STOCK TITAN
  1. Home
  2. Sec-filings
  3. KLAC
  4. [Form 4] KLA CORP Insider Trading Activity

KLA Corp (KLAC) executive awarded RSUs as PRSUs vest at maximum

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

Rhea-AI Filing Summary

KLA CORP President Ahmad A. Khan reported multiple equity-compensation events. On August 5, 2026 he received 24,410.853 RSUs vesting 25% annually. On August 6, 2026 performance-based RSUs granted in 2022 and 2023 vested at maximum, delivering 87,420 and 62,475.700 shares, while 52,646.871 shares were withheld at $192.800 per share to cover tax obligations.

Positive

  • None.

Negative

  • None.

Insights

Analyzing...

Insider Khan Ahmad A.
Role President, Semi. Prod. & Cust.
Type Security Shares Price Value
Grant/Award Common Stock F3, F4 87,420 $0.00 $0.00
Tax Withholding Common Stock F5, F6 21,671.418 $192.80 $4.18M
Grant/Award Common Stock F7, F8 62,475.7 $0.00 $0.00
Tax Withholding Common Stock F5, F6 30,975.453 $192.80 $5.97M
Grant/Award Common Stock F1, F2 24,410.853 $0.00 $0.00
Holdings After Transaction: Common Stock — 275,756.6039 shares (Direct)
Footnotes (8)
  1. F1. On August 5, 2026, the Reporting Person received a grant of RSUs. The RSUs vest 25% annually from the date of grant.
  2. F2. The number of shares of KLA common stock includes 93,674.613 shares issuable upon vesting of RSUs.
  3. F3. On August 3, 2023, in addition to the restricted stock units ("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 equal to 58,280.000 shares of KLA common stock. The maximum number of shares issuable under these PRSUs is 150% of the target shares if KLA's free cash flow relative to its peers was at the 75th percentile or greater for the three years in the period ended June 30, 2026. On August 6, 2026, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to these PRSUs were satisfied at the maximum level. Fifty percent (50%) of the PRSUs will vest today, August 6, 2026, and the remaining fifty percent (50%) of the PRSUs will vest on August 3, 2027, subject to the continued service of the Reporting Person.
  4. F4. The number of shares of KLA common stock includes 181,094.913 shares issuable upon vesting of RSUs.
  5. F5. 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 5, 2026.
  6. F6. The number of shares of KLA common stock includes 137,384.613 shares issuable upon vesting of RSUs.
  7. F7. On August 4, 2022, the Reporting Person was granted PRSUs divided into three tranches. On August 6, 2026, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to the third tranche of these PRSUs were satisfied. On August 6, 2026, 62,475.700 shares vested.
  8. F8. The number of shares of KLA common stock includes 199,860.313 shares issuable upon vesting of RSUs.
RSUs granted 24,410.853 shares Grant of RSUs to Ahmad A. Khan on August 5, 2026; vest 25% annually from grant.
PRSUs target grant 58,280.000 shares Target number of PRSUs granted on August 3, 2023, tied to free cash flow performance relative to peers.
Maximum PRSU payout 150% of target shares Maximum shares issuable under 2023 PRSUs if performance conditions were met at the highest level.
PRSUs vested at maximum 87,420.000 shares Shares vested on August 6, 2026 from 2023 PRSUs after performance conditions were satisfied at maximum.
Third tranche PRSUs vested 62,475.700 shares Third tranche of PRSUs from August 4, 2022 grant vested on August 6, 2026.
Shares withheld for taxes 52,646.871 shares Total KLA shares automatically withheld at vesting to cover required tax withholding.
Tax withholding price $192.800 per share Fair market value used to calculate tax withholding, based on August 5, 2026 closing price.
restricted stock units ("RSUs") financial
"On August 5, 2026, the Reporting Person received a grant of 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
"granted RSUs with both performance-based and service-based vesting conditions ("PRSUs")"
PRSUs financial
"the Reporting Person was also granted RSUs with both performance-based and service-based vesting conditions ("PRSUs")"
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.
free cash flow financial
"if KLA's free cash flow relative to its peers was at the 75th percentile or greater"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Compensation and Talent Committee financial
"KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions"

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 4 Insider Transactions: What Each Field Means →

FAQ

What equity awards did KLA (KLAC) grant to Ahmad A. Khan in August 2026?
Ahmad A. Khan received a grant of 24,410.853 RSUs on August 5, 2026, which vest 25% annually from the grant date. In addition, performance-based RSUs granted in 2022 and 2023 vested on August 6, 2026, increasing his KLA equity holdings.

Why did performance-based RSUs vest at maximum for KLA (KLAC) executive Ahmad A. Khan?
PRSUs granted on August 3, 2023 were tied to free cash flow relative to peers. On August 6, 2026, KLA’s Board and Compensation and Talent Committee determined that the performance conditions were satisfied at the maximum level, triggering vesting at the 150% maximum payout.

How many KLA (KLAC) shares were withheld for Ahmad A. Khan’s tax obligations?
In total, 52,646.871 shares of KLA common stock were automatically withheld at vesting to cover required tax withholding. The fair market value used to calculate the withheld shares was $192.800 per share, based on the August 5, 2026 closing price.

What is the vesting schedule for Ahmad A. Khan’s new RSUs at KLA (KLAC)?
The RSUs granted to Ahmad A. Khan on August 5, 2026, covering 24,410.853 shares, vest 25% annually from the grant date. This structure spreads vesting over four years, conditioned on his continued service with KLA.

When will remaining PRSUs for KLA (KLAC) executive Ahmad A. Khan vest?
For the August 3, 2023 PRSU grant, 50% of the maximum payout vested on August 6, 2026. The remaining 50% is scheduled to vest on August 3, 2027, subject to Ahmad A. Khan’s continued service with the company.
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)
08/05/2026		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 Stock08/05/2026A24,410.853(1)A$0178,507.7749(2)D
Common Stock08/06/2026A87,420(3)A$0265,927.7749(4)D
Common Stock08/06/2026F21,671.418(5)D$192.8244,256.3569(6)D
Common Stock08/06/2026A62,475.7(7)A$0306,732.0569(8)D
Common Stock08/06/2026F30,975.453(5)D$192.8275,756.6039(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. On August 5, 2026, the Reporting Person received a grant of RSUs. The RSUs vest 25% annually from the date of grant.
2. The number of shares of KLA common stock includes 93,674.613 shares issuable upon vesting of RSUs.
3. On August 3, 2023, in addition to the restricted stock units ("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 equal to 58,280.000 shares of KLA common stock. The maximum number of shares issuable under these PRSUs is 150% of the target shares if KLA's free cash flow relative to its peers was at the 75th percentile or greater for the three years in the period ended June 30, 2026. On August 6, 2026, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to these PRSUs were satisfied at the maximum level. Fifty percent (50%) of the PRSUs will vest today, August 6, 2026, and the remaining fifty percent (50%) of the PRSUs will vest on August 3, 2027, subject to the continued service of the Reporting Person.
4. The number of shares of KLA common stock includes 181,094.913 shares issuable upon vesting of RSUs.
5. 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 5, 2026.
6. The number of shares of KLA common stock includes 137,384.613 shares issuable upon vesting of RSUs.
7. On August 4, 2022, the Reporting Person was granted PRSUs divided into three tranches. On August 6, 2026, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to the third tranche of these PRSUs were satisfied. On August 6, 2026, 62,475.700 shares vested.
8. The number of shares of KLA common stock includes 199,860.313 shares issuable upon vesting of RSUs.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Ahmad A. Khan08/07/2026
** 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