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: Kirloskar Virendra A (SVP & Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-04	Common Stock	M	1725	—	Acquired	2022	Direct
2017-08-04	Common Stock	F	649	$88.83	Disposed	1373	Direct
2017-08-06	Common Stock	M	8643	—	Acquired	10016	Direct
2017-08-06	Common Stock	F	3412	$88.83	Disposed	6604	Direct
2017-08-07	Common Stock	M	912	—	Acquired	7516	Direct
2017-08-07	Common Stock	F	476	$92.01	Disposed	7040	Direct
2017-08-07	Common Stock	S	6307	$89.15	Disposed	733	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - Restricted Stock Units	15808	Direct

Footnotes

F1: On August 4, 2016, the Reporting Person received a grant of RSUs covering 6,900 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, 649 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding.

F3: On August 6, 2013, August 6, 2013, August 6, 2013 and August 6, 2015, the Reporting Person received a grant of RSUs or PRSUs covering 4,050 (RSU), 4,050 (PRSU), 8,000 (RSU) and 4,400 (RSU) shares of KLA-Tencor common stock, respectively. On August 6, 2017, the Reporting Person vested in 25%, 50%, 50% and 25% of such RSUs and PRSUs, respectively.

F4: Pursuant to such terms of the August 6, 2013, August 6, 2013, August 6, 2013 and August 6, 2015 grants, 3,412 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 3,650 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, 476 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 25, 2016.

F8: Each 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.