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KLA CORP (KLAC) EVP Brian Lorig reports RSU and PRSU tax share withholding

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Form Type
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Rhea-AI Filing Summary

KLA CORP executive Brian Lorig, EVP, KLA Global Services, reported two tax-withholding dispositions of common stock dated August 4, 2026. KLA automatically withheld 3693.7110 and 11081.1310 shares at $182.7500 per share to cover taxes upon vesting of previously granted RSUs and PRSUs. Footnotes indicate his position includes 64,247.150 and 41,897.150 shares issuable upon vesting of RSUs.

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Insider Lorig Brian
Role EVP, KLA Global Services
Type Security Shares Price Value
Tax Withholding Common Stock F1, F2 3,693.711 $182.75 $675K
Tax Withholding Common Stock F3, F4 11,081.131 $182.75 $2.03M
Holdings After Transaction: Common Stock — 81,702.2189 shares (Direct)
Footnotes (4)
  1. F1. On August 4, 2022, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 4, 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 August 3, 2026.
  2. F2. The number of shares of KLA common stock includes 64,247.150 shares issuable upon vesting of RSUs.
  3. F3. On August 4, 2022, in addition to the RSUs granted that were subject to only service-based vesting conditions, the Reporting Person was also granted RSUs with both performance-based and service-based vesting conditions ("PRSUs") for a target number of shares of KLA common stock. On August 7, 2025, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to these PRSUs were satisfied. The remaining fifty percent (50%) of the PRSUs vested on August 4, 2026. 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 August 3, 2026.
  4. F4. The number of shares of KLA common stock includes 41,897.150 shares issuable upon vesting of RSUs.
Tax-withheld shares (RSUs) 3693.7110 shares Shares of common stock withheld on August 4, 2026 for taxes on RSU vesting
Tax-withheld shares (PRSUs) 11081.1310 shares Shares of common stock withheld on August 4, 2026 for taxes on PRSU vesting
Withholding reference price 182.7500 $/share Closing price on August 3, 2026 used as fair market value for tax withholding
RSUs issuable 64,247.150 shares Shares issuable upon vesting of RSUs referenced in footnote F2
Additional RSUs issuable 41,897.150 shares Shares issuable upon vesting of RSUs referenced in footnote F4
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.
performance-based and service-based vesting conditions financial
"granted RSUs with both performance-based and service-based vesting conditions ("PRSUs")"
PRSUs financial
"vesting conditions ("PRSUs") for a target number of shares"
A PRSU is a type of employee equity award that turns into actual company shares only if preset performance goals are met over a specified time. Think of it like a prize that only pays out when a team hits agreed targets; investors watch PRSUs because they tie management pay to results, can increase the number of shares outstanding when paid, and therefore affect shareholder value and incentives.
fair market value financial
"The fair market value of KLA common stock used for purposes"
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"

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FAQ

What transactions did KLA CORP (KLAC) EVP Brian Lorig report on August 4, 2026?
Brian Lorig reported two F-code tax-withholding dispositions of KLA CORP common stock. In both cases, shares were automatically withheld rather than sold in the market to satisfy tax liabilities triggered by the vesting of earlier restricted stock unit (RSU and PRSU) awards.

How many KLA CORP (KLAC) shares were withheld for Brian Lorig’s tax obligations?
KLA withheld 3693.7110 shares in one transaction and 11081.1310 shares in another. Both were priced at $182.7500 per share, reflecting the closing fair market value used to calculate the number of shares needed to cover required tax withholding.

What RSU grant underlies Brian Lorig’s August 4, 2026 tax withholding at KLA CORP (KLAC)?
On August 4, 2022, Brian Lorig received RSUs of KLA common stock, of which 25% vested on August 4, 2026. At vesting, KLA automatically withheld shares, valued using the August 3, 2026 closing price, to satisfy required tax withholding obligations on that RSU vesting.

What performance-based RSUs (PRSUs) vested for Brian Lorig at KLA CORP (KLAC)?
In addition to service-based RSUs, Lorig received PRSUs on August 4, 2022. KLA’s Board and Compensation and Talent Committee determined performance conditions were met on August 7, 2025, and the remaining 50% of those PRSUs vested on August 4, 2026, triggering further tax-related share withholding.

Was Brian Lorig’s KLA CORP (KLAC) Form 4 filed under a Rule 10b5-1 trading plan?
The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and the footnotes describe automatic tax withholding at vesting. The reported F-code transactions therefore reflect plan-defined tax withholding mechanics, not discretionary open-market buying or selling activity.
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*
Lorig Brian
(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, KLA Global Services
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026		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 Stock08/04/2026F3,693.711(1)D$182.7592,783.3499(2)D
Common Stock08/04/2026F11,081.131(3)D$182.7581,702.2189(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 4, 2022, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 4, 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 August 3, 2026.
2. The number of shares of KLA common stock includes 64,247.150 shares issuable upon vesting of RSUs.
3. On August 4, 2022, in addition to the RSUs granted that were subject to only service-based vesting conditions, the Reporting Person was also granted RSUs with both performance-based and service-based vesting conditions ("PRSUs") for a target number of shares of KLA common stock. On August 7, 2025, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to these PRSUs were satisfied. The remaining fifty percent (50%) of the PRSUs vested on August 4, 2026. 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 August 3, 2026.
4. The number of shares of KLA common stock includes 41,897.150 shares issuable upon vesting of RSUs.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Brian Lorig08/04/2026
** 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)

Source: View Original Filing on SEC EDGAR