KLA CORP — Director's Dealing 2014

Nov 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KLA TENCOR CORP (KLAC)
CIK: 0000319201
Period of Report: 2014-11-05

Reporting Person: BARNHOLT EDWARD W (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-05	Common Stock - Restricted Stock Units	A	2461	—	Acquired	5245	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7645	Direct
Common Stock	39167	Indirect

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock.

F2: Represents a grant of RSUs that, pursuant to KLA-Tencor's outside director compensation program, was automatically granted to the Reporting Person on the date of KLA-Tencor's annual meeting of stockholders with respect to the Reporting Person's service on the Board of Directors for the upcoming year. The RSUs will fully vest one year from date of grant and will be deliverable on such date.

F3: By The Barnholt Family Trust dated January 8, 1987, of which the Reporting Person is a trustee and beneficiary.