0001628280-15-007001.txt : 20150908 0001628280-15-007001.hdr.sgml : 20150907 20150908195028 ACCESSION NUMBER: 0001628280-15-007001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150903 FILED AS OF DATE: 20150908 DATE AS OF CHANGE: 20150908 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: ONE TECHNOLOGY DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 4088756000 MAIL ADDRESS: STREET 1: ONE TECHNOLOGY DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 FORMER COMPANY: FORMER CONFORMED NAME: KLA INSTRUMENTS CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Higgins Bren D. CENTRAL INDEX KEY: 0001582049 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-09992 FILM NUMBER: 151097783 MAIL ADDRESS: STREET 1: ONE TECHNOLOGY DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 4 1 wf-form4_144175621833955.xml FORM 4 X0306 4 2015-09-03 0 0000319201 KLA TENCOR CORP KLAC 0001582049 Higgins Bren D. C/O KLA-TENCOR CORPORATION ONE TECHNOLOGY DRIVE MILPITAS CA 95035 0 1 0 0 EVP & Chief Financial Officer Common Stock - Restricted Stock Units 2015-09-03 4 A 0 3925 0 A 36188 D Common Stock 2015-09-07 4 M 0 1963 0 A 2530 D Common Stock 2015-09-07 4 F 0 738 47.54 D 1792 D Common Stock 2015-09-07 4 M 0 785 0 A 2577 D Common Stock 2015-09-07 4 F 0 410 47.54 D 2167 D Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock. On September 7, 2012, in addition to the RSUs granted on that date that were subject only to service-vesting requirements (which RSUs were previously reported on Form 4), the Reporting Person was also granted RSUs covering up to 3,140 shares of KLA-Tencor common stock, subject to both performance-vesting and service-vesting requirements. Following the completion of KLA-Tencor's audited financial statements for the 2015 fiscal year, on September 3, 2015 the Compensation Committee of KLA-Tencor's Board of Directors determined the level at which the corporate performance goals were attained and, based on the assessment, determined that the number of shares subject to the RSUs is 3,925. The Reporting Person vested fifty percent (50%) of the performance-based RSUs upon the date on which the Compensation Committee of KLA-Tencor's Board of Directors determined the level at which the underlying performance goals were attained (September 3, 2015) and will vest in the remaining fifty percent (50%) upon his completion of four years of service following the grant date of the award (September 7, 2012). The shares of common stock will be issued as the performance-based RSUs vest. 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. Reflects an increase of 3,925 RSUs in connection with the determination of the level at which the September 7, 2012 performance-based RSUs were attained, less the fifty percent (50%) of such award that vested upon such assessment, as described in footnote 3. As noted in Footnote 2, on September 7, 2012, the Reporting Person received a grant of performance-based RSUs that, following the completion of fiscal year 2015, was determined by the Compensation Committee of KLA-Tencor's Board of directors (on September 3, 2015) to cover 3,925 shares of KLA-Tencor common stock. On September 7, 2015, the Reporting Person vested in fifty percent (50%) of such performance-based RSUs. Pursuant to such terms of the September 7, 2012 RSU grant, 738 shares of KLA-Tencor common stock were automatically withheld on the vesting date to cover required tax withholding. Because the vesting date of such RSUs occurred on a day on which the NASDAQ Stock Market was closed for trading, 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 last completed trading day immediately prior to such vesting date. On September 7, 2012, the Reporting Person received a grant of restricted stock units covering 3,140 shares of KLA-Tencor common stock. On September 7, 2015, the Reporting Person vested in twenty-five percent (25%) of such RSUs. Pursuant to such terms of the September 7, 2012 RSU grant, 410 shares of KLA-Tencor common stock were automatically withheld on the vesting date to cover required tax withholding. Because the vesting date of such RSUs occurred on a day on which the NASDAQ Stock Market was closed for trading, 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 last completed trading day immediately prior to such vesting date. Teri Little as Attorney-in-Fact for Bren D. Higgins 2015-09-08