KLA CORP — Director's Dealing 2018

Aug 6, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KLA TENCOR CORP (KLAC)
CIK: 0000319201
Period of Report: 2018-08-02

Reporting Person: Khan Ahmad A. (EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-07-02	Common Stock	J	235	$87.151	Acquired	549	Direct
2018-08-02	Common Stock - Restricted Stock Units	A	12645	—	Acquired	73272	Direct
2018-08-02	Common Stock - Restricted Stock Units	A	16430	—	Acquired	89702	Direct

Footnotes

F1: Represents shares acquired under the KLA-Tencor Corporation Amended and Restated 1997 Employee Stock Purchase Plan.

F2: Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock.

F3: On August 2, 2018, the Compensation Committee granted the reporting person an RSU that vests 25% each year from the date of grant, subject to the reporting person being a service provider on each vesting date.

F4: 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.

F5: On August 6, 2015, in addition to the RSUs granted on that date that were subject only to service-vesting requirements (which RSUs were previously reported on Form 4), the Reporting Person was also granted RSUs covering up to a maximum of 16,562 shares (based on 125% of the target shares of 13,250) of KLA-Tencor common stock, subject to both performance-vesting and service-vesting requirements. On August 2, 2018 the Compensation Committee of the KLA-Tencor Board of Directors determined the level at which the corporate performance goals were attained and, based on the assessment, determined that the number of shares subject to the RSUs is 16,430.