X0306 4 2014-06-19 0000006951 APPLIED MATERIALS INC /DE AMAT 0001183258 DICKERSON GARY E C/O APPLIED MATERIALS, INC. P.O. BOX 58039, 3050 BOWERS AV, M/S 1268 SANTA CLARA CA 95054 1 1 President and CEO Common Stock 2014-06-19 4 F 0 114796 22.46 D 1222127 D Represents number of shares that were automatically withheld upon vesting of restricted stock to cover tax withholding obligations in a transaction exempt under Rule 16b-3. Increased number of shares reflects periodic payroll acquisitions under Employees' Stock Purchase Plan that are exempt under Rule 16a-10 and Rule 16b-3. Number of shares includes: (a) 900,000 performance shares previously reported that in the future will be converted on a one-for-one basis into shares of Applied Materials, Inc. ("Applied") common stock upon vesting, which vesting will be scheduled to occur as follows: (i) provided specified performance goals are achieved, 500,000 shares will be scheduled to vest in installments during each July of 2014 through 2016, which number of shares is the target amount, and the actual number of shares that may vest ranges from 0% to 150% of the target amount, depending on achievement of specified performance goals; and (ii) provided specified performance goals are achieved, 400,000 shares will be scheduled to vest in installments during each December of 2014 through 2016, which number of shares is the target amount, and the actual number of shares that may vest ranges from 0% to 150% of the target amount, depending on achievement of specified performance goals; and (b) 110,000 shares of restricted stock previously reported that are scheduled to vest in June 2015 (all vesting is subject to continued employment through each applicable vest date). Notwithstanding the foregoing, shares that are scheduled to vest in calendar year 2014 will accelerate vesting as of the date that is three trading days prior to the expected date of consummation of the transactions contemplated in connection with the business combination agreement, dated September 24, 2013, between Applied and Tokyo Electron Limited, as amended (subject to Mr. Dickerson's continued employment and being a "disqualified individual" under IRS Code Section 4985 through the accelerated vest date). /s/ Yvonne Leyba, Attorney-in-Fact 2014-06-23