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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIESFiled pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 体育rsons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Khan Ahmad A. ONE TECHNOLOGY DRIVE MILPITAS, CA 95035 |
President, Semi Proc. Control | |||
| /s/ Jeffrey Cannon as Attorney-in-Fact for Ahmad A. Khan | 08/09/2021 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person,seeInstruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations.See18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA common stock. |
| (2) | On August 5, 2021, the Reporting Person received a grant of RSUs. The RSUs vest 25% annually from the date of grant. |
| (3) | Does not include performance-based RSUs, if any, held by the Reporting Person for which an assessment has not yet been made regarding the achievement of the applicable performance goals. Any such holdings will be reported on a Form 4 within two business days of the date such assessment is made. |
| (4) | 2018年8月2日,除了限制on that date that were subject only to service-vesting requirements (which RSUs were previously reported on a Form 4), the Reporting Person was alsogranted RSUs covering up to a maximum of 18,967 shares (based on 150% of the target shares of 12,645) of KLA common stock, subject to both performance-vesting and service-vesting requirements. On August5, 2021, the Compensation Committee of KLA's Board of Directors determined the level at which the corporate performance goals were attained and, based on the assessment, determined that the number ofshares subject to the RSUs is 16,944. |
| (5) | The Reporting Person vested fifty percent (50%) of the performance-based RSUs upon the date on which the Compensation Committee of KLA's Board of Directors determined the level at which theunderlying performance goals were attained (August 5, 2021) and will vest in the remaining fifty percent (50%) upon his completion of four years of service following the award (August 2, 2022). The shares ofcommon stock will be issued as the performance-based RSUs vest. |
| (6) | 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 ofcalculating the number of shares to be withheld was the closing price of KLA common stock as reported on August 5, 2021. |