Silo AI and ZT Systems, involve certain integration risks and uncertainties can be successfully integrated with our business in a timely manner or at all, for a variety of reasons, including, but not limited to: difficulty in integrating the technology, systems, products, policies, processes or operations and integrating and retaining the employees including key personnel of the acquired business; diversion of capital and other resources, including management’s attention from our existing business; unanticipated costs or liabilities, such as increased interest expense and compliance with debt covenants or other obligations; 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; our inability to effectively retain suppliers, vendors and customers of the acquired businesses; entry into geographic or business markets in which we have little or no experience; 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; and difficulties with integrating and upgrading our and the acquired companies’ financial reporting systems.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
We believe that the main The competitiveness of our products depends on a number of factors that determine our product competitiveness are including, performance, total cost of ownership, timely product introductions, product quality, quality and reliability, product features and capabilities (including accelerations for key workloads such as AI, capabilities, energy efficiency (including power consumption and battery life, given their impact on total cost of ownership), reliability, 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.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
Such disruptions could cause delays in manufacturing or shipping our products, affect interrupt our supply chain chain, delay manufacturing and may result in the product shipments, lead to a loss of business, business and additional higher costs to maintain or resume restore operations, any of which could adversely affect our business and results of operation. operating results.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
Global climate change may result in certain Increasing frequency and severity of natural disasters and climate-related events occurring with increasing frequency and severity and its physical could impact on the major regions where we have operations has the potential to and could disrupt our business and those that of our customers and suppliers.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
The United States and its allies other countries’ export control regulations continue to focus on export restrictions targeting semiconductors associated with AI, including GPUs and associated products and services. services, by restricting or prohibiting their unlicensed sale or supply to U.S. embargoed or sanctioned countries, governments, persons and entities.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedRisk Factors
We expect that the legal and regulatory environment relating to emerging technologies such as AI will continue to develop and could increase costs and burdens to us and our customers, delay or halt deployment of new systems using our products, reduce the cost of doing business, number for entrants and customers and create compliance risks and potential liability, all which may have a material adverse effect on our financial condition and results of operations.
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RewordedRisk Factors
A decrease deterioration in the long-term economic outlook and or expected future cash flows of our business could significantly impact asset values and potentially result in the impairment of tangible and intangible assets, including goodwill, and may require us to record future impairment charges, which may have a material adverse impact on our financial position and results of operations.
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Quiet changesRisk Factors
The demand for such products will in part will depend on the extent to which our customers utilize generative AI solutions in a wide variety of applications, and both the near-term and long-term trajectory of such generative AI solutions is unknown.
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Quiet changesRisk Factors
Delays in developing, qualifying or shipping new products can also may cause us to miss our customers’ product design windows or, in some cases, breach contractual obligations.
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Quiet changesRisk Factors
Losses not covered by insurance may be large, significant, which could materially harm our results of operations and financial condition.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedMD&A
Beginning in the first quarter of fiscal year 2025, we combined the Client and Gaming segments into one reportable segment to align with how we manage our business. All prior period segment data were retrospectively adjusted.
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AddedMD&A
During 2025, we launched multiple leadership products and made significant progress executing our AI strategy. A priority in 2025 was accelerating growth in the Data Center segment. Demand for our data center AI GPU products was strong as large hyperscale customers, OEMs and ODMs deployed our AMD Instinct MI350X Series GPUs. We advanced our AMD AI GPU roadmap to deliver an annual cadence of leadership for AMD Instinct solutions, beginning with the AMD Instinct MI350 Series GPUs in 2025. Beyond GPUs, we launched the 5th Gen AMD EPYC family of server processors in 2025, which deliver leadership performance and capabilities for a wide range of data center workloads, including AI. We also expanded the data center portfolio with new networking solutions, including the AMD Pensando™ “Pollara” 400 AI NICs and “Vulcano” AI NICs, which deliver high-speed connectivity across GPU clusters providing high-performance, AI-ready, flexible solutions for scale-out networking. In addition, we previewed our Helios AI rack-scale platform solution that incorporates all of our data center products (CPUs, GPUs and Networking) to address the growing AI compute requirements.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedMD&A
Across Client and Gaming, we continued to strengthen our leadership with expanding enterprise adoption and a growing portfolio of AMD Ryzen processors. For gamers, creators and developers, we brought to market AMD Radeon 9000 Series GPUs and Radeon AI PRO 9700 GPUs based on the AMD RDNA 4 graphics architecture to market along new high-performance Ryzen Threadripper™ 9000 Series processors. Our x86 Embedded portfolio continued to expand in 2025 with the introduction of three new AMD EPYC embedded processor series: AMD EPYC Embedded 9005 Series, EPYC Embedded 4005 Series and EPYC Embedded 2005 Series.
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AddedMD&A
We also made strategic investments through acquisitions to further advance our software capabilities including compiler and AI expertise in machine learning, inference and performance optimization, and enable highly optimized solutions across the stack; to scale our ability to support and develop a variety of photonics and co-packaged optics solutions across next-gen AI systems; and to bring deep expertise in high-speed inference and reasoning-based AI technologies for large-scale deployments, reinforcing our enterprise AI software stack.
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AddedMD&A
In March 2025, we completed the acquisition of ZT Systems for $3.2 billion in cash and 8.3 million shares of our common stock. We retained select intellectual property and employees associated with the design operations (ZT Design Business), and in October 2025, we sold the ZT data center infrastructure manufacturing business (ZT Manufacturing Business) to Sanmina Corporation (Sanmina) for $2.4 billion in cash, subject to certain purchase price adjustments, and 1.2 million shares of Sanmina common stock. We are eligible to receive additional contingent cash consideration of up to $450 million from Sanmina to the extent certain conditions are met. Sanmina will also be our preferred partner for manufacturing capabilities in building complex AI solutions. Following the close of the sale of the ZT Manufacturing Business to Sanmina, we retained certain intellectual property and former employees of ZT Systems (ZT Design Business) and settled the contingent consideration liability with the former ZT shareholders and warrant holders.
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AddedMD&A
In October 2025, we entered into a product purchase agreement with OpenAI OpCo, LLC, (OpenAI) to deploy 6 gigawatts of AMD GPUs, with the deployment of the first gigawatt of capacity powered by our AMD Instinct MI450 series products. Concurrent with the agreement, we issued to OpenAI a warrant to purchase up to an aggregate of 160 million shares of AMD’s common stock at an exercise price of $0.01 per share. The warrant shares will vest in tranches based on certain AMD Instinct GPU purchase milestones by OpenAI, or its affiliates, or indirectly through third parties, and achievement of specified AMD stock price targets and stock performance. Each vested tranche is further subject to the fulfillment of certain other technical and commercial conditions prior to exercise. Subject to certain conditions, the warrant is exercisable through October 5, 2030. None of the warrant shares met the vesting or exercise conditions and the warrant had no impact to our financial statements for the year ended December 27, 2025.
Read it in 10-K 2026-02-04 at sec.gov ↗
AddedMD&A
During the second quarter of fiscal year 2025, the Company recorded approximately $800 million of inventory and related charges on AMD Instinct MI308 Data Center GPU products due to new U.S. export restrictions on certain semiconductors to China. We applied for and were granted some licenses by the U.S. government that allow us to ship MI308 products to certain China-based customers. During the fourth quarter of fiscal year 2025, we began shipping products and reversed approximately $360 million of the inventory and related charges recorded earlier in the year. U.S. government officials have expressed an expectation that the U.S. government will receive 15% of the revenue generated from licensed MI308 sales to China; however, to date, the U.S. government has not published a regulation establishing such requirement.
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AddedMD&A
Business Combinations. We allocate the fair value of purchase consideration for acquisitions meeting the requirement of business combinations to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. Such valuations require management to make significant estimates and assumptions, especially with respect to assets and liabilities held for sale, intangible assets and contingent consideration. Significant estimates and inputs used in valuing acquired assets and liabilities held for sale, developed technology, and other identifiable intangible assets include, but are not limited to, expected future revenue, future changes in technology, useful lives, risk-adjusted discount rates and time and costs to recreate certain assets. 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 their useful life, whereas any indefinite-lived intangible assets, including goodwill, are not amortized.
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AddedMD&A
Year Ended December 27, December 28, 2025 2024 (In millions) Net revenue: Data Center $ 16,635 $ 12,579 Client and Gaming Client 10,640 7,054 Gaming 3,910 2,595 Total Client and Gaming 14,550 9,649 Embedded 3,454 3,557 Total net revenue $ 34,639 $ 25,785 Cost of sales and operating expenses: Data Center $ 13,032 $ 9,097 Client and Gaming 11,695 8,462 Embedded 2,211 2,136 All other 4,007 4,190 Total cost of sales and operating expenses $ 30,945 $ 23,885 Operating income (loss): Data Center $ 3,603 $ 3,482 Client and Gaming 2,855 1,187 Embedded 1,243 1,421 All other (4,007) (4,190) Total operating income $ 3,694 $ 1,900
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AddedMD&A
Gross margin of 50% increased by 1% compared to 49% in 2024, primarily due to product mix, partially offset by approximately $440 million of net inventory and related charges associated with the U.S. government export control on AMD Instinct™ MI308 Data Center GPU products.
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AddedMD&A
In July 2025, the One Big Beautiful Bill Act (OBBBA) was enacted into law. For fiscal year 2025, the primary impact of the OBBBA to our tax provision was the accelerated expensing of domestic R&D activities which decreased our income eligible for FDII, reduced our deferred tax assets, and reduced our current income tax liability. Other OBBBA changes did not have a material impact on the financial statements.
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AddedMD&A
In January 2026, the OECD released a "side-by-side" package introducing new safe harbors and providing an exemption for U.S.-based multinational companies from parts of the global minimum tax framework. We continue to evaluate the impact of proposed and enacted legislative changes to our effective tax rate and cash flows as new guidance becomes available in each country.
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RemovedMD&A
During the year, we successfully launched multiple leadership products and made significant progress executing our AI strategy. One of our priorities in 2024 was to accelerate growth in our Data Center segment. The demand for our Data Center AI accelerator products was very strong led by large hyperscale cloud customers deploying our AMD Instinct MI300X GPU accelerators. During the year, we unveiled an accelerated AMD Instinct accelerator roadmap to deliver an annual cadence of leadership AI solutions. To further expand our high-performance server CPU portfolio, we launched our 5th Gen AMD EPYC™ processors, formerly codenamed “Turin,” built with our latest “Zen 5” core architecture designed to deliver leadership performance and efficiency.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedMD&A
We took a major step in our AI PC roadmap with the launch of AMD Ryzen AI 300 Series processors that combine leadership compute capabilities based on our “Zen 5” architecture and an industry-leading neural processing unit (NPU) powered by our XDNA 2 architecture for next-generation AI PCs. We added to our Ryzen family of desktop CPUs with the Ryzen 9000 series processors for laptop and desktop PCs that deliver leadership performance in gaming, productivity and content creation. In our Gaming segment, we extended our multigenerational partnership with Sony as they introduced the PlayStation® 5 Pro, which features a new AMD semi-custom SoC designed to deliver increases in graphics and ray tracing performance to enable AI-driven upscaling.
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RemovedMD&A
We expanded our adaptive computing portfolio with differentiated solutions with the launch of the new Versal™ Series Gen 2 devices, including the new Versal AI Edge Series Gen 2 and Versal Prime Series Gen 2 adaptive SoCs, which bring preprocessing, AI inference, and postprocessing together in a single device for end-to-end acceleration of AI-driven embedded systems.
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RemovedMD&A
We also focused on extending our data center infrastructure capabilities by entering into an agreement in August 2024 to acquire ZT Group Int’l, Inc. (ZT Systems), a provider of AI and general purpose compute infrastructure for hyperscale computing companies. We believe that with the acquisition of ZT Systems, we can accelerate time to market for our leadership AI training and inferencing solutions. The acquisition is expected to close in the first half of fiscal year 2025, subject to certain regulatory approvals and other customary closing conditions. We intend to seek a strategic partner to acquire ZT Systems' manufacturing business.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedMD&A
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 four reporting units: Data Center, Client, Gaming and Embedded.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedMD&A
We recognized $186 million of restructuring charges in 2024 due to the implementation of a restructuring plan (the 2024 Restructuring Plan). The 2024 Restructuring Plan was focused on driving efficiencies across the business and aligning resources with our largest growth opportunities in the AI and enterprise markets.
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RemovedMD&A
We hold equity interests in two joint ventures (collectively, the THATIC JV) with Higon Information Technology Co., Ltd. (THATIC), a third-party Chinese entity. We recognized $48 million and $34 million of licensing gain from royalty income associated with the licensed IP to the THATIC JV, in 2024 and 2023, respectively.
Read it in 10-K 2025-02-05 at sec.gov ↗
RemovedMD&A
On August 17, 2024, we agreed to acquire ZT Systems. Upon closing of the acquisition, we will pay approximately $3.4 billion in cash and 8,335,852 shares of AMD common stock and to the extent certain conditions are met, we will pay an additional $300 million of cash and up to 740,964 shares of AMD common stock. The acquisition is expected to close in the first half of fiscal year 2025, subject to certain regulatory approvals and other customary closing conditions. We intend to seek a strategic partner to acquire ZT Systems' manufacturing business.
Read it in 10-K 2025-02-05 at sec.gov ↗
RewordedMD&A
December 27, 2025 December 28, 2024 December 30, 2023 (In millions, except for percentages) Net revenue $ 34,639 $ 25,785 $ 22,680 Cost of sales 16,456 12,114 11,278 Amortization of acquisition-related intangibles 1,031 946 942 Gross profit 17,152 12,725 10,460 Gross margin 50 % 49 % 46 % Research and development 8,091 6,456 5,872 Marketing, general and administrative 2,783 2,352 4,144 2,735 Amortization of acquisition-related intangibles 1,223 1,448 1,869 Restructuring charges 186 — Licensing gain (48) (34) Interest expense (131) (92) (106) Other income (expense), net 577 181 197 Income tax provision (benefit) (103) 381 (346) Income from discontinued operations, net of tax 66 —
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Net cash used in investing activities of continuing operations was $1.4 $6.9 billion in 2023, 2025, which primarily consisted of $5.5 billion of cash used for purchases of short-term investments investments, $1.8 billion of $3.7 billion, $546 million for purchases of property and equipment, and cash used in acquisitions, net of cash acquired and $1.0 billion for purchases of $131 million, property and equipment, partially offset by $1.8 billion proceeds from maturities of short-term investments of $2.7 billion and the sale of short-term investments of $300 million. investments.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Net cash used in financing activities of continuing operations was $1.1 billion $431 million in 2023, 2025, which primarily consisted of $1.3 billion of common stock repurchases of $985 million under the Repurchase Program and $607 million of stock repurchases to cover for tax withholding on employee equity plans of $427 million, plans, partially offset by $1.5 billion of net cash received from issuance of debt, net of repayments, and $285 million of proceeds from the issuance of common stock under our employee equity plans of $268 million. plans.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Client net revenue of $10.6 billion in 2025 increased by 51%, compared to net revenue of $7.1 billion in 2024 increased 2024, primarily driven by 52%, compared to net revenue of $4.7 billion in 2023, primarily due to a 34% 31% increase in unit shipments of processors and a 13% 15% increase in average selling price driven by of processors, reflecting strong demand for AMD desktop and mobile and desktop Ryzen processors.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
We made several delivered key optimizations and introduced new features expanded framework and library support in the latest version of AMD ROCm™ software that increased software, improving performance in key for generative AI workloads, expanded support workloads and optimization for additional frameworks simplifying the developer experience across training and libraries, and simplified the overall developer experience. inference.
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RewordedMD&A
The primary drivers of the changes in operating assets and liabilities included a $1.9 $2.2 billion increase in accounts receivable driven inventory primarily by higher revenue in the last month of 2024 compared to the last month of 2023, and a $1.5 billion increase in inventories driven primarily by a build of inventory to support the continued ramp of new Data Center products in advanced process technology nodes.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Data Center net revenue of $12.6 $16.6 billion increased by 94% 32% compared to $6.5 $12.6 billion in 2023, 2024, primarily driven by higher sales of strong demand for our 5th generation AMD EPYC™ processors and AMD Instinct™ GPUs and AMD EPYC™ CPUs. MI350 Series GPUs.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
We recorded an income tax benefit of $103 million and an income tax provision of $381 million in 2024 2025 and an income tax benefit of $346 million in 2023, 2024, respectively, representing effective tax rates of 19% (2.5%) and (68%), 19%, respectively.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Gaming Embedded net revenue of $2.6 $3.5 billion decreased by 58% 3% compared to $6.2 net revenue of $3.6 billion in 2023. 2024, as certain end market demand remained mixed.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
Our operating, investing and financing cash flow activities for 2025 and 2024 and 2023 were as follows:December 27, 2025 December 28, 2024 December 30, 2023 (In millions) Net cash provided by (used in):
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RewordedMD&A
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. values.
Read it in 10-K 2026-02-04 at sec.gov ↗
RewordedMD&A
The increase was primarily driven by higher sales semi-custom revenue and strong demand of AMD Instinct GPUs and AMD EPYC CPUs. our Radeon™ gaming GPUs.
Read it in 10-K 2026-02-04 at sec.gov ↗
Quiet changesMD&A
We typically may obtain the assistance of third-party valuation specialists to help in determining the fair value of our reporting units.
Read it in 10-K 2026-02-04 at sec.gov ↗