KLA SVP has shares withheld for RSU tax

KLA CORP executive Virendra A. Kirloskar, SVP & Chief Accounting Officer, reported two tax-withholding dispositions of common stock tied to restricted stock unit (RSU) vesting.

Rhea-AI Filing Summary

KLA CORP executive Virendra A. Kirloskar, SVP & Chief Accounting Officer, reported two tax-withholding dispositions of common stock tied to restricted stock unit (RSU) vesting. On August 1, 2026, 373.464 shares were withheld at a fair market value of $182.82 per share, when 25% of RSUs granted on August 1, 2024 vested.

On August 3, 2026, a further 730.185 shares were withheld at $182.82 per share as 25% of RSUs granted on August 3, 2023 vested. Footnotes state his share position includes 18,436.390 and 16,846.390 shares issuable upon future RSU vesting. The fair market value used for withholding was the July 31, 2026 closing price.

Insider Trade Summary

Tax Withholding: 1,103.649 shares

Tax Withholding 2 txns

Insider Kirloskar Virendra A

Role SVP & Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F3, F4	730.185	$182.82	$133K
Tax Withholding	Common Stock F1, F2	373.464	$182.82	$68K

Holdings After Transaction: Common Stock — 18,471.4209 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 18,436.390 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 16,846.390 shares issuable upon vesting of RSUs.

Key Figures

Shares withheld for taxes on 2026-08-01: 373.464 shares Shares withheld for taxes on 2026-08-03: 730.185 shares Total shares withheld for tax: 1103.649 shares +4 more

7 metrics

Shares withheld for taxes on 2026-08-01 373.464 shares Common stock withheld to cover tax on August 1, 2026 RSU vesting at $182.82 per share

Shares withheld for taxes on 2026-08-03 730.185 shares Common stock withheld to cover tax on August 3, 2026 RSU vesting at $182.82 per share

Total shares withheld for tax 1103.649 shares Sum of Form F tax-withholding dispositions reported across both RSU vesting dates

RSU-linked shares from 2024 grant 18,436.390 shares Shares of KLA common stock issuable upon vesting of RSUs from August 1, 2024 grant

RSU-linked shares from 2023 grant 16,846.390 shares Shares of KLA common stock issuable upon vesting of RSUs from August 3, 2023 grant

Portion of RSUs vested each date 25% Fraction of RSUs that vested on both August 1, 2026 and August 3, 2026

Fair market value per share $182.82 Closing price on July 31, 2026 used to calculate tax-withholding shares

Key Terms

restricted stock units ("RSUs"), vested, tax withholding, fair market value, +1 more

5 terms

restricted stock units ("RSUs") financial

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

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.

vested financial

"On August 3, 2026, twenty-five percent (25%) of the RSUs vested."

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."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did KLA CORP (KLAC) report for Virendra A. Kirloskar?

Virendra A. Kirloskar reported two tax-withholding dispositions of KLA common stock. A total of 1103.649 shares were withheld in connection with RSU vesting on August 1 and August 3, 2026, at a fair market value of $182.82 per share.

Were the KLAC shares in this Form 4 sold on the open market?

No. The reported Common Stock transactions are Form F code events, meaning shares were automatically withheld to satisfy required tax withholding upon RSU vesting, rather than discretionary open-market sales by the executive.

What RSU vesting events triggered the KLAC share withholdings?

On August 1, 2026, 25% of RSUs granted August 1, 2024 vested. On August 3, 2026, 25% of RSUs granted August 3, 2023 vested. In each case, KLA automatically withheld shares to cover required tax withholding at vesting.

What price was used to determine KLAC tax-withholding share amounts?

The number of shares withheld was based on the fair market value of KLA common stock, equal to the July 31, 2026 closing price of $182.82 per share, as stated in the RSU grant terms and footnotes.

How many KLA RSU-linked shares does Virendra A. Kirloskar still have outstanding?

Footnotes state his position includes 18,436.390 and 16,846.390 KLA shares issuable upon vesting of RSUs. These figures reflect shares tied to unvested RSUs and are in addition to already vested and outstanding common shares.

Were the KLAC insider transactions made under a Rule 10b5-1 trading plan?

No. The Form 4’s Rule 10b5-1 checkbox was not marked as affirming a trading plan, and the footnotes describe the transactions as automatic tax withholding upon RSU vesting, not discretionary plan-based trading.

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

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Available on EDGAR 08/03/2026 - 04:05 PM Accepted by SEC EDGAR 08/03/2026 - 04:05 PM Learn about SEC filing dates

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).

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)
08/01/2026

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	08/01/2026		F		373.464(1)	D	$182.82	19,201.6059(2)	D
Common Stock	08/03/2026		F		730.185(3)	D	$182.82	18,471.4209(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 18,436.390 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 16,846.390 shares issuable upon vesting of RSUs.

	/s/ Jeffrey S. Cannon, as attorney-in-fact for Virendra A. Kirloskar	08/03/2026
	** 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)