SEC Form 4 · accession 0001628280-15-006407
KLA CORP · KLAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard P Wallace
Officer — President and CEO · Director
Period of report
Aug 6, 2015
Accepted (ET)
Aug 10, 2015 · 5:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000319201
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 6, 2015 | M | 11,125 | $0.00 | A | 45,209 | D | |
| Common StockF2 | Aug 6, 2015 | F | 5,806 | $51.95 | D | 39,403 | D | |
| Common Stock - Restricted Stock UnitsF4,F5,F6 | Aug 6, 2015 | A | 52,950 | $0.00 | A | 130,975 | D | |
| Common StockF3 | holding | — | — | — | 9,182 | I | By Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On August 6, 2013, the Reporting Person received a grant of restricted stock units ("RSUs") covering 44,500 shares of KLA-Tencor common stock. On August 6, 2015, the Reporting Person vested in twenty-five percent (25%) of such RSUs.
- F2Pursuant to such terms of the August 6, 2013 RSU grant, 5,806 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA-Tencor common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA-Tencor common stock as reported on the NASDAQ Stock Market on such vesting date.
- F3Shares held under the Wallace Living Trust u/a/d 03/27/01, as amended, a trust of which the Reporting Person is a trustee and beneficiary.
- F4Each RSU represents a contingent right to receive one share of KLA-Tencor common stock.
- F5Represents 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 6, 2016) and an additional twenty-five percent (25%) on each annual anniversary of the grant date thereafter through August 6, 2019, in each case subject to the Reporting Person continuing as a service provider to KLA-Tencor through the applicable vesting date. The shares of common stock will be issued as the RSUs vest.
- F6Does 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.