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Filing Details

Accession Number:: 0001181431-13-042876
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-08-05 19:04:20
Reporting Period:: 2013-08-01

Filing Date:: 2013-08-05
Accepted Time:: 2013-08-05 19:04:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
319201	Kla Tencor Corp	KLAC	Optical Instruments & Lenses (3827)	042564110

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1498385	R Bobby Bell	C/O Kla-Tencor Corporation One Technology Drive Milpitas CA 95035	Executive Vice President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2013-08-01	3,100	$58.10	17,580	No	4	M	Direct
Common Stock	Disposition	2013-08-01	3,100	$60.00	14,480	No	4	S	Direct
Common Stock	Acquisiton	2013-08-02	2,625	$0.00	17,105	No	4	A	Direct
Common Stock	Disposition	2013-08-02	1,370	$59.50	15,735	No	4	F	Direct
Common Stock	Acquisiton	2013-08-03	9,225	$0.00	24,960	No	4	A	Direct
Common Stock	Disposition	2013-08-03	4,814	$59.50	20,146	No	4	F	Direct
Common Stock	Acquisiton	2013-08-03	20,750	$0.00	40,896	No	4	A	Direct
Common Stock	Disposition	2013-08-03	10,828	$59.50	30,068	No	4	F	Direct
Common Stock	Acquisiton	2013-08-03	9,225	$0.00	39,293	No	4	A	Direct
Common Stock	Disposition	2013-08-03	4,126	$59.50	35,167	No	4	F	Direct
Common Stock	Acquisiton	2013-08-04	7,500	$0.00	42,667	No	4	A	Direct
Common Stock	Disposition	2013-08-04	3,914	$59.50	38,753	No	4	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	A	Direct
No	4	F	Direct
No	4	A	Direct
No	4	F	Direct
No	4	A	Direct
No	4	F	Direct
No	4	A	Direct
No	4	F	Direct
No	4	A	Direct
No	4	F	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Non-Qualified Stock Option (Right to Buy)	Disposition	2013-08-01	3,100	$0.00	3,100	$58.10

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2014-01-27	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock - Restricted Stock Units	77,675	Direct

Footnotes

This sale was effected pursuant to the terms of a Rule 105-1 trading plan adopted by the Reporting Person on May 30, 2013.
On August 2, 2012, the Reporting Person received a grant of restricted stock units ("RSUs") covering 10,500 shares of KLA-Tencor common stock. On August 2, 2013, the Reporting Person vested in twenty-five percent (25%) of such RSUs.
Pursuant to the terms of the August 2, 2012 RSU grant, 1,370 shares of KLA-Tencor common stock were automatically withheld at vesting to cover required tax withholding.
On August 3, 2009, the Reporting Person received a grant of RSUs covering 18,450 shares of KLA-Tencor common stock. On August 3, 2013, the Reporting Person vested in fifty percent (50%) of such RSUs.
Pursuant to the terms of the August 3, 2009 RSU grant, 4,814 shares of KLA-Tencor common stock were automatically withheld at vesting 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 NASDAQ Stock Market on the last completed trading day immediately prior to such vesting date.
On August 3, 2009, the Reporting Person received a grant of RSUs covering 41,500 shares of KLA-Tencor common stock. On August 3, 2013, the Reporting Person vested in fifty percent (50%) of such RSUs.
Pursuant to the terms of the August 3, 2009 RSU grant, 10,828 shares of KLA-Tencor common stock were automatically withheld at vesting 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 NASDAQ Stock Market on the last completed trading day immediately prior to such vesting date.
On August 3, 2009, the Reporting Person received a grant of performance-based RSUs that, following the completion of fiscal year 2010, was 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, 18,450 shares of KLA-Tencor common stock. On August 3, 2013, the Reporting Person vested in fifty percent (50%) of such performance-based RSUs.
Pursuant to the terms of the August 3, 2009 RSU grant, 4,126 shares of KLA-Tencor common stock were automatically withheld at vesting 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 NASDAQ Stock Market on the last completed trading day immediately prior to such vesting date.
On August 4, 2011, the Reporting Person received a grant of RSUs covering 15,000 shares of KLA-Tencor common stock. On August 4, 2013, the Reporting Person vested in fifty percent (50%) of such RSUs.
Pursuant to the terms of the August 4, 2011 RSU grant, 3,914 shares of KLA-Tencor common stock were automatically withheld at vesting 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 NASDAQ Stock Market on the last completed trading day immediately prior to such vesting date.
Each RSU represents a contingent right to receive one share of KLA-Tencor common stock.
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 Form 4 within two business days of the date such assessment is made.
Represents a stock option granted on January 27, 2004, granting the Reporting Person the right to purchase up to 3,100 shares of KLA-Tencor common stock. 620 of the shares subject to this stock option vested on October 27, 2004, and 1/48th of the remaining 2,480 shares subject to this stock option vested on November 27, 2004 and each monthly anniversary thereafter until October 27, 2008.