KLA CORP — Director's Dealing 2014

Feb 27, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KLA TENCOR CORP (KLAC)
CIK: 0000319201
Period of Report: 2014-02-25

Reporting Person: Wang David C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-25	Common Stock	M	1250	$55.88	Acquired	6347	Direct
2014-02-25	Common Stock	S	1250	$65.206	Disposed	5097	Direct
2014-02-25	Common Stock	M	1250	$56.79	Acquired	6347	Direct
2014-02-25	Common Stock	S	1250	$65.23	Disposed	5097	Direct
2014-02-25	Common Stock	M	1250	$52.84	Acquired	6347	Direct
2014-02-25	Common Stock	S	1250	$65.22	Disposed	5097	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-25	Non-Qualified Stock Option (Right to Buy)	$55.88	M	1250	Disposed	2014-05-01	Common Stock (1250)	Direct
2014-02-25	Non-Qualified Stock Option (Right to Buy)	$56.79	M	1250	Disposed	2014-07-31	Common Stock (1250)	Direct
2014-02-25	Non-Qualified Stock Option (Right to Buy)	$52.84	M	1250	Disposed	2014-10-30	Common Stock (1250)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14720	Indirect
Common Stock - Restricted Stock Units	1856	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $65.211 to $65.232. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.

F2: Shares held by the Wang Family Revocable Trust dated 7/2/2013, of which the Reporting Person is a trustee and beneficiary.

F3: Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock.

F4: Represents a stock option granted on May 1, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on May 1, 2007.

F5: Represents a stock option granted on July 31, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on July 31, 2007.

F6: Represents a stock option granted on October 30, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on October 30, 2007.