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Form 3 INTEL CORP For: Jul 06 Filed by: Rivera Sandra L

July 8, 2021 4:20 PM EDT
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Rivera Sandra L

(Last) (First) (Middle)
C/O INTEL CORPORATION
2200 MISSION COLLEGE BLVD.

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/06/2021
3. Issuer Name and Ticker or Trading Symbol
INTEL CORP [ INTC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & GM, Datacenter and AI
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 161,928
D
 
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Performance-Based Stock Units (PSUs)   (1)   (1) Common Stock 78,826 (2) D  
Performance-Based Stock Units (PSUs)   (3)   (3) Common Stock 56,250 (3) D  
Performance-Based Stock Units (PSUs)   (4)   (4) Common Stock 77,774 (2) D  
Performance-Based Stock Units (PSUs)   (5)   (5) Common Stock 86,947 (2) D  
Restricted Stock Units 04/30/2019   (6) Common Stock 4,927 (7) D  
Restricted Stock Units 10/31/2019   (8) Common Stock 8,351 (7) D  
Restricted Stock Units 04/30/2020   (9) Common Stock 11,342 (7) D  
Restricted Stock Units 04/30/2021   (10) Common Stock 19,926 (7) D  
Employee Stock Option (Right to Buy)   (11) 03/13/2029 Common Stock 225,000 54.11 D  
Explanation of Responses:
1. Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock on January 31, 2022, unless that date falls on a non-business date, in which case the next business date shall apply.
2. Each performance-based stock unit (PSU) represents the right to receive, following vesting, up to 200% of one share of Intel common stock. The number of shares of Intel common stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning with the first day of the fiscal year of the grant date and ending on the last day of the fiscal year of the second anniversary of the grant date.
3. Each PSU represents the right to receive, following vesting, up to 200% of one share of Intel common stock. Unless earlier forfeited under the terms of the PSUs, on the third anniversary of February 1, 2019, (or the next business date if applicable), these PSUs may vest in respect of up to half of the shares of Intel common stock subject to the PSUs, and on the fifth anniversary of February 1, 2019, (or the next business date if applicable), these PSUs may vest in respect of all of the shares of Intel common stock subject to the PSUs not previously vested. The number of shares of Intel common stock acquired upon any vesting of the PSUs is contingent upon the achievement of certain pre-established performance metrics, approved by the Compensation Committee, during the three- and five-year performance periods following February 1, 2019.
4. Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock on January 31, 2023, unless that date falls on a non-business date, in which case the next business date shall apply.
5. Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock on January 31, 2024, unless that date falls on a non-business date, in which case the next business date shall apply.
6. Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 30, 2019. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
7. Each restricted stock unit (RSU) represents the right to receive, following vesting, one share of Intel Corporation (the "Company") common stock.
8. Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on October 31, 2019. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
9. Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 30, 2020. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
10. Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 30, 2021. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
11. Unless earlier forfeited under the terms of the option, 25% of the option vests on the one-year anniversary of the grant date, 25% on February 1, 2021, 25% on February 1, 2022, and 25% on February 1, 2023. The option shall become exercisable only if, during the five-year performance period following February 1, 2019, a certain pre-established performance metric, approved by the Compensation Committee, is achieved.
/s/ Alex Shukhman, attorney-in-fact 07/07/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and
appoints each of Susie Giordano, Julie Kwok, Patrick Bombach,
Brian Petirs, Alex Shukhman, Leslie Miramon, or either of them signing
singly, and with full power of substitution, the undersigned's true
and lawful attorney-in-fact to:

(1)  prepare, execute in the undersigned's name and on the undersigned's behalf,
     and submit to the U.S. Securities and Exchange Commission (the "SEC") a
     Form ID, including amendments thereto, and any other documents necessary or
     appropriate to obtain codes and passwords enabling the undersigned to make
     electronic filings with the SEC of reports required by Section 16(a) of the
     Securities Exchange Act of 1934 or any rule or regulation of the SEC;

(2)  execute for and on behalf of the undersigned, in the undersigned's capacity
     as an officer and/or director of Intel Corporation (the "Company"), Forms
     3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act
     of 1934 and the rules thereunder;

(3)  do and perform any and all acts for and on behalf of the undersigned which
     may be necessary or desirable to complete and execute any such Form 3, 4,
     or 5, complete and execute any amendment or amendments thereto, and timely
     file such form or report with the SEC and any stock exchange or similar
     authority; and

(4)  take any other action of any type whatsoever in connection with the
     foregoing which, in the opinion of such attorney-in-fact, may be of benefit
     to, in the best interest of, or legally required by, the undersigned, it
     being understood that the documents executed by such attorney-in-fact on
     behalf of the undersigned pursuant to this Power of Attorney shall be in
     such form and shall contain such terms and conditions as such attorney-in-
     fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact or is superceded by execution of a new Power of
Attorney.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this June 25, 2021.



/s/ SANDRA L. RIVERA
-----------------------------
Signature


SANDRA L. RIVERA
-----------------------------
Print Name



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