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Teri Little

Senior Vice President, Chief Legal Officer and Corporate Secretary at APPLIED MATERIALS INC /DEAPPLIED MATERIALS INC /DE
Executive

About Teri Little

Senior Vice President, Chief Legal Officer and Corporate Secretary at Applied Materials (AMAT) since June 8, 2020; responsible for all legal affairs and worldwide intellectual property . Education: J.D., Stanford Law School; B.S. in Finance, San Jose State University . Prior experience includes 18 years as EVP, Chief Legal Officer and Corporate Secretary at KLA and earlier roles at Wilson Sonsini and Heller Ehrman . AMAT’s performance-based equity uses two core metrics for PSUs—average non-GAAP operating margin and relative TSR vs. S&P 500; for the FY2022–FY2024 performance period, actual results were operating margin 29.6% (payout 130%) and relative TSR 73rd percentile (payout 193%), yielding a 161.5% aggregate payout .

Past Roles

OrganizationRoleYearsStrategic Impact
Applied MaterialsSVP, Chief Legal Officer & Corporate Secretary2020–present Leads global legal affairs and IP; Corporate Secretary for Board communications
KLA CorporationEVP, Chief Legal Officer & Corporate Secretary18 years Led worldwide legal: corporate securities/governance, M&A, IP, commercial, employment, compliance, litigation
Wilson Sonsini Goodrich & RosatiSenior Corporate Associaten/a Corporate transactions and securities work supporting tech companies
Heller Ehrman White & McAuliffeLitigation Associaten/a Litigation experience applicable to complex IP and commercial matters

Fixed Compensation

ComponentFY 2020Notes
Initial base salary (new-hire)$515,000 Approved by HRCC at hire (June 2020)
Target bonus % (new-hire)110% of base Under Senior Executive Bonus Plan
Sign-on bonus$500,000 Subject to 24-month repayment if resignation/for-cause termination
Stock-replacement “Make-Whole” cash$1,800,000 To replace forfeited equity from prior employer; 24-month repayment condition
Prorated base salary (FY2020 actual)$198,077 Joined in June 2020; prorated
Actual annual bonus paid (FY2020)$200,655 Bonus plan payout for FY2020 service

Performance Compensation

Award / MetricTermsGrant / PeriodTarget / Actual / PayoutVesting
New-hire RSU awardGrant date value $7,200,000; 3-year vesting 6/8/2020 N/A (time-based)Over three years
Commitment to future LTIMinimum $2,000,000 equity annually for next 3 grant cycles Starting FY2021 N/AAnnual HRCC cycles
PSU program metrics50% avg non-GAAP operating margin; 50% relative TSR vs S&P 500 FY2024–FY2026 (forward design) Threshold 0%/50%; Target 100%/100%; Max 200%/200% 3-year performance period
PSU outcomes (company, FY2022–FY2024)Non-GAAP op margin; Relative TSR vs S&P 500 FY2022–FY2024 Margin: 29.6% → 130%; TSR: 73rd %ile → 193%; Total: 161.5% Vests after 3 years

Equity Ownership & Alignment

ItemAs ofAmountDetail
Unvested RSUs outstandingFY2020 YE (10/23/2020) 120,201 shares Market value $7,326,251 at $60.95/share
Grant date and fair value6/8/2020 120,201 RSUs; $6,983,678 grant-date fair value New-hire award (time-based)
Stock ownership guidelineOngoing3x base salary for Section 16 officers Unearned PSUs and unexercised options excluded; no sales below guideline
Compliance with ownership guidelines12/31/2024 In compliance (all execs) Board states all directors and executive officers compliant
Hedging/pledgingPolicyProhibited for all employees/directors; Section 16 officers may not pledge or hold in margin accounts Reduces alignment risk from hedging/pledging

Note: AMAT’s RSU grants for many NEOs vest on or around December 19 (varies by grant), which can create periodic vesting-related supply; see vesting examples in FY2023–FY2024 proxy tables for RSUs granted to NEOs .

Employment Terms

ProvisionTerms / EconomicsNotes
Employment agreementNone for NEOs other than CEO Ms. Little had no individual employment agreement
Severance (non-CEO)No contractual severance under employment agreements CEO had 275% base salary severance; others did not
Change-in-control vestingDouble-trigger (CIC + termination for good reason/without cause) for equity awards; full acceleration if not assumed/substituted at CIC Applied’s Stock Plan governs
Retirement provisionsPartial RSU acceleration and PSU payout at actual performance for qualifying retirement (age 60 + 5 years) Applies to awards granted beginning FY2019
Clawback / recovery2023 Compensation Recovery Policy for restatements (recovers erroneously awarded incentive-based pay) ; legacy clawback for intentional misconduct causing restatement Recovery Policy applies to incentive-based comp received on/after 10/2/2023
Insider tradingHedging, short sales, derivatives prohibited; no pledging/margin for Section 16 officers/directors Enforcement via insider trading policy
Stock ownership communicationsBoard communications via Corporate Secretary (Teri A. Little) Governance process disclosure

Investment Implications

  • Pay-for-performance linkage is robust: PSUs tied to non-GAAP operating margin and relative TSR, with recent cycle paying above target (161.5%)—aligning incentives to durable profitability and shareholder returns .
  • Retention risk moderated by multi-year RSU vesting and ownership guidelines; hedging/pledging prohibitions increase alignment and limit adverse signaling from derivatives or collateralized holdings .
  • Limited severance economics and double-trigger CIC vesting reduce “golden parachute” risk while preserving continuity; retirement provisions balance retention with fair treatment near retirement .
  • New-hire package included significant time-based RSUs and cash make-whole, indicating market-based hire costs for senior legal talent; subsequent annual LTI commitments embed continued equity exposure, supporting skin-in-the-game .

SOURCES: ; External biography and appointment sources: .