STOCK REPURCHASE PROGRAM

自1997年7月以来,董事会作者ized the Company to systematically repurchase in the open market up to 72.8 million shares of its common stock under a repurchase program, including 10.0 million shares authorized in February 2011. This program was put into place to reduce the dilution from KLA-Tencor’s equity incentive plans and employee stock purchase plan, and to return excess cash to the Company’s stockholders. Subject to market conditions, applicable legal requirements and other factors, the repurchases will be made from time to time in the open market in compliance with applicable securities laws, including the Securities Exchange Act of 1934 and the rules promulgated thereunder such as Rule 10b-18. As of June 30, 2012 , 3.2 million shares were available for repurchase under the Company’s repurchase program.

Share repurchases for the indicated periods (based on the settlement date of the applicable repurchase) were as follows:

The Company had shares issued and outstanding of 249.5 million and 166.7 million , respectively, as of June 30, 2012 . As of June 30, 2011 , shares issued and outstanding were 244.3 million and 167.1 million , respectively. The difference between shares issued and outstanding is related to shares repurchased under various repurchase programs.