KLA CORP (KLAC) CAO Kirloskar reports RSU tax withholding and 2,405-share sale

Rhea-AI Filing Summary

KLA CORP executive Virendra A. Kirloskar, SVP & Chief Accounting Officer, reported two transactions in common stock on August 7, 2026. First, 520.591 shares were disposed of at $193.22 per share to cover required tax withholding upon vesting of previously granted RSUs. The same day, he sold 2,405 shares at $197.57 per share in a transaction effected under a Rule 10b5-1 trading plan adopted on February 18, 2026. A related footnote states that his holdings include 13,180.540 shares issuable upon vesting of RSUs.

Insider Trade Summary 10b5-1

Net Seller: 2,925.591 shares

Net Sell 2 txns

Insider Kirloskar Virendra A

Role SVP & Chief Accounting Officer

Sold 2,405 shs ($475K)

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	520.591	$193.22	$101K
Sale	Common Stock F3, F2	2,405	$197.57	$475K

Holdings After Transaction: Common Stock — 13,771.0399 shares (Direct)

Footnotes (3)

1. F1. On August 7, 2025, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 7, 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 6, 2026.
2. F2. The number of shares of KLA common stock includes 13,180.540 shares issuable upon vesting of RSUs.
3. F3. This sale was effected pursuant to the terms of a Rule 10b5-1 trading plan adopted by the Reporting Person on February 18, 2026.

Key Figures

Shares withheld for tax: 520.591 shares Tax-withholding price: $193.22 per share Shares sold: 2,405 shares +3 more

6 metrics

Shares withheld for tax 520.591 shares Common stock disposed to cover tax withholding on RSU vesting at $193.22 per share

Tax-withholding price $193.22 per share Fair market value used to calculate 520.591 shares withheld on August 7, 2026

Shares sold 2,405 shares Common stock sale on August 7, 2026 under a Rule 10b5-1 trading plan

Sale price $197.57 per share Per-share price for the 2,405 KLAC shares sold on August 7, 2026

RSUs issuable 13,180.540 shares Shares of KLA common stock issuable upon vesting of RSUs held by the insider

RSU vesting percentage 25% Portion of the August 7, 2025 RSU grant that vested on August 7, 2026

Key Terms

restricted stock units, Rule 10b5-1 trading plan, tax withholding, fair market value

4 terms

restricted stock units financial

"the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 10b5-1 trading plan regulatory

"This sale was effected pursuant to the terms of a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

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 number of shares"

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.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/10/2026 - 04:06 PM Accepted by SEC EDGAR 08/10/2026 - 04:05 PM Learn about SEC filing dates

FAQ

What insider stock transactions did KLAC executive Virendra Kirloskar report on August 7, 2026?

Virendra A. Kirloskar reported two KLAC transactions on August 7, 2026: 520.591 shares disposed to cover tax withholding at $193.22 per share and a separate sale of 2,405 shares at $197.57 per share.

Were Virendra Kirloskar’s KLAC stock sales made under a Rule 10b5-1 plan?

Yes. The 2,405-share KLAC sale at $197.57 on August 7, 2026 was effected under a Rule 10b5-1 trading plan adopted by Virendra A. Kirloskar on February 18, 2026.

How many KLAC shares were withheld from Virendra Kirloskar to cover taxes on RSU vesting?

To cover required tax withholding upon RSU vesting, 520.591 KLAC shares were automatically withheld on August 7, 2026, using a fair market value based on the August 6, 2026 closing price.

What KLAC RSU holdings does Virendra Kirloskar still have according to this Form 4?

A footnote states that Virendra A. Kirloskar’s position includes 13,180.540 KLAC shares issuable upon vesting of RSUs. These RSUs represent potential future common stock, separate from the shares sold or withheld.

What triggered the tax-withholding share disposition for KLAC insider Virendra Kirloskar?

The tax-withholding disposition followed RSUs granted on August 7, 2025. On August 7, 2026, 25% of those RSUs vested, and 520.591 KLAC shares were automatically withheld to satisfy required tax obligations.

SEC Form 4

FORM 4

UNITED 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).

X

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^*

Kirloskar Virendra A

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/07/2026		F		520.591(1)	D	$193.22	16,176.0399(2)	D
Common Stock	08/07/2026		S		2,405(3)	D	$197.57	13,771.0399(2)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On August 7, 2025, the Reporting Person was granted restricted stock units ("RSUs") of shares of KLA common stock. On August 7, 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 6, 2026.

2. The number of shares of KLA common stock includes 13,180.540 shares issuable upon vesting of RSUs.

3. This sale was effected pursuant to the terms of a Rule 10b5-1 trading plan adopted by the Reporting Person on February 18, 2026.

	/s/ Jeffrey S. Cannon, as attorney-in-fact for Virendra A. Kirloskar	08/10/2026
	** Signature of Reporting Person	Date
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)