Form 4: KLA Executive Brian Lorig Reports Stock Transactions Including ESPP Purchase and PRSU Vesting

KLA Corporation's EVP of Global Services, Brian Lorig, reported recent stock transactions including an employee stock purchase and the vesting of performance-based restricted stock units, with performance conditions exceeding target.

Summary

• Brian Lorig, EVP, KLA Global Services, acquired 39.269 shares of KLA Common Stock on June 30, 2025, at a price of $541.127 per share through the company's employee stock purchase plan.
• The purchase price of $541.127 represents 85% of KLA's common stock closing price on January 2, 2025, the first day of the offering period.
• On June 30, 2025, 2,198.180 shares of KLA common stock vested from performance-based restricted stock units (PRSUs) granted on August 4, 2022.
• The performance conditions for the first tranche of these PRSUs were satisfied at 131% of the target shares, as determined by KLA's Board of Directors and Compensation and Talent Committee on August 1, 2024.
• Following the vesting, 1,052.075 shares were automatically withheld at a price of $889.87 per share to cover required tax withholding.
• After these transactions, Brian Lorig beneficially owns 13,650.772 shares of KLA common stock, which includes 8,459.775 shares issuable upon vesting of other restricted stock units (RSUs).

Sentiment

Score: 7

Explanation: The sentiment is moderately positive due to the achievement of performance targets for executive compensation at 131% of the target, indicating strong underlying company performance relative to the set metrics. The other transactions are routine.

Positives

• The performance conditions for the first tranche of Brian Lorig's PRSUs were satisfied at 131% of the target shares, indicating strong company performance relative to the set metrics.

Future Outlook

The document primarily reports past transactions and the satisfaction of performance conditions for previously granted equity, with no explicit forward-looking statements or guidance on future company performance or strategy.

Management Comments

• KLA's Board of Directors and Compensation and Talent Committee determined on August 1, 2024, that the performance conditions applicable to the first tranche of PRSUs were satisfied at 131% of target shares.

Industry Context

This Form 4 filing reflects routine executive compensation practices within the semiconductor equipment industry, where equity awards like RSUs and PRSUs are common tools for aligning executive incentives with company performance and shareholder value. Employee stock purchase plans are also standard benefits.

Corporate Governance

Stakeholder Impact

• Shareholders: The vesting of PRSUs and the employee stock purchase plan transactions impact the outstanding share count and reflect the company's executive compensation structure, which aims to align management interests with shareholder value. The performance achievement for PRSUs could be viewed positively as it indicates strong company performance.

Key Dates

Keywords

KLA, KLAC, SEC Form 4, Insider Trading, Stock Purchase, Restricted Stock Units, Performance Shares, Executive Compensation, Employee Stock Purchase Plan