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KLA (NASDAQ: KLAC) executive logs RSU vesting, ESPP buy and updated holdings

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

KLA CORP executive Ahmad A. Khan reported routine equity compensation activity involving company common stock. On June 30, 2026, 61,651.800 shares from performance-based and service-based RSUs vested, and 30,566.963 shares were automatically withheld to cover required tax withholding at a value of $278.39 per share, rather than sold on the open market.

On the same date, Khan also recorded an "other" transaction of 196.1599 shares at $108.33 per share, which footnotes describe as purchased under KLA’s employee stock purchase plan. Following these updates, he directly holds 227,428.6799 shares of KLA common stock, including 155,517.880 shares issuable upon vesting of RSUs.

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Insider Khan Ahmad A.
Role President, Semi. Prod. & Cust.
Type Security Shares Price Value
Other Common Stock 196.16 $108.33 $21K
Tax Withholding Common Stock 30,566.963 $278.39 $8.51M
Holdings After Transaction: Common Stock — 227,428.68 shares (Direct, null)
Footnotes (1)
  1. Purchased under the registrant's employee stock purchase plan. Represents 85% of the closing price of the registrant's common stock on January 2, 2026, the first day of the offering period under the employee stock purchase plan. The number of shares of KLA common stock includes 217,169.680 shares issuable upon vesting of restricted stock units ("RSUs"). On August 4, 2022, the reporting person was granted RSUs with both performance-based and service-based vesting conditions ("PRSUs") divided into three tranches. On August 7, 2025, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to the second tranche of these PRSUs were satisfied. On June 30, 2026, 61,651.800 shares vested. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld to cover required tax withholding on the 61,651.800 shares of KLA common stock that vested. 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 June 29, 2026. The number of shares of KLA common stock includes 155,517.880 shares issuable upon vesting of RSUs.
Tax withholding shares 30,566.963 shares Shares withheld to cover required tax withholding on June 30, 2026
Tax withholding price $278.39 per share Fair market value used to calculate shares withheld on June 29, 2026
RSU shares vested 61,651.800 shares PRSUs with performance and service conditions that vested on June 30, 2026
ESPP purchase 196.1599 shares at $108.33 Shares purchased under employee stock purchase plan at 85% of closing price
Post-transaction holdings 227,428.6799 shares Total KLA common shares directly held after reported transactions
Unvested RSUs included 155,517.880 shares Shares issuable upon vesting of restricted stock units included in holdings
employee stock purchase plan financial
"Purchased under the registrant's employee stock purchase plan."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
restricted stock units ("RSUs") financial
"includes 217,169.680 shares issuable upon vesting of restricted stock units ("RSUs")."
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
"RSUs with both performance-based and service-based vesting conditions ("PRSUs") divided into three tranches."
PRSUs financial
"performance-based and service-based vesting conditions ("PRSUs") divided into three tranches."
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.
tax withholding financial
"shares of KLA common stock were automatically withheld to cover required tax withholding on the 61,651.800 shares"
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.
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Form 4 Insider Transactions: What Each Field Means →
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*
Khan Ahmad 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)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Semi. Prod. & Cust.
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026		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 Stock06/30/2026JV196.1599(1)A$108.33(2)227,428.6799(3)D
Common Stock06/30/2026F30,566.963(4)(5)D$278.39196,861.7169(6)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. Purchased under the registrant's employee stock purchase plan.
2. Represents 85% of the closing price of the registrant's common stock on January 2, 2026, the first day of the offering period under the employee stock purchase plan.
3. The number of shares of KLA common stock includes 217,169.680 shares issuable upon vesting of restricted stock units ("RSUs").
4. On August 4, 2022, the reporting person was granted RSUs with both performance-based and service-based vesting conditions ("PRSUs") divided into three tranches. On August 7, 2025, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to the second tranche of these PRSUs were satisfied. On June 30, 2026, 61,651.800 shares vested.
5. Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld to cover required tax withholding on the 61,651.800 shares of KLA common stock that vested. 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 June 29, 2026.
6. The number of shares of KLA common stock includes 155,517.880 shares issuable upon vesting of RSUs.
Remarks:
Adjusted to reflect a ten-for-one stock split of the registrant's common stock effective after market close on June 11, 2026.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Ahmad A. Khan07/02/2026
** 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

FAQ

What did KLA (KLAC) executive Ahmad A. Khan report in this Form 4?

Ahmad A. Khan reported routine equity compensation activity, including RSU vesting with tax withholding and a small purchase under KLA’s employee stock purchase plan. These entries reflect compensation mechanics rather than open-market buying or selling of KLAC shares.

How many KLA (KLAC) shares were withheld for taxes in Ahmad A. Khan’s filing?

Khan had 30,566.963 KLA common shares withheld to cover required tax obligations when 61,651.800 restricted stock unit shares vested. The withholding used a fair market value of $278.39 per share based on the closing price reported on June 29, 2026.

What RSU vesting did Ahmad A. Khan report for KLA (KLAC)?

Khan reported vesting of 61,651.800 KLA shares from performance-based and service-based RSUs granted in 2022. These shares related to the second tranche of PRSUs for which KLA’s board previously determined performance conditions were satisfied before the June 30, 2026 vesting date.

How many KLA (KLAC) shares does Ahmad A. Khan hold after these transactions?

After the reported transactions, Khan directly holds 227,428.6799 KLA common shares. This total includes 155,517.880 shares issuable upon future vesting of restricted stock units, reflecting both currently owned stock and unvested equity awards tied to his compensation.

What is the employee stock purchase plan activity for KLA (KLAC) in this Form 4?

The Form 4 shows Khan acquired 196.1599 KLA shares under the company’s employee stock purchase plan. The purchase price equaled 85% of the closing price on January 2, 2026, the first day of the offering period, consistent with the plan’s discounted purchase feature.