Mary Beth Wilkinson - Jun 30, 2025 Form 4 Insider Report for KLA CORP (KLAC)

Role
EVP, CLO and Secretary
Signature
/s/ Jeffrey S. Cannon, as attorney-in-fact for Mary Beth Wilkinson
Stock symbol
KLAC
Transactions as of
Jun 30, 2025
Transactions value $
-$1,957,495
Form type
4
Date filed
7/2/2025, 04:05 PM
Previous filing
Aug 6, 2024
Next filing
Aug 5, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Wilkinson Mary Beth EVP, CLO and Secretary ONE TECHNOLOGY DRIVE, MILPITAS /s/ Jeffrey S. Cannon, as attorney-in-fact for Mary Beth Wilkinson 2025-07-02 0001691769

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KLAC Common Stock Tax liability -$781K -878 -9.44% $889.87 8.42K Jun 30, 2025 Direct F1, F2, F3
transaction KLAC Common Stock Sale -$1.18M -1.32K -15.68% $891.16 7.1K Jun 30, 2025 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 On August 4, 2022, the reporting person was granted RSUs with both performance-based and service-based vesting conditions ("PRSUs") divided into three tranches. The first tranche was for a target number of shares equal to 1,678.000 shares of KLA common stock. The maximum number of shares issuable under the first tranche of these PRSUs is 250% of the target shares if the sum of KLA's non-GAAP earnings per diluted share for fiscal year 2023 and fiscal year 2024 equaled or exceeded $56.62. On August 1, 2024, KLA's Board of Directors and Compensation and Talent Committee determined that the performance conditions applicable to the first tranche of these PRSUs were satisfied at 131% of target shares. The first tranche of these PRSUs (2,198.180) vested on June 30, 2025, and were subject to the continued service of the reporting person.
F2 Pursuant to the terms of the grant, shares of KLA common stock were automatically withheld to cover required tax withholding on the 2,198.180 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 30, 2025.
F3 The number of shares of KLA common stock includes 7,096.194 shares issuable upon vesting of restricted stock units ("RSUs").
F4 This sale was effected pursuant to the terms of a Rule 10b5-1 trading plan adopted by the Reporting Person on February 7, 2025.