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KLA Corp (KLAC) EVP withholds RSU shares to pay taxes on vesting

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

Rhea-AI Filing Summary

KLA Corp executive Brian Lorig, EVP KLA Global Services, reported two tax-withholding dispositions of common stock tied to restricted stock unit (RSU) vesting. On August 1, 2026, 3004.549 shares and on August 3, 2026, 3282.197 shares were automatically withheld at $182.82 per share to cover required taxes as 25% of RSU grants from 2024 and 2023 vested. His share position also includes 78,317.150 and 71,697.150 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 F3, F4 3,282.197 $182.82 $600K
Tax Withholding Common Stock F1, F2 3,004.549 $182.82 $549K
Holdings After Transaction: Common Stock — 96,477.0609 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 78,317.150 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 71,697.150 shares issuable upon vesting of restricted stock units RSUs.
Tax-withheld shares on August 1, 2026 3004.5490 shares Common stock withheld to cover tax on RSU vesting dated August 1, 2026
Tax-withheld shares on August 3, 2026 3282.1970 shares Common stock withheld to cover tax on RSU vesting dated August 3, 2026
RSU shares issuable (August 1 footnote) 78,317.150 shares Shares issuable upon vesting of RSUs referenced in footnote F2
RSU shares issuable (August 3 footnote) 71,697.150 shares Shares issuable upon vesting of RSUs referenced in footnote F4
Fair market value used for tax withholding $182.8200 per share Closing price on July 31, 2026 used to calculate withheld shares
restricted stock units financial
"On August 1, 2024, the Reporting Person was granted restricted stock units"
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.
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"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transactions did KLA Corp (KLAC) report for executive Brian Lorig?
Brian Lorig reported two tax-withholding dispositions of KLA common stock. On August 1, 2026, 3004.549 shares and on August 3, 2026, 3282.197 shares were automatically withheld to cover required taxes on vested restricted stock units.

Were Brian Lorig’s recent KLA (KLAC) transactions open-market stock sales?
No. Both transactions are coded F, meaning shares were withheld to satisfy tax liabilities on vested restricted stock units. The information shows no open-market purchases or sales in this Form 4.

Which RSU grants underlie Brian Lorig’s KLAC tax-withholding transactions?
The August 1, 2026 withholding relates to RSUs granted August 1, 2024, and the August 3, 2026 withholding relates to RSUs granted August 3, 2023. In each case, twenty-five percent of the RSUs vested and shares were withheld for taxes.

How many RSU-based shares does Brian Lorig have linked to KLAC stock after these events?
Footnotes state his holdings include 78,317.150 shares and 71,697.150 shares of KLA common stock issuable upon vesting of restricted stock units, in connection with the reported RSU grants.

Are Brian Lorig’s KLAC transactions identified as under a Rule 10b5-1 trading plan?
The Form 4’s Rule 10b5-1 checkbox is not marked as affirming a trading plan. The disclosure does not indicate that these tax-withholding transactions were executed pursuant to a Rule 10b5-1 arrangement.
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)
08/01/2026		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 Stock08/01/2026F3,004.549(1)D$182.8299,759.2579(2)D
Common Stock08/03/2026F3,282.197(3)D$182.8296,477.0609(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 78,317.150 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 71,697.150 shares issuable upon vesting of restricted stock units RSUs.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Brian Lorig08/03/2026
** 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)

Source: View Original Filing on SEC EDGAR