FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
KLA TENCOR CORP [ KLAC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 11/27/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/27/2013 | M | 2,500 | A | $40.68 | 6,039 | D | |||
Common Stock | 11/27/2013 | S | 2,500 | D | $63.913(1) | 3,539 | D | |||
Common Stock | 11/27/2013 | M | 2,500 | A | $44.76 | 6,039 | D | |||
Common Stock | 11/27/2013 | S | 2,500 | D | $63.894(2) | 3,539 | D | |||
Common Stock | 11/27/2013 | M | 2,500 | A | $40.24 | 6,039 | D | |||
Common Stock | 11/27/2013 | S | 2,500 | D | $63.881(3) | 3,539 | D | |||
Common Stock | 11/27/2013 | M | 1,250 | A | $55.88 | 4,789 | D | |||
Common Stock | 11/27/2013 | S | 1,250 | D | $63.871(4) | 3,539 | D | |||
Common Stock | 11/27/2013 | M | 1,250 | A | $56.79 | 4,789 | D | |||
Common Stock | 11/27/2013 | S | 1,250 | D | $63.857(5) | 3,539 | D | |||
Common Stock | 11/27/2013 | M | 1,250 | A | $52.84 | 4,789 | D | |||
Common Stock | 11/27/2013 | S | 1,250 | D | $63.867(6) | 3,539 | D | |||
Common Stock | 17,782 | I | By Trust(7) | |||||||
Common Stock - Restricted Stock Units(8) | 1,856 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Non-Qualified Stock Option (Right to Buy) | $40.68 | 11/27/2013 | M | 2,500 | (9) | 10/18/2014 | Common Stock | 2,500 | $0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $44.76 | 11/27/2013 | M | 2,500 | (10) | 01/25/2015 | Common Stock | 2,500 | $0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $40.24 | 11/27/2013 | M | 2,500 | (11) | 05/11/2015 | Common Stock | 2,500 | $0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $55.88 | 11/27/2013 | M | 1,250 | (12) | 05/01/2014 | Common Stock | 1,250 | $0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $56.79 | 11/27/2013 | M | 1,250 | (13) | 07/31/2014 | Common Stock | 1,250 | $0 | 0 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $52.84 | 11/27/2013 | M | 1,250 | (14) | 10/30/2014 | Common Stock | 1,250 | $0 | 0 | D |
Explanation of Responses: |
1. This transaction was executed in multiple trades at prices ranging from $63.88 to $63.94. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
2. This transaction was executed in multiple trades at prices ranging from $63.88 to $63.91. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
3. This transaction was executed in multiple trades at prices ranging from $63.87 to $63.90. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
4. This transaction was executed in multiple trades at prices ranging from $63.87 to $63.88. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
5. This transaction was executed in multiple trades at prices ranging from $63.84 to $63.87. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
6. This transaction was executed in multiple trades at prices ranging from $63.86 to $63.87. The price reported above reflects the weighted-average sales price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected. |
7. By The Stephen P. Kaufman Trust UAD 5/24/2002, of which the Reporting Person is a trustee and beneficiary. |
8. Each RSU represents a contingent right to receive one share of KLA-Tencor common stock. |
9. Represents a stock option granted on October 18, 2004, granting the Reporting Person the right to purchase up to 2,500 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on October 18, 2004. |
10. Represents a stock option granted on January 25, 2005, granting the Reporting Person the right to purchase up to 2,500 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on January 25, 2005. |
11. Represents a stock option granted on May 11, 2005, granting the Reporting Person the right to purchase up to 2,500 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on May 11, 2005. |
12. Represents a stock option granted on May 1, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on May 1, 2007. |
13. Represents a stock option granted on July 31, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on July 31, 2007. |
14. Represents a stock option granted on October 30, 2007, granting the Reporting Person the right to purchase up to 1,250 shares of KLA-Tencor common stock. All of the shares subject to this stock option vested immediately and were exercisable on October 30, 2007. |
Brian M. Martin as Attorney-in-Fact for Stephen P. Kaufman | 12/02/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |