0001181431-11-044266.txt : 20110805 0001181431-11-044266.hdr.sgml : 20110805 20110805191738 ACCESSION NUMBER: 0001181431-11-044266 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110803 FILED AS OF DATE: 20110805 DATE AS OF CHANGE: 20110805 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DENTINGER MARK P CENTRAL INDEX KEY: 0001264142 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-09992 FILM NUMBER: 111015372 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KLA TENCOR CORP CENTRAL INDEX KEY: 0000319201 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 042564110 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 160 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4084344200 MAIL ADDRESS: STREET 1: 160 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95161-9055 FORMER COMPANY: FORMER CONFORMED NAME: KLA INSTRUMENTS CORP DATE OF NAME CHANGE: 19920703 4 1 rrd319150.xml AUGUST RSU VESTING X0304 4 2011-08-03 0 0000319201 KLA TENCOR CORP KLAC 0001264142 DENTINGER MARK P C/O KLA-TENCOR CORPORATION ONE TECHNOLOGY DRIVE MILPITAS CA 95035 0 1 0 0 EVP & Chief Financial Officer Common Stock 2011-08-03 4 A 0 10000 A 11284 D Common Stock 2011-08-03 4 F 0 3669 39.08 D 7615 D Common Stock 2011-08-03 4 A 0 10000 A 17615 D Common Stock 2011-08-03 4 F 0 3669 39.08 D 13946 D Common Stock 2011-08-03 4 A 0 21500 A 35446 D Common Stock 2011-08-03 4 F 0 9478 39.08 D 25968 D Common Stock - Restricted Stock Units 2011-08-04 4 A 0 13250 0 A 92900 D On August 3, 2009, Mr. Dentinger received a grant of restricted stock units ("RSUs") covering 20,000 shares of KLA-Tencor common stock. On August 3, 2011, Mr. Dentinger vested in fifty percent (50%) of such RSUs. Includes 607 shares acquired by Mr. Dentinger under the KLA-Tencor Employee Stock Purchase Plan on June 30, 2011. Pursuant to the terms of the August 3, 2009 RSU grant, 3,669 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA-Tencor common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA-Tencor common stock as reported on the NASDAQ Stock Market on such vesting date. On August 3, 2009, Mr. Dentinger received a grant of performance-based RSUs that, following the completion of fiscal year 2010, were determined by the Compensation Committee of KLA-Tencor's Board of Directors (in August 2010) to cover, based on KLA-Tencor's financial performance during fiscal year 2010, 20,000 shares of KLA-Tencor common stock. On August 3, 2011, Mr. Dentinger vested in fifty percent (50%) of such performance-based RSUs. Pursuant to the terms of the August 3, 2009 performance-based RSU grant, 3,669 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA-Tencor common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA-Tencor common stock as reported on the NASDAQ Stock Market on such vesting date. On August 3, 2009, Mr. Dentinger received a supplemental grant of RSUs covering 43,000 shares of KLA-Tencor common stock. On August 3, 2011, Mr. Dentinger vested in fifty percent (50%) of such RSUs. Pursuant to the terms of the August 3, 2009 supplemental RSU grant, 9,478 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding. The fair market value of KLA-Tencor common stock used for purposes of calculating the number of shares to be withheld was the closing price of KLA-Tencor common stock as reported on the NASDAQ Stock Market on such vesting date. Each RSU represents a contingent right to receive one share of KLA-Tencor common stock. Represents a grant of RSUs subject only to service-vesting requirements. Mr. Dentinger will vest in fifty percent (50%) of the RSUs upon his completion of two years of service with KLA-Tencor measured from the grant date (August 4, 2011) and will vest in the remaining fifty percent (50%) upon his completion of an additional two years of service thereafter. The shares of common stock will be issued as the RSUs vest. Does not include performance-based RSUs, if any, held by Mr. Dentinger for which an assessment has not yet been made regarding the achievement of the applicable performance goals. Any such holdings will be reported on Form 4 within two business days of the date such assessment is made. Brian M. Martin as Attorney-in-Fact for Mark P. Dentinger 2011-08-05