Philip Guido
Executive Vice President, Chief Commercial Officer at AMD
Executive
About Philip Guido
Executive Vice President and Chief Commercial Officer at AMD since June 2023; leads the Worldwide Sales Organization. Age 63; previously spent 30+ years at IBM, including GM of IBM North America (driving over $40B in revenue) and GM, Infrastructure Services; Magna Cum Laude, Montclair State (Economics) and certificate in International Business from the University of Copenhagen . During his tenure, AMD delivered record FY2024 revenue of $25.8B (+14% YoY), with Data Center revenue up 94% to $12.6B; gross margin expanded to 49%, operating income rose to $1.9B, and net income to $1.6B, reflecting a strengthening mix and AI-driven growth .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IBM Consulting | GM, Global Managing Partner of Strategic Sales | Not disclosed | Expanded deep enterprise partnerships |
| IBM | GM, North America | Not disclosed | Drove over $40B in revenue |
| IBM | GM, Infrastructure Services Business | Not disclosed | Ran core infrastructure services unit |
External Roles
| Organization | Role | Years |
|---|---|---|
| Brighton Park Capital Group | Senior advisor board member | Not disclosed |
| The David Rockefeller Fellows Program | Senior member | Not disclosed |
| NPower Gala Committee | Board member | Not disclosed |
| Innovate@UCLA (UCLA CEO Advisory Board) | Advisory board member | Not disclosed |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary (USD) | $725,000 | $750,000 (effective Jul 1, 2024) |
| Target Bonus % of Salary (EIP) | 125% (per offer letter and EIP design) | 125% (unchanged for non-CEO NEOs) |
| Actual Annual Cash Bonus (EIP) | Not disclosed | $665,593 (FY2024 bonus; approved Feb 18, 2025) |
| Sign-on Cash | $3,000,000 (with repayment if departure before 24 months) | — |
| All Other Compensation | $54,525 total (401k match $9,788; life insurance $1,608; other $43,129 incl. emergency corporate aircraft travel) | Not disclosed |
Performance Compensation
| FY | Plan | Metric | Weight | Target | Actual | Payout/Factor | Notes |
|---|---|---|---|---|---|---|---|
| 2024 | EIP (Annual Cash) | Adjusted non-GAAP Net Income | 50% | Not disclosed | Not disclosed | — | Design and weighting |
| 2024 | EIP (Annual Cash) | Net Revenue | 40% | Not disclosed | Not disclosed | — | Design and weighting |
| 2024 | EIP (Annual Cash) | Adjusted Free Cash Flow | 10% | Not disclosed | Not disclosed | — | Design and weighting |
| 2024 | EIP (Annual Cash) | Strategic Milestones | 20% | Not disclosed | Not disclosed | — | Categories disclosed; details confidential |
| 2024 | EIP (Annual Cash) | Company EIP Performance Factor | — | — | — | 72.2% | |
| 2024 | EIP (Annual Cash) | Individual Performance Factor | — | — | — | 1.0 | |
| 2024 | EIP (Annual Cash) | Executive Payout (Philip Guido) | — | — | — | $665,593 | Approved by Board; expected Mar 2025 payment |
Equity Awards & Vesting
| Award Type | Grant Date | Amount/Value | Vesting Schedule | Key Performance Conditions / Terms |
|---|---|---|---|---|
| Sign-on PRSUs (target) | Jun 15, 2023 | 22,482 PRSUs | Cliff vest Feb 15, 2026 if earned | Payout 0–250% based on relative TSR vs S&P 500; absolute stock return cap; EPS growth modifier; continued service required |
| Sign-on RSUs (time-based) | Jun 15, 2023 | 22,482 RSUs | 1/3 on Jun 15, 2024; 1/3 on Jun 15, 2025; 1/3 on Jun 15, 2026 (≈7,494 shares each) | Continued service |
| Make-whole RSUs (time-based) | Jun 15, 2023 | 35,971 RSUs | Vest on Jun 15, 2024 | Continued service |
| Annual LTI (PRSUs/Options/RSUs) | Aug 9, 2024 | $6,000,000 Target Value (60% PRSUs, 20% Stock Options, 20% RSUs) | RSUs: 1/4 on Aug 9, 2025/2026/2027/2028; Options: 1/4 on same dates; PRSUs settle post-performance | PRSUs: 0–250% based on relative TSR vs S&P 500; EPS growth modifier; options 7-year term, strike = grant close; earned PRSUs convert to RSUs upon CoC and vest within 1 year |
| 2024 LTI Stock Options (terms) | Aug 9, 2024 | Number not disclosed | 1/4 annually Aug 9, 2025–2028; 7-year term | Exercise price $134.27; continued service; standard post-termination rules |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 127 shares as of Mar 13, 2024 (does not include unvested awards) |
| Unvested/Outstanding Awards | 22,482 time-based RSUs; 22,482 target PRSUs; 35,971 make-whole RSUs (post-2024 vest); 2024 LTI PRSUs/RSUs/Options (numbers not disclosed) |
| Stock Ownership Guidelines | 3x base salary for NEOs; achievement deadline is the later of Aug 7, 2025 or five years from first appointment (for Guido: by 2028); executives encouraged to retain at least 10% net shares until compliant |
| Hedging/Pledging | Hedging prohibited; pledging requires preapproval and has not been granted; none of NEOs/Directors have pledged shares |
Vesting Calendar and Potential Selling Pressure
- Near-term scheduled vests (time-based):
- Jun 15, 2025: ~7,494 RSUs (second tranche of 22,482 RSUs)
- Jun 15, 2026: ~7,494 RSUs (final tranche)
- Aug 9, 2025–2028: 25% each year of 2024 LTI RSUs and stock options (quantities not disclosed)
- Performance settlement:
- Feb 15, 2026: Sign-on PRSUs (performance/committee certification)
- Aug 2027: 2024 Annual PRSUs performance period ends; settlement thereafter
Employment Terms
| Topic | Terms (Philip Guido and other non-CEO NEOs) |
|---|---|
| Executive Severance Plan (non-CoC) | If involuntarily terminated (not for cause): lump-sum severance = 12 months base salary; 12 months COBRA premiums; access to EAP; release required; no severance if CoC benefits apply |
| Change-in-Control Agreement | Double-trigger: if terminated without cause or constructively discharged within 2 years post-CoC: lump-sum = 2x base salary + 2x target bonus; prorated target bonus for year of termination; full acceleration of unvested equity (options exercisable up to 1 year; PRSUs convert to RSUs per plan); 12 months continued health/welfare benefits and tax gross-up on those benefits; parachute cut-back (no 280G gross-up) |
| No Excise Tax Gross-Ups | Company policy: no excise tax gross-up in new CoC arrangements; applies to NEOs |
| Clawback Policy | Nasdaq-compliant recovery of incentive comp after restatement; award-level clawbacks include fraud/misconduct/negligence, non-compete/non-solicit/confidentiality breaches, and certain workplace misconduct; methods include cancellation/forfeiture/repayment |
| Non-Compete/Non-Solicit | Incorporated via award/plan clawback terms and release agreements (e.g., 1-year employee non-solicit in severance plan release) |
Illustrative 2023 change-in-control scenario values (as of Dec 30, 2023) showed total of $25.45M for Guido including severance, equity acceleration, and benefits (for reference; actual amounts vary with stock price and timing) .
Investment Implications
- Pay-for-performance design: Majority at-risk via EIP and multi-year PRSUs tied to relative TSR and EPS growth; FY2024 EIP paid at 72.2% of target for corporate factor, signaling challenging goals and tighter cash payouts . 2024 bonus for Guido was $665,593 .
- Retention and alignment: 2023 sign-on equity with three-year PRSU cliff and multi-year RSUs, plus 2024 annual PRSUs/options/RSUs with 2025–2028 vesting, create sustained retention hooks and equity alignment; ownership guidelines require building a 3x salary stake over up to 5 years .
- Selling overhang timing: Time-based vesting dates (June 15 each 2024–2026; Aug 9 annually 2025–2028) and PRSU settlements (Feb 2026; 2027) are potential windows for insider selling pressure if trades are made upon vest/settlement; options become exercisable on the same Aug 9 schedule at a $134.27 strike .
- Downside/change-of-control protection: Double-trigger CoC terms (2x salary + 2x target bonus; full equity acceleration) reduce departure risk in a transaction without promoting single-trigger windfalls; no excise tax gross-up, but health/welfare benefit taxes are grossed-up under CoC arrangements .