On September 26, 2026, Advanced Micro Devices, Inc. entered into an Agreement and Plan of Merger to acquire all equity interests of World Labs Technologies, Inc. for approximately $8.2 billion, payable in shares of AMD common stock, par value $0.01 per share, to World Labs stockholders, subject to customary adjustments. The number of shares to be issued is not yet known and will be calculated based on the daily volume-weighted average price of AMD common stock on the Nasdaq Global Select Market over the 10 consecutive trading-day period ending on and including the second trading day immediately preceding closing, so the resulting dilution is not quantified in the filing. AMD intends to issue the shares in reliance on exemptions under Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506 of Regulation D, with no public offering or public solicitation or advertisement; the report was signed September 28, 2026, by Ava Hahn, Senior Vice President, General Counsel and Corporate Secretary.
Original SEC Filing Text expand_more
Item 3.02 Unregistered Sales of Equity Securities On September 26, 2026, Advanced Micro Devices, Inc. (the Company ) entered into an Agreement and Plan of Merger (the Merger Agreement ) to acquire all of the equity interests in World Labs Technologies, Inc. ( World Labs ) (the Acquisition ) for a total purchase price of approximately $8.2 billion to be paid in shares of the Company s common stock, par value $0.01 per share ( Common Stock ), to stockholders of World Labs, subject to customary adjustments. At this time, the number of shares to be issued in connection with the Acquisition is not known and will be calculated based on the daily volume-weighted average price of a share of Common Stock on the Nasdaq Global Select Market over the ten (10) consecutive trading-day period ending on and including the second trading day immediately preceding the closing date of the Acquisition. The Company intends to issue the shares of Common Stock in reliance upon the exemptions from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act ), and/or Rule 506 of Regulation D promulgated under the Securities Act. The issuance is not being conducted in connection with a public offering, and no public solicitation or advertisement will be made or relied upon in connection with the issuance of the shares. SIGNATURES 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. Date: September 28, 2026 ADVANCED MICRO DEVICES, INC. By: /s/ Ava Hahn Name: Ava Hahn Title: Senior Vice President, General Counsel and Corporate Secretary
