KLA CORP — Director's Dealing 2016

Aug 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KLA TENCOR CORP (KLAC)
CIK: 0000319201
Period of Report: 2016-08-04

Reporting Person: Khan Ahmad A. (EVP, Patterning Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-04	Common Stock - Restricted Stock Units	A	20700	—	Acquired	53329	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17790	Direct

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 subject only to service-vesting requirements. The Reporting Person will vest twenty-five percent (25%) of the RSUs on the one-year anniversary of the grant date (August 4, 2017) and an additional twenty-five percent (25%) on each annual anniversary of the grant date thereafter through August 4, 2020, in each case subject to the Reporting Person continuing as a service provider to KLA-Tencor through the applicable vesting date. Shares of common stock will be issued as the RSUs vest.

F3: Does not include performance-based RSUs, if any, held by the Reporting Person for which an assessment has not yet been made regarding the achievement of the applicable performance goals. Any such holdings will be reported on a Form 4 within two business days of the date such assessment is made.

F4: Includes 363 shares acquired by the Reporting Person under the KLA-Tencor Employee Stock Purchase Plan on June 30, 2016.