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KLA Corp (NASDAQ: KLAC) CFO has shares withheld for RSU taxes

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

KLA Corp executive vice president and CFO Bren D. Higgins reported two tax-related share withholdings tied to restricted stock unit vesting. On August 1 and August 3, 2026, a total of 11,727.713 common shares were withheld at $182.8200 per share to cover tax obligations on earlier RSU grants. Footnotes indicate his reported holdings include 143,448.760 and 128,878.760 shares issuable upon future RSU vesting.

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Insider Higgins Bren D.
Role EVP & Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Common Stock F3, F4 7,223.806 $182.82 $1.32M
Tax Withholding Common Stock F1, F2 4,503.907 $182.82 $823K
Holdings After Transaction: Common Stock — 251,744.4839 shares (Direct)
Footnotes (4)
  1. F1. On August 1, 2024, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 1, 2026, twenty-five percent (25%) of the RSUs vested. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA common stock as reported on July 31, 2026.
  2. F2. The number of shares of KLA common stock includes 143,448.760 shares issuable upon vesting of RSUs.
  3. F3. On August 3, 2023, the Reporting Person was granted RSUs of shares of KLA common stock. On August 3, 2026, twenty-five percent (25%) of the RSUs vested. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA common stock as reported on July 31, 2026.
  4. F4. The number of shares of KLA common stock includes 128,878.760 shares issuable upon vesting of RSUs.
Shares withheld 2026-08-01 4,503.907 shares Common shares withheld to cover tax on RSU vesting on August 1, 2026
Shares withheld 2026-08-03 7,223.806 shares Common shares withheld to cover tax on RSU vesting on August 3, 2026
Total shares withheld for taxes 11,727.713 shares Aggregate shares used for tax withholding across both RSU vesting events
Withholding price per share $182.8200 Fair market value used to calculate tax-withholding share amounts
Unvested RSUs referenced (F2) 143,448.760 shares Shares issuable upon vesting of RSUs included in reported holdings
Unvested RSUs referenced (F4) 128,878.760 shares Additional shares issuable upon vesting of RSUs included in reported holdings
restricted stock units ("RSUs") financial
"the Reporting Person was granted restricted stock units ("RSUs") of shares"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax withholding financial
"shares of KLA common stock were automatically withheld at vesting to cover required tax withholding"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
fair market value financial
"The fair market value of KLA common stock used for purposes of calculating"
The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.
closing price financial
"was the closing price of KLA common stock as reported on July 31, 2026"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did KLA Corp (KLAC) CFO Bren D. Higgins report in this Form 4?

Bren D. Higgins reported two tax-withholding dispositions of KLA common stock tied to RSU vesting. In total, 11,727.713 shares were withheld by the company to satisfy tax obligations arising from previously granted restricted stock units.

How many KLA Corp (KLAC) shares were withheld and at what price?

A total of 11,727.713 KLA common shares were withheld at $182.8200 per share. These withholding transactions, coded “F,” reflect payment of tax liabilities in shares rather than open-market sales by the executive.

What RSU grants underlie the KLA Corp (KLAC) CFO’s tax withholdings?

The tax withholdings relate to RSUs granted on August 1, 2024 and August 3, 2023. On August 1 and August 3, 2026, 25% of each grant vested, triggering automatic share withholding to cover required taxes at vesting.

Does the KLA Corp (KLAC) CFO still hold unvested RSUs after these transactions?

Yes. Footnotes state his reported holdings include 143,448.760 and 128,878.760 KLA shares issuable upon vesting of RSUs. These figures indicate substantial remaining unvested equity awards beyond the shares withheld for taxes.

Were the KLA Corp (KLAC) Form 4 transactions made under a Rule 10b5-1 plan?

No. The Form 4’s Rule 10b5-1 checkbox is not marked as an affirmative plan. The transactions are reported as automatic tax-withholding events tied to RSU vesting, not as trades executed under a pre-arranged trading plan.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Higgins Bren D.

(Last)(First)(Middle)
ONE TECHNOLOGY DRIVE

(Street)
MILPITAS CALIFORNIA 95035

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
KLA CORP [ KLAC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/01/2026F4,503.907(1)D$182.82258,968.2899(2)D
Common Stock08/03/2026F7,223.806(3)D$182.82251,744.4839(4)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On August 1, 2024, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 1, 2026, twenty-five percent (25%) of the RSUs vested. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA common stock as reported on July 31, 2026.
2. The number of shares of KLA common stock includes 143,448.760 shares issuable upon vesting of RSUs.
3. On August 3, 2023, the Reporting Person was granted RSUs of shares of KLA common stock. On August 3, 2026, twenty-five percent (25%) of the RSUs vested. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA common stock as reported on July 31, 2026.
4. The number of shares of KLA common stock includes 128,878.760 shares issuable upon vesting of RSUs.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Bren D. Higgins08/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)