0001628280-19-001763.txt : 20190222 0001628280-19-001763.hdr.sgml : 20190222 20190222163403 ACCESSION NUMBER: 0001628280-19-001763 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190220 FILED AS OF DATE: 20190222 DATE AS OF CHANGE: 20190222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Levy Asher CENTRAL INDEX KEY: 0001767689 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-09992 FILM NUMBER: 19626169 MAIL ADDRESS: STREET 1: ONE TECHNOLOGY DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 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 4 1 wf-form4_155087122906886.xml FORM 4 X0306 4 2019-02-20 0 0000319201 KLA TENCOR CORP KLAC 0001767689 Levy Asher ONE TECHNOLOGY DRIVE MILPITAS CA 95035 0 1 0 0 CEO - Orbotech Ltd. Common Stock 2019-02-20 4 A 0 26273 0 A 26273 D Common Stock 2019-02-20 4 A 0 317 0 A 26590 D Common Stock 2019-02-20 4 A 0 757 0 A 27347 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 16715 0 A 16715 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 2985 0 A 19700 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 995 0 A 20695 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 3338 0 A 24033 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 1390 0 A 25423 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 6676 0 A 32099 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 5575 0 A 37674 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 2323 0 A 39997 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 2911 0 A 42908 D Common Stock - Restricted Stock Units 2019-02-20 4 A 0 1213 0 A 44121 D Non-Qualified Stock Option (Right to Buy) 103.05 2019-02-20 4 A 0 2576 0 A 2020-06-21 2025-06-20 Common Stock 2576.0 2576 D Non-Qualified Stock Option (Right to Buy) 53.81 2019-02-20 4 A 0 4901 0 A 2019-06-29 2024-06-28 Common Stock 4901.0 4901 D Non-Qualified Stock Option (Right to Buy) 44.94 2019-02-20 4 A 0 3174 0 A 2019-09-12 2023-09-11 Common Stock 3174.0 3174 D Received in exchange for 105,095 ordinary shares of Orbotech Ltd. in connection with the merger (the "Merger") of Tiburon Merger Sub Technologies Ltd. with and into Orbotech Ltd. Pursuant to the agreement governing the merger, each Orbotech ordinary share is entitled to receive $38.86 and 0.25 of a share of KLA-Tencor Corporation common stock, with cash in lieu of a fractional share. Received in exchange for 1,666 vested options to purchase Orbotech Ltd. ordinary shares at an exercise price of $15.57 per ordinary share in connection with the Merger. Received in exchange for 5,197 vested options to purchase Orbotech Ltd. ordinary shares at an exercise price of $27.45 per ordinary share in connection with the Merger. Each restricted stock unit ("RSU") represents a contingent right to receive one share of KLA-Tencor common stock. On February 20, 2019 the reporting person received a grant of RSUs which vest as to 50% of the award on July 1, 2019 and as to the remaining 50% of the award on December 31, 2019, subject to continued service. 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. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 4,887 ordinary shares of Orbotech Ltd. The RSUs vest in full on August 3, 2019. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 1,629 ordinary shares of Orbotech Ltd. The RSUs vest in full on August 3, 2019. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 5,464 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on each of September 12, 2019 and September 12, 2020. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 2,276 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on each of September 12, 2019 and September 12, 2020. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 10,928 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on each of September 12, 2019 and September 12, 2020. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 9,126 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on June 29, 2019 and 25% of the underlying shares on each of June 29, 2020 and 2021. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 3,803 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on June 29, 2019 and 25% of the underlying shares on each of June 29, 2020 and 2021. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 4,766 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on June 21, 2020 and 25% of the underlying shares on each of June 21, 2021 and 2022. Assumed by KLA-Tencor Corporation in connection with the Merger. Formerly represented unvested restricted stock units for 1,986 ordinary shares of Orbotech Ltd. The RSU vests as to 50% of the underlying shares on June 21, 2020 and 25% of the underlying shares on each of June 21, 2021 and 2022. Received in exchange for unvested options to purchase 4,217 Orbotech Ltd. ordinary shares at an exercise price of $62.95 per share in connection with the Merger. Vests as to 50% of the underlying shares on June 21, 2020 and 25% of the underlying shares on each of June 21, 2021 and 2022. Received in exchange for unvested options to purchase 8,024 Orbotech Ltd. ordinary shares at an exercise price of $32.87 per share in connection with the Merger. Vests as to 50% of the underlying shares on June 29, 2019 and 25% of the underlying shares on each of June 29, 2020 and 2021. Received in exchange for unvested options to purchase 5,196 Orbotech Ltd. ordinary shares at an exercise price of $27.45 per share in connection with the Merger. Vests as to 50% of the underlying shares on each of September 12, 2019 and 2020. /s/ Jeffrey Cannon, attorney-in-fact 2019-02-21