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KLA EVP Lorig reports RSU vesting and tax withholding

Brian Lorig, EVP of KLA Global Services, reported equity compensation activity in KLA common stock.

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

Rhea-AI Filing Summary

Brian Lorig, EVP of KLA Global Services, reported equity compensation activity in KLA common stock. On August 5–6, 2026 he acquired shares through RSU and PRSU awards, including 39735.0000 PRSU-related shares tied to maximum performance achievement, 24987.3000 shares from a 2022 PRSU tranche that vested, and 15960.9420 RSUs that vest 25% annually. On August 6, 9854.0250 and 12388.7040 shares were automatically withheld at $192.8000 per share to cover tax withholding. After these events, his reported holdings include substantial unvested RSU positions, such as 102,705.392 shares issuable upon future vesting.

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Insider Lorig Brian
Role EVP, KLA Global Services
Type Security Shares Price Value
Grant/Award Common Stock F3, F4 39,735 $0.00 $0.00
Tax Withholding Common Stock F5, F6 9,854.025 $192.80 $1.90M
Grant/Award Common Stock F7, F8 24,987.3 $0.00 $0.00
Tax Withholding Common Stock F5, F6 12,388.704 $192.80 $2.39M
Grant/Award Common Stock F1, F2 15,960.942 $0.00 $0.00
Holdings After Transaction: Common Stock — 140,142.7319 shares (Direct)
Footnotes (8)
  1. F1. On August 6, 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 57,858.092 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 26,490.000 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 97,593.092 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 77,718.092 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, 24,987.300 shares vested.
  8. F8. The number of shares of KLA common stock includes 102,705.392 shares issuable upon vesting of RSUs.
RSU grant shares 15960.9420 shares RSUs granted to Brian Lorig on August 6, 2026, vesting 25% annually
PRSUs performance shares credited 39735.0000 shares Common stock acquired in connection with August 3, 2023 PRSUs after maximum performance certification on August 6, 2026
2022 PRSU tranche vested 24987.3000 shares Third tranche of PRSUs granted August 4, 2022 that vested on August 6, 2026
Shares withheld for taxes (lot 1) 9854.0250 shares Common shares automatically withheld at vesting on August 6, 2026 to cover tax withholding at $192.8000 per share
Shares withheld for taxes (lot 2) 12388.7040 shares Additional common shares automatically withheld on August 6, 2026 for tax withholding at $192.8000 per share
Total shares withheld for taxes 22242.729 shares Aggregate shares reported under code F transactions for tax withholding purposes
Unvested RSUs after transactions 102,705.392 shares Number of KLA shares issuable upon vesting of RSUs referenced in footnote F8
restricted stock units ("RSUs") financial
"On August 6, 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.
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.
performance-based and service-based vesting conditions financial
"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"
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.
fair market value financial
"The fair market value of KLA common stock used for purposes of calculating the number of shares to be withheld"
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.

FAQ

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

What equity awards did KLA (KLAC) executive Brian Lorig report for August 2026?
Brian Lorig reported equity compensation activity involving RSUs and PRSUs. He acquired 39,735.0000 PRSU-related shares, 24,987.3000 shares from a 2022 PRSU tranche, and 15,960.9420 new RSUs that vest 25% annually from the August 6, 2026 grant date.

How many KLA (KLAC) shares were withheld from Brian Lorig to cover taxes?
On August 6, 2026, a total of 9,854.0250 and 12,388.7040 KLA common shares were automatically withheld. These 22,242.729 shares were withheld at $192.8000 per share to satisfy required tax withholding on the vesting equity awards.

What are the terms of Brian Lorig’s new RSU grant at KLA (KLAC)?
Brian Lorig received a new RSU grant covering 15,960.9420 shares of KLA common stock. According to the disclosure, these RSUs vest 25% annually from the August 6, 2026 grant date, providing four equal annual vesting installments, subject to continued service.

How were Brian Lorig’s performance-based PRSUs at KLA (KLAC) determined and vested?
A PRSU award granted August 4, 2022 had three tranches; on August 6, 2026, 24,987.3000 shares in the third tranche vested. Separately, an August 3, 2023 PRSU grant with a 26,490.000-share target was certified at the maximum 150% performance level.

What ongoing unvested RSU positions does Brian Lorig report at KLA (KLAC)?
After the reported August 2026 transactions, the disclosed positions include 57,858.092, 77,718.092, 97,593.092 and 102,705.392 KLA shares issuable upon future vesting of RSUs. These figures refer to shares underlying unvested RSUs, not already-issued common stock.

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

Form 4 Insider Transactions: What Each Field Means →
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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)
08/05/2026		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 Stock08/05/2026A15,960.942(1)A$097,663.1609(2)D
Common Stock08/06/2026A39,735(3)A$0137,398.1609(4)D
Common Stock08/06/2026F9,854.025(5)D$192.8127,544.1359(6)D
Common Stock08/06/2026A24,987.3(7)A$0152,531.4359(8)D
Common Stock08/06/2026F12,388.704(5)D$192.8140,142.7319(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 6, 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 57,858.092 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 26,490.000 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 97,593.092 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 77,718.092 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, 24,987.300 shares vested.
8. The number of shares of KLA common stock includes 102,705.392 shares issuable upon vesting of RSUs.
/s/ Jeffrey S. Cannon, as attorney-in-fact for Brian Lorig08/07/2026
** 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

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