KLA CORP — Director's Dealing 2017

Aug 8, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KLA TENCOR CORP (KLAC)
CIK: 0000319201
Period of Report: 2017-08-04

Reporting Person: Trafas Brian M. (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-04	Common Stock	M	3450	—	Acquired	3450	Direct
2017-08-04	Common Stock	F	1801	$88.83	Disposed	1649	Direct
2017-08-06	Common Stock	M	8456	—	Acquired	10105	Direct
2017-08-06	Common Stock	F	4413	$88.83	Disposed	5692	Direct
2017-08-07	Common Stock	M	1837	—	Acquired	7529	Direct
2017-08-07	Common Stock	F	959	$92.01	Disposed	6570	Direct
2017-08-07	Common Stock	S	5692	$89.15	Disposed	878	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - Restricted Stock Units	34043	Direct

Footnotes

F1: On August 4, 2016, the Reporting Person received a grant of RSUs covering 13,800 shares of KLA-Tencor common stock. On August 4, 2017, the Reporting Person vested in 25% of such RSUs.

F2: Pursuant to such terms of the August 4, 2016 RSU grant, 1,801 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding.

F3: On August 6, 2013, August 6, 2013, and August 6, 2015, the Reporting Person received a grant of RSUs or PRSUs covering 7,150 (RSU), 7,150 (PRSU) and 8,800 (RSU) shares of KLA-Tencor common stock, respectively. On August 6, 2017, the Reporting Person vested in 25% of such RSUs and 50% of the PRSUs.

F4: Pursuant to such terms of the August 6, 2013, August 6, 2013 and August 6, 2015 grants, 4,413 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding.

F5: On August 7, 2014, the Reporting Person received a grant of RSUs covering 7,350 shares of KLA-Tencor common stock. On August 7, 2017, the Reporting Person vested in 25% of such RSUs.

F6: Pursuant to such terms of the August 7, 2014 RSU grant, 959 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding.

F7: This sale was effected pursuant to the terms of a Rule 10b5-1 trading plan adopted by the Reporting Person on November 29, 2016.

F8: Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock.

F9: 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.