KLA (KLAC) 10-K risk factor changes: FY2021 vs FY2020

- reduced demand for our products, [removed: push-out of deliveries] [added: delivery pushouts] or cancellation of orders by our customers caused by a global recession resulting from the pandemic and the measures implemented by authorities to slow the spread of COVID-19;

The industries that we serve, including the semiconductor, [removed: flat panel display] [added: FPD] and [removed: printed circuit board] [added: PCB] industries, are constantly developing and changing over time.

- differing market growth rates and capital requirements for different applications, such as [removed: memory, logic] [added: memory] and [removed: foundry;][added: foundry/logic;]

- lower level of process control adoption by our memory customers compared to our [removed: foundry and logic] [added: foundry/logic] customers;

- the higher design costs for the most advanced [removed: integrated circuits,] [added: ICs,] which could economically constrain leading-edge manufacturing technology customers to focus their resources on only the large, technologically advanced products and applications;

- the bifurcation of the semiconductor manufacturing industry into (a) leading edge manufacturers driving continued [removed: research and development] [added: R&D] into next-generation products and technologies and (b) other manufacturers that are content with existing (including previous generation) products and technologies;

- the [removed: ever-escalating] [added: ever escalating] cost of next-generation product development, which may result in joint development programs between us and our customers or government entities to help fund such programs that could restrict our control of, ownership of and profitability from the products and technologies developed through those programs; and

- New orders from our [removed: foundry] [added: foundry/logic] customers in the past several years have constituted a significant portion of our total orders.

This concentration increases the impact that future business or technology changes within the [removed: foundry] [added: foundry/logic] industry may have on our business, financial condition and operating results.

To the extent our customers experience liquidity issues in the future, we may be required to incur additional [removed: bad debt expense] [added: credit losses] with respect to receivables owed to us by those customers.

If there is a shift in demand by our customers from our higher-priced to lower-priced products, our gross margin and [removed: revenue] [added: revenues] would decrease.

If we fail to respond to industry cycles, our [removed: business] [added: business, financial condition and operating results] could be [removed: seriously harmed.][added: adversely impacted.]

This is because order delays and cancellations may lead not only to lower revenues, but also, due to the [added: advance work we must do in anticipation of receiving a product order to meet the expected lead times, to significant inventory write-offs and manufacturing inefficiencies that decrease our gross margin.]

Success in the industries in which we serve, including the semiconductor, [removed: flat panel display] [added: FPD] and [removed: printed circuit board] [added: PCB] industries depends, in part, on continual improvement of existing technologies and rapid innovation of new solutions.

[removed: Our competitive advantage and future business] success depend on our ability to accurately predict evolving industry standards, develop and introduce new products and solutions that successfully address changing customer needs, win market acceptance of these new products and solutions, and manufacture these new products in a timely and cost-effective manner.

We must continue to make significant investments in [removed: research and development] [added: R&D] in order to enhance the performance, features and functionality of our products, to keep pace with competitive products and to satisfy customer demands.

Substantial [removed: research and development] [added: R&D] costs typically are incurred before we confirm the technical feasibility and commercial viability of a new product, and not all development activities result in commercially viable products.

The process of seeking patent protection is lengthy and expensive, and we cannot be certain that pending or future applications will actually result in issued patents or that issued patents will be of sufficient scope or strength to provide meaningful protection or [added: commercial advantage to us.]

In addition, we at times engage in collaborative technology development efforts with our customers and suppliers, and these collaborations may constitute a key component of certain of our ongoing technology and product [removed: research and development] [added: R&D] projects.

The termination of any such collaboration, or delays caused by disputes or other unanticipated challenges that may arise in connection with any such collaboration, could significantly impair our [removed: research and development] [added: R&D] efforts, which could have a material adverse impact on our business and operations.

The strength of our competitive positions in many of our existing markets is largely due to our leading technology, which is the result of continuing significant investments in product [removed: research and development.][added: R&D.]

Also, key parts we obtain from some of our suppliers incorporate the suppliers’ proprietary intellectual property; in those [removed: cases] [added: cases,] we are increasingly reliant on third parties for high-performance, high-technology components, which reduces the amount of control we have over the availability and protection of the technology and intellectual property that is used in our products.

Our operating results and business may be adversely impacted if we are unable to obtain parts to meet our [added: production requirements and product specifications, or if we are only able to do so on unfavorable terms.]

As of June 30, [removed: 2020,] [added: 2021,] we had [removed: $3.50] [added: $3.47] billion aggregate principal amount of outstanding indebtedness, consisting of $3.45 billion aggregate principal amount of senior, unsecured long-term [removed: notes and $50.0 million borrowed under our Revolving Credit Facility, and an additional $950.0 million in unfunded commitments.][added: notes.]

For example, at the same time we announced our intention to acquire Orbotech, we also announced a new stock repurchase program authorizing the repurchase up to $3.00 billion of our common stock, a large portion of which [removed: would] [added: may] be financed with new indebtedness.

Our ability to pay interest and repay the principal [added: amount] of our current indebtedness is dependent upon our ability to manage our business operations, our credit rating, the ongoing interest rate environment and the other risk factors discussed in this [removed: section.][added: Item 1A.]

In certain circumstances involving a change of control followed by a downgrade of the rating of a series of [removed: notes] [added: our Senior Notes (as defined below)] by at least two of [removed: Moody’s,] [added: Moody’s Investors Service (“Moody's”),] S&P [added: Global Ratings (“S&P”)] and Fitch [removed: Inc.,] [added: Inc. (“Fitch”),] unless we have exercised our right to redeem the [removed: notes] [added: Senior Notes] of such series, we will be required to make an offer to repurchase all or, at the holder’s option, any part, of each holder’s [removed: notes] [added: Senior Notes] of that series pursuant to the offer described below (the “Change of Control Offer”).

In the Change of Control Offer, we will be required to offer payment in cash equal to 101% of the aggregate principal amount of [removed: notes] [added: Senior Notes] repurchased plus accrued and unpaid interest, if any, on the [removed: notes] [added: Senior Notes] repurchased, up to, but not including, the date of repurchase.

We cannot make any assurance that we will have sufficient financial resources at such time [removed: or] [added: nor that we] will be able to arrange financing to pay the repurchase price of that series of [removed: notes.][added: Senior Notes.]

Our ability to repurchase that series of [removed: notes] [added: Senior Notes] in such event may be limited by law, by the indenture associated with that series of [removed: notes,] [added: Senior Notes,] or by the terms of other agreements to which we may be party at such time.

[added: If we fail to repurchase that series of Senior Notes as] required by the terms of such [removed: notes,] [added: Senior Notes,] it would constitute an event of default under the indenture governing that series of [removed: notes] [added: Senior Notes] which, in turn, may also constitute an event of default under [removed: other of] our [added: other] obligations.

Additionally, under our Revolving Credit Facility, we are required to comply with affirmative and negative covenants, which include the maintenance of certain financial ratios, the details of which can be found in Note 8 [removed: “Debt,” in the Notes] [added: “Debt”] to [added: our] Consolidated Financial Statements.

There can be no assurance that we will have sufficient financial resources [removed: or] [added: nor that] we will be able to arrange financing to repay our borrowings at such time.

In the event [removed: that] we default on our borrowings, these domestic subsidiaries shall be liable for our borrowings, which could disrupt our operations and result in a material adverse impact on our business, financial condition or stock price.

Our [removed: issuance and maintenance of higher levels] [added: substantial amount] of indebtedness could have adverse consequences including, but not limited to:

- an increase in the portion of our cash flows that may have to be dedicated to [removed: increased] interest and principal payments that may not be available for operations, working capital, capital expenditures, acquisitions, investments, dividends, stock repurchases, general corporate or other purposes;

- obligations to comply with restrictive and financial covenants as noted in the above risk factor and Note [removed: 8, “Debt,”] [added: 8 “Debt”] to our Consolidated Financial Statements.

Our ability to satisfy our future expenses as well as our [removed: new] debt obligations will depend on our future performance, which will be affected by financial, business, economic, regulatory and other factors.

Furthermore, our future operations may not generate sufficient cash flows to enable us to meet our future expenses and service our [removed: new] debt obligations, which may impact our ability to manage our capital structure to preserve and maintain our investment grade rating.

[removed: Future] [added: However, future] dividends may be affected by, among other factors: our views on potential future capital requirements for investments in acquisitions and the funding of our [removed: research and development;] [added: R&D;] legal risks; stock repurchase programs; changes in federal and state income tax laws or corporate laws; changes to our business model; and our increased interest and principal payments required by our outstanding indebtedness and any additional indebtedness that we may incur in the future.

Risk Factors Summary

The following summarizes the most material risks that make an investment in our securities risky or speculative.

If any of the following risks occur or persist, our business, financial condition and results of operations could be materially harmed and the price of our common stock could significantly decline.

COVID-19 Pandemic Risks

- shortages or disruption in the supply chain could affect our ability to timely process components for our products;

- travel bans or quarantine requirements could delay our ability to install or service our products;

- governmental orders or employee exposure could cause manufacturing stoppages for us or our customers or suppliers;

- reduced demand for our products, delivery pushouts or cancellations of orders by our customers;

- increased costs or inability to acquire components necessary for the manufacture of our products;

- absence of liquidity at customers and suppliers; and

- loss of efficiencies due to remote working requirements for our employees..

- laws, regulations or other orders may limit our ability to sell our products to certain customers or to provide service on products previously sold to those customers;

- we may be exposed to tariffs or similar trade impairments;

- international sales may expose us to longer payment cycles or collection difficulties;

- intellectual property disputes can be expensive and could result in an inability to sell our products in certain jurisdictions;

- we may be unable to attract or retain key personnel;

- reliance on third-party service providers could result in disruptions if such third parties cannot perform services for us in a timely manner;

- cybersecurity incidents could result in the loss of valuable information or assets or subject us to costly disruption, remediation, regulatory investigations, litigation and reputational damage;

- we may face disruptions if we cannot access critical information in a timely manner due to system failures;

- we may not find suitable acquisition candidates or fail to successfully integrate our acquisitions;

- natural disasters, health epidemics, acts of terrorism or war or other catastrophic events could significantly disrupt our operations for lengthy periods of time;

- we are exposed to fluctuations in foreign currency exchange rates, interest rates and the market values of our portfolio investments;

- we are subject to exposure from tax and regulatory compliance audits;

- economic, political or other conditions in the jurisdictions where we earn profits can impact the tax laws and taxes we pay in those jurisdictions, subsequently impacting our effective tax rate, cash flows and results of operations; and

- changes in accounting pronouncements and laws could have unforeseen effects.

Industry Risks

- we may not be able to keep pace with technological changes in the industries in which we operate;

- we have a highly concentrated customer base; and

- prevailing local and global economic conditions may negatively affect the purchasing decisions of our customers or the value of our investment portfolio.

Business Model and Capital Structure Risks

- we may not be able to maintain our technology advantage or protect our proprietary rights;

- we may not be able to compete with new products introduced by our competitors;

- we may not receive components necessary to build our products in a timely manner;

- we may fail to operate our business in a manner consistent with our business plan;

- we may not have sufficient financial resources to repay our indebtedness when it becomes due;

- we may fail to comply with the covenants in our Revolving Credit Facility (as defined below), which could impair our ability to borrow needed funds under the facility, or require us to repay it sooner than we planned;

- if our products fail to operate properly or contain defects or our customers are sued by third parties due to our products, we may be liable under indemnification provisions with our customers;

- we may incur significant restructuring charges or other asset impairment charges or inventory write-offs; and

- we are subject to risks related to receivables factoring arrangements, and compliance risk of certain settlement agreements with the government.

For a more complete discussion of the material risks facing our business, see below.

Similarly, we expect it to be challenging for a competitor to sell its products to a given customer for a specific production line application if that customer initially selects our equipment.

advance work we must do in anticipation of receiving a product order to meet the expected lead times, to significant inventory write-offs and manufacturing inefficiencies that decrease our gross margin.

commercial advantage to us.

production requirements and product specifications, or if we are only able to do so on unfavorable terms.

If we fail to repurchase that series of notes as

Our Board of Directors first instituted a quarterly dividend during the fiscal year ended June 30, 2005.

Since that time, we have announced a number of increases in the amount of our quarterly dividend level as well as payment of a special cash dividend that was declared and substantially paid in the second quarter of our fiscal year ended June 30, 2015.

If we do not effectively develop and manage our outsourcing strategies, if required export and other governmental approvals are not timely

We are exposed to risks related to cybersecurity threats and cyber incidents.

We allocate significant resources to network security, data encryption and other measures to protect our information systems and data from unauthorized access or misuse.

Instability in any region could directly impact

We believe we have the ability to realize the full value of all these investments upon maturity.

regulations, the final determination of any such audit and any related litigation could be materially different from our historical income tax provisions and accruals related to income taxes and other contingencies.

In addition, the passing of the Tax Cuts and Jobs-Act in December 2017 caused us to significantly increase our provision for income taxes, which had a material adverse effect on our net income for the fiscal year ended June 30, 2018.

Further interpretations of the Act from the government and regulatory organizations may change our tax expense provided for our transitional tax liability and deferred tax adjustments as well as our provision liability or accounting treatment of the provisional liability which may potentially affect the measurement of these balances or potentially give rise to new deferred tax amounts.

The following discussion of our financial condition and results of operations should be read in conjunction with our Consolidated Financial Statements and the related notes included in Item [removed: 8,] [added: 8] “Financial Statements and Supplementary [removed: Data,”] [added: Data”] in this Annual Report on Form 10-K.

Our actual results could differ materially from those anticipated in the forward-looking statements as a result of certain factors, including but not limited to those discussed in Item [removed: 1A,] [added: 1A] “Risk Factors” and elsewhere in this Annual Report on Form [removed: 10-K.][added: 10-K (see “Special Note Regarding Forward-Looking Statements”).]

[removed: Such] [added: Discussions and analysis of fiscal year 2020 as compared against fiscal year 2019 have been] omitted [removed: discussion] [added: and] can be found [removed: under] [added: in] Item 7 of our [added: Annual Report on] Form 10-K for the fiscal year ended June 30, [removed: 2019,] [added: 2020,] filed with the SEC.

We are a [removed: global leader in] [added: leading supplier of] process control and [removed: a supplier of process-enabling] [added: yield management] solutions and services for the [removed: data era.][added: semiconductor and related electronics industries.]

[removed: Our broad] [added: - Semiconductor Process Control: A comprehensive] portfolio of [removed: inspection and] [added: inspection,] metrology [removed: products,] and [added: data analytics products as well as] related [removed: service, software and other] [added: service] offerings [removed: primarily supports integrated circuit (“IC” or “chip”)] [added: that help IC] manufacturers [added: achieve target yields] throughout the [removed: entire] semiconductor fabrication process, from [removed: research and development] [added: R&D] to final volume production.

[removed: In addition to serving the semiconductor, PCB and Display industry, we] [added: We] also [removed: provide a range of] [added: offer advanced] technology solutions to [removed: a number] [added: address various manufacturing needs] of [added: PCBs, FPDs, Specialty Semiconductor Devices and] other [removed: high technology industries,] [added: electronic components,] including advanced packaging, [removed: light emitting diode (“LED”),] [added: LED,] power devices, compound semiconductor, and data storage industries, as well as general materials research.

Our products, services and expertise are used by our customers to measure, detect, analyze and resolve critical [removed: product defects that arise in that environment in order to control] [added: and] nanometric level [added: product defects, helping them to manage] manufacturing [removed: processes.][added: process challenges and to obtain higher finish product yields at lower cost.]

Our semiconductor customers generally operate in one or [removed: more] [added: both] of the [removed: three] major semiconductor [removed: markets - memory, foundry] [added: device manufacturing markets: Memory] and [removed: logic.][added: Foundry/Logic.]

| | | | Year [removed: ended] [added: Ended] June 30, | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |]

| (Dollar amounts in thousands, except diluted net income per share) | | | [removed: 2020 | | | | | | 2019 | | | | | | 2018] [added: 2021] | | | | | | [added: 2020] | | | | | | [added: 2019] | | |

| Total revenues | | | $ | [removed: 5,806,424] [added: 6,918,734] | | | | | $ | [removed: 4,568,904] [added: 5,806,424] | | | | | $ | [removed: 4,036,701 | | | | | | | | | | | |] [added: 4,568,904] | |

| Costs of revenues | | | $ | [removed: 2,449,561] [added: 2,772,165] | | | | | $ | [removed: 1,869,377] [added: 2,449,561] | | | | | $ | [removed: 1,446,041 | | | | | | | | | | | |] [added: 1,869,377] | |

| Gross margin [removed: percentage] | | | [removed: 58] [added: 60] | | % | | | | [removed: 59] [added: 58] | | % | | | | [removed: 64] [added: 59] | | % | [removed: | | | | | | | | | | | |]

| Net income attributable to KLA(2) | | | $ | [removed: 1,216,785] [added: 2,078,292] | | | | | $ | [removed: 1,175,617] [added: 1,216,785] | | | | | $ | [removed: 802,265 | | | | | | | | | | | |] [added: 1,175,617] | |

| Diluted net income per share attributable to KLA | | | $ | [removed: 7.70] [added: 13.37] | | | | | $ | [removed: 7.49] [added: 7.70] | | | | | $ | [removed: 5.10 | | | | | | | | | | | |] [added: 7.49] | |

(1)On February 20, 2019, we completed the [removed: acquisition of] Orbotech [added: Acquisition] for total consideration of approximately [removed: $3.26] [added: $3] billion.

The operating results of Orbotech have been included in our [removed: Condensed] Consolidated Financial Statements from the Acquisition Date.

For additional details, refer to Note 6 “Business Combinations” [removed: in the Notes] to our Consolidated Financial Statements.

For additional details, refer to Note 7 [removed: "Goodwill] [added: “Goodwill] and Purchased Intangible [removed: Assets"] [added: Assets”] and Note 8 [removed: "Debt" in the Notes] [added: “Debt”] to our Consolidated Financial Statements.

Events surrounding the [removed: ongoing] COVID-19 pandemic [removed: have] [added: had] resulted in a reduction in economic activity across the [removed: globe.][added: globe in calendar year 2020.]

While all of our global sites are currently operational, [removed: our facilities] [added: any local pandemic outbreaks] could [removed: be required] [added: require us] to temporarily curtail production levels or temporarily cease operations based on government mandates.

[removed: -] We are working with government authorities in the jurisdictions where we operate, and continuing to monitor our operations in an effort to ensure we follow government requirements, relevant regulations, industry standards, and best practices to help safeguard our team members, while safely continuing operations to the extent possible at our sites across the globe.

We believe these actions are appropriate and prudent to safeguard our employees, contractors, suppliers, customers, and communities, while allowing us to safely continue [removed: operations, but we cannot predict how the steps we, our team members, government entities, suppliers, or customers take in response to the COVID-19 pandemic will impact our business, outlook, or results of] operations.

Revenue Recognition. We primarily derive revenue from the sale of process control and yield management solutions for the semiconductor and related nanoelectronics industries, maintenance and support of all these products, installation and training [removed: services] [added: services,] and the sale of spare parts.

Our portfolio also includes yield enhancement and production solutions used by manufacturers of [removed: printed circuit boards, flat panel displays,] [added: PCBs, FPDs,] advanced packaging, [removed: microelectromechanical systems] [added: MEMS] and other electronic components.

We account for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and [removed: collectibility] [added: collectability] of consideration is probable.

Management considers a variety of factors to determine the SSP, such as historical [removed: standalone] [added: stand-alone] sales of products and services, discounting strategies and other observable data.

We use judgment to evaluate whether [removed: the] control has transferred by considering several indicators, [removed: including:][added: including whether:]

- [removed: whether] we have a present right to payment;

The majority of product sales include a standard [removed: 6] [added: six] to 12-month warranty that is not separately paid for by the customers.

The customers may also purchase extended [removed: warranty] [added: warranties] for periods beyond the initial year as part of the initial product sale.

We typically estimate the SSP of products and services based on observable transactions when the products and services are sold on a [removed: standalone] [added: stand-alone] basis and those prices fall within a reasonable range.

While changes in the allocation of SSP between performance obligations will not affect the amount of total revenue recognized for a particular contract, any material changes could impact the timing of revenue recognition, which could have a material effect on our financial position and [removed: result] [added: results] of operations.

As outlined above, we use judgments to evaluate whether or not the customer has obtained control of the product and [removed: considers the] [added: consider] several indicators in evaluating whether or not control has transferred to the customer.

[added: Contract assets primarily relate to the value of] products and services transferred to the customer for which the right to payment is not just dependent on the passage of time.

The contract liabilities represent (1) deferred product revenue related to the value of products that have been shipped and billed to customers and for which [removed: the] control has not been transferred to the customers, and (2) deferred service revenue, which is recorded when we receive consideration, or such consideration is unconditionally due, from a customer prior to transferring services to the customer under the terms of a contract.

Although we believe the assumptions and estimates we have made in the past have been reasonable and appropriate, they are based, in part, on historical experience and information obtained from management of the acquired [removed: companies] [added: companies,] and are inherently uncertain.

Critical estimates in valuing certain acquired intangible assets include, but are not limited [removed: to] [added: to,] future expected cash flows including revenue growth rate assumptions from product sales, customer contracts and acquired technologies, expected costs to develop [removed: in-process research and development] [added: IPR&D] into commercially viable products, estimated cash flows from the projects when completed, including [removed: assumptions associated with the technology migration curve, estimated royalty rates used in valuing technology related intangible assets, and discount rates.]

We allocate the fair value of the purchase price of our acquisitions to the tangible assets acquired, liabilities assumed, and intangible assets acquired, including [removed: in-process research and development (“IPR&D”),] [added: IPR&D,] based on their estimated fair [removed: values.][added: values at acquisition date.]

Impairment of IPR&D is recorded to [removed: research and development] [added: R&D] expenses.

Our broad portfolio of inspection and metrology products, and related service, software and other offerings, support R&D and manufacturing of ICs, wafers and reticles.

The pervasive and increasing needs for semiconductors in many consumer and industrial products, the rapid proliferation of new applications for more advanced semiconductor devices, and the increasing complexity associated with leading edge semiconductor manufacturing drives demand for our process control and yield management solutions.

Other demand trends include the growth of end-market drivers such as AI, the deployment of 5G telecommunications technology and associated high-end mobile devices, the electrification and digitalization of the automotive industry, the revival of personal computer demand and associated innovations to support remote work, virtual collaboration, remote learning and entertainment, and the growth of the Internet of Things (“IoT”).

The favorable end market dynamics are driving our customers to make increased investments in our process control and yield management solutions as part of their overall capital investment plans.

These trends also drive demand for our other products such as those used in the PCB, FPD and Specialty Semiconductor manufacturing, where the increase in technology complexity is expected to continue and further accelerate as more devices become interconnected and dependent on other electronic devices.

As a result of these factors, we saw a general strengthening of demand for our products throughout fiscal 2021.

Our customer base, particularly in the semiconductor industry, has become increasingly concentrated, so large orders from a relatively limited number of customers account for a substantial portion of our sales, which potentially exposes us to more earnings volatility.

We are organized into four reportable segments:

- Specialty Semiconductor Process: Advanced vacuum deposition and etching process tools used by a broad range of specialty semiconductor customers.

- PCB, Display and Component Inspection: a range of inspection, testing and measurement, and DI for patterning products used by manufacturers of PCBs, FPDs, advanced packaging, MEMS, and other electronic components.

- Other: products that do not fall into the three segments above.

A majority of our revenues are derived from outside the United States, and include geographic regions such as Taiwan, China, Korea, Japan, Europe and Israel, and Rest of Asia.

China is emerging as a major region for manufacturing of logic and memory chips, adding to its role as the world’s largest consumer of ICs.

Additionally, a significant portion of global FPD and PCB manufacturing has migrated to China.

Government initiatives are propelling China to expand its domestic manufacturing capacity and attracting investment from semiconductor manufacturers from Taiwan, Korea, Japan and the United States.

Although China is currently seen as an important long-term growth region for the semiconductor and electronics capital equipment sector, Commerce has added certain China-based entities to the U.S. Entity List, restricting our ability to provide products and services to such entities without a license.

In addition, Commerce has imposed new export licensing requirements

on China-based customers engaged in military end uses, as well as requiring our customers to obtain an export license when they use certain semiconductor capital equipment based on U.S. technology to manufacture products connected to Huawei or its affiliates.

While these new rules have not significantly impacted our operations to date, such actions by the U.S. government or another country could impact our ability to provide our products and services to existing and potential customers and adversely affect our business.

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Vaccinations and pandemic containment measures have now created an environment that is driving economic growth, even as pace of economic recovery remains uneven in various geographies.

The resumption of growth has caused us to experience new constraints in our supply chain.

Supply lead times are extended and shortages have sometimes required us to increase our purchase commitments to secure critical components on a timely basis.

Our efforts to respond to the COVID-19 pandemic have included health screenings, social distancing, employee separation protocols at our facilities, suspension of non-essential business travel and work from home to the extent possible.

assumptions associated with the technology migration curve, estimated royalty rates used in valuing technology related intangible assets, and discount rates.

We maintain an allowance for credit losses for expected uncollectible accounts receivable and assess collectability by reviewing accounts receivable on a collective basis where similar risk characteristics exist and on an individual basis when we identify specific customers with known disputes or collectability issues.

The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

However, volatility in market conditions and evolving credit trends are difficult to predict and may cause variability that may have a material impact on our allowance for credit losses in future periods.

When assessing goodwill for impairment, an initial assessment of qualitative factors determines whether the

See Note 7 “Goodwill and Purchased Intangible Assets” to our Consolidated Financial Statements for additional information.

The first step is to evaluate the tax position for recognition by determining if the

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The increase in product revenues by 21% in the fiscal year ended June 30, 2021 compared to the prior year is primarily attributable to strong demand for many of our products, especially our inspection and metrology portfolios, due to the continued growth in the 5G market and increased demand for high-performance computing and advanced packaging.

These increases were partially offset by softer demand and oversupply in the display markets.

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| (Dollar amounts in thousands) | | | 2021 | | | | | | 2020 | | | | | | 2019 | | | | | | FY21 vs. FY20 | | | | | | | | | | | | FY20 vs. FY19 | | | | | | | | |

| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(See “Special Note Regarding Forward-Looking Statements”).

Pursuant to the FAST Act Modernization and Simplification of Regulation S-K, discussions related to the changes in results of operations from fiscal year 2019 to fiscal year 2018 have been omitted.

We are a leading supplier of process control and yield management solutions and services for the semiconductor, PCB and Display markets.

We provide leading edge equipment, software and services that enable IC manufacturers to identify, resolve and manage significant advanced technology manufacturing process challenges and obtain higher finished product yields at lower overall cost.

Our products and services are used by the vast majority of bare wafer, IC, lithography reticle (“reticle” or “mask”) and hard disk drive manufacturers around the world.

Our revenues are driven largely by our customers’ spending on capital equipment and related maintenance services necessary to support key transitions in their underlying product technologies, or to increase their production volumes in response to market demand or expansion plans.

All three of these markets are characterized by rapid technological changes and sudden shifts in end-user demand, which influence the level and pattern of our customers’ spending on our products and services.

Although capital spending in all three semiconductor markets has historically been cyclical, the demand for more advanced and lower cost chips used in a growing number of consumer electronics, communications, data processing, and industrial and automotive products has resulted over the long term in a favorable demand environment for our process control and yield management solutions, particularly in the foundry and logic markets, which have higher levels of process control adoption than the memory market.

The Data Era is creating multiple drivers for growth, with increased demand for advanced and lower cost chips for Artificial Intelligence ("AI"), 5G connectivity, virtual interaction, electric cars, advanced driver assistance automotive systems ("ADAS"), Internet of Things ("IoT") and mobile devices.

The semiconductor and electronics industries have also been characterized by constant technological innovation.

We believe that, over the long term, our customers will continue to invest in advanced technologies and new materials to enable smaller design rules and higher density applications that fuel demand for process control equipment.

The demand for our products and our revenue levels are driven by our customers’ needs to solve the process challenges that they face as they adopt new technologies required to fabricate advanced ICs that are incorporated into sophisticated devices.

Our customers continuously seek to increase yields and enhance the efficiency of their manufacturing processes, including by improving their manufacturing, inspection, testing and repair capabilities.

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The severity and duration of these economic repercussions remain largely unknown and ultimately will depend on many factors, including the speed and effectiveness of the containment efforts throughout the world.

The extent to which the COVID-19 pandemic will impact demand for our products depends on future developments, which are highly uncertain and very difficult to predict, including new information that may emerge concerning the severity of the virus and actions to contain and treat its impacts.

From the start of the COVID-19 pandemic, we proactively implemented preventative protocols intended to safeguard our employees, contractors, suppliers, customers, and communities, and ensure business continuity in the event government restrictions or severe outbreaks impact our operations at certain sites.

Our efforts to respond to the COVID-19 pandemic include the following:

- We have put health screenings in place, required social distancing, and have established employee separation protocols at our facilities.

We have also suspended non-essential business travel and require team members to work from home to the extent possible.

Where work from home is not possible, all on-site team members must pass through thermal scanning equipment to ensure they do not have an elevated body temperature and must wear a mask at all times.

- We have developed strategies to address our responsiveness and ability to send engineers into customer facilities to provide support services.

- We have evaluated our supply chain and communicated with our suppliers to identify supply gaps and taken steps to ensure continuity.

We continue to monitor the supply chain and work with our suppliers to identify and mitigate potential gaps to ensure continuity of supply.

- We are evaluating all our construction projects across our global operations and enacting protocols to enhance the safety of our employees, suppliers, and contractors.

- We have developed strategies and are implementing measures to respond to a variety of potential economic scenarios, such as limitations on new hiring and reductions in discretionary spending.

The COVID-19 pandemic has resulted in an increase in freight costs due in large part to reduced air traffic, which impacts gross margin, as well as decreases in travel costs which reduce our cost structure.

As of the date of this report, we cannot predict with certainty any other effects the COVID-19 pandemic may have on our business, including the effects on our customers, employees, or on our financial results for the remainder of calendar 2020.

Our solutions provide a comprehensive portfolio of inspection, metrology and data analytics products, which are accompanied by a flexible portfolio of services to enable our customers to maintain the performance and productivity of the solutions purchased.

Contract assets primarily relate to the value of

In order to monitor potential credit losses, we perform ongoing credit evaluations of our customers’ financial condition.

An allowance for doubtful accounts is maintained for probable credit losses based upon our assessment of the expected collectibility of the accounts receivable.

We take into consideration (1) any circumstances of

which we are aware of a customer’s inability to meet its financial obligations; and (2) our judgments as to prevailing economic conditions in the industry and their impact on our customers.

If circumstances change, such that the financial conditions of our customers are adversely affected and they are unable to meet their financial obligations to us, we may need to record additional allowances, which would result in a reduction of our net income.

Accounting for Stock-Based Compensation Plans. We account for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors.

calculating its fair value.

Valuation of Marketable Securities. Our investments in available-for-sale securities are reported at fair value.

Unrealized gains related to increases in the fair value of investments and unrealized losses related to decreases in the fair value are included in accumulated other comprehensive income (loss), net of tax, as reported on our Consolidated Statements of Stockholders’ Equity.

All of the potential changes noted below are based on sensitivity [removed: analysis] [added: analyses] performed on our financial position as of June 30, [removed: 2020.][added: 2021.]

[removed: As of June 30, 2020, we had an investment portfolio of fixed income securities of $717.5 million] These securities, as with all fixed income instruments, are subject to interest rate risk and will decline in value if market interest rates increase.

If market interest rates were to increase immediately and uniformly by 100 bps from levels as of June 30, [removed: 2020,] [added: 2021,] the fair value of the portfolio would have declined by [removed: $4.7] [added: $9.6] million.

Generally, the fair market value of fixed interest rate notes will increase as [added: market] interest rates fall and decrease as [added: market] interest rates rise.

As of June 30, [removed: 2020,] [added: 2021,] the fair value and the book value of our Senior Notes were [removed: $4.01] [added: $3.98] billion and [removed: $3.45] [added: $3.42] billion, respectively, due in various fiscal years ranging from 2024 to 2050.

The interest expense for the 2014 Senior Notes was subject to interest rate adjustments following [added: a] downgrade of our credit ratings below investment grade by the credit rating agencies.

Unlike the 2014 Senior Notes, the interest [removed: rate] [added: rates] for each series of the [added: 2020 Senior Notes and] 2019 Senior Notes are not subject to such adjustments.

Subject to the terms of the Credit Agreement, the Revolving Credit Facility may be increased [removed: in] [added: by] an amount up to $250.0 million in the aggregate.

In November 2018, we entered into an Incremental Facility, Extension and Amendment Agreement (the “Amendment”), which amends the Credit Agreement to (a) extend the Maturity Date [removed: (the “Maturity Date”)] from November 30, 2022 to November 30, 2023, (b) increase the total commitment by $250.0 million and (c) effect certain other amendments to the Credit Agreement as set forth in the Amendment.

After giving effect to the Amendment, the total commitments under the Credit Agreement [removed: are] [added: amount to] $1.00 billion.

As of June 30, [removed: 2020,] [added: 2021,] we had [added: no] outstanding [removed: $50.0 million] aggregate principal [removed: amount of] borrowings under the Revolving Credit Facility.

As of June 30, 2020, we elected to pay interest on the borrowed amount under the Revolving Credit Facility at the [removed: London Interbank Offered Rate (“LIBOR”)] [added: LIBOR] plus a spread.

We are also obligated to pay an annual commitment fee of [removed: 12.5] [added: 10] bps on the daily undrawn balance of the Revolving Credit Facility which is subject to an adjustment in conjunction with our credit rating downgrades or upgrades.

Additionally as of June 30, [removed: 2020,] [added: 2021,] if our credit ratings were downgraded to be below investment grade, the maximum potential increase to our annual commitment fee for the Revolving Credit Facility, using the highest range of the ranges discussed above, is estimated to be approximately [removed: $0.9] [added: $1] million.

See Note 5 “Marketable Securities” to our Consolidated Financial Statements in Part II, Item 8; [added: “Liquidity and Capital Resources” in] Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations, “Liquidity and Capital Resources,”] [added: Operations] in Part II, Item 7; and Risk Factors in Part I, Item 1A of this Annual Report on Form 10-K for a description of recent market events that may affect the value of the investments in our portfolio that we held as of June 30, [removed: 2020.][added: 2021.]

As of June 30, [removed: 2020,] [added: 2021,] we had net forward and option contracts to sell [removed: $89.4] [added: $203.5] million in foreign currency in order to hedge certain currency exposures (see Note 17 “Derivative Instruments and Hedging Activities” to our Consolidated Financial Statements for additional details).

If we had entered into these contracts on June 30, [removed: 2020,] [added: 2021,] the U.S. dollar equivalent would have been [removed: $88.7] [added: $198.0] million.

A 10% adverse move in all currency exchange rates affecting the contracts would decrease the fair value of the contracts by [removed: $39.0] [added: $54.5] million.

As of June 30, 2021, we had an investment portfolio of fixed income securities of $924.7 million.

Our equity investment in a publicly traded company is subject to market price risk, which we typically do not attempt to reduce or eliminate through hedging activities.

As of June 30, 2021, the fair value of our investment in the marketable equity security, which begun publicly trading on the Tokyo Stock Exchange on April 5, 2021, was $29.9 million.

Assuming a decline of 50% in market prices, the aggregate value of our investment in the marketable equity security could decrease by approximately $15 million, based on the value as of June 30, 2021.

In February 2020, March 2019 and November 2014, we issued $750.0 million, $1.20 billion and $2.50 billion, respectively, (each, a “2020 Senior Notes”, “2019 Senior Notes”, a “2014 Senior Notes”, and collectively the “Senior Notes”) aggregate principal amount of fixed rate senior, unsecured long-term notes.

As of June 30, 2020, if LIBOR-based interest rates increased by 100 bps, the change would increase our annual interest expense annually by approximately $0.5 million as it relates to our borrowings under the Revolving Credit Facility.

KLA Corporation [added: and its majority-owned subsidiaries] (“KLA” or the “Company” and also referred to as [removed: “we”] [added: “we,” “our,” “us,”] or [removed: “our”)] [added: similar references)] is a global leader in process control and a supplier of process-enabling solutions for a broad range of industries, including semiconductors, printed circuit boards [removed: ("PCBs")] [added: (“PCB”)] and displays.

We provide solutions for manufacturing and testing wafers and reticles, integrated circuits (“IC” or “chip”), packaging, [removed: light emitting diodes,] [added: light-emitting diodes (“LED”),] power devices, compound semiconductor devices, microelectromechanical [removed: systems,] [added: systems (“MEMS”),] data storage, [removed: printed circuit boards,] [added: PCBs,] flat and flexible panel displays, and general materials research, as well as providing contracted and comprehensive installation and maintenance services across our installed base.

KLA was formed as KLA-Tencor in April 1997 through the merger of KLA Instruments Corporation and Tencor Instruments, two long-time leaders in the semiconductor [added: capital] equipment industry that began operations in 1975 and 1976, respectively.

[removed: In February 2019, KLA completed the acquisition of Orbotech, Ltd. (“Orbotech”) and] [added: We] transformed [removed: its] [added: our] organizational structure into four reportable segments: Semiconductor Process Control; Specialty Semiconductor Process; PCB, Display and Component Inspection; and Other.

Within the Semiconductor Process Control segment, our comprehensive portfolio of inspection, metrology and data analytics products, and related [removed: service] [added: services,] help integrated circuit manufacturers achieve target yield throughout the entire semiconductor fabrication [removed: process—from research and development (“R&D”)] [added: process, from R&D] to final volume production.

KLA’s [added: portfolio of] differentiated products and services are designed to provide comprehensive solutions to help customers accelerate development and production ramp cycles, achieve higher and more stable semiconductor die yields and improve their overall profitability.

In the Specialty Semiconductor Process segment, KLA develops and sells advanced vacuum deposition and etching process tools, which are used by a broad range of specialty semiconductor customers, including manufacturers of [removed: microelectromechanical systems (“MEMS”),] [added: MEMS,] radio frequency (“RF”) communication [removed: chips,] [added: semiconductors,] and power semiconductors for automotive and industrial applications.

In the PCB, Display and Component Inspection segment, KLA enables electronic device manufacturers to inspect, test and measure PCBs, flat panel displays [removed: (“FPDs”)] [added: (“FPD”)] and ICs to verify their quality, [added: deposit a] pattern [removed: the] [added: of] desired electronic circuitry on the relevant substrate and perform three-dimensional shaping of metalized circuits on multiple surfaces.

KLA’s suite of advanced products, coupled with its unique yield management software and services, allow us to deliver the solutions our semiconductor, [removed: printed circuit board] [added: PCB] and display customers need to achieve their productivity goals by significantly reducing their risks and costs and improving their overall profitability and [removed: returns] [added: return] on [removed: investment.][added: investment (“ROI”).]

The Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are available free of charge on the website as soon as reasonably practicable after they are electronically filed with or furnished to the [removed: Securities and Exchange Commission (“SEC”).][added: SEC.]

Investors and others should note that KLA announces material financial information to investors using an investor relations website (ir.kla.com), [removed: including] [added: which includes KLA’s] SEC filings, press releases, public earnings calls and conference webcasts.

[removed: These channels are] [added: The investor relations website is] used to communicate with the public about the [removed: company,] [added: Company,] products, services and other matters.

KLA’s core focus is [added: enabling technological advances as well as improving manufacturing yields in] the semiconductor industry.

The semiconductor fabrication process begins with a bare silicon wafer—a round disk that is typically 200 millimeters [removed: or 300 millimeters in diameter, about as thick as a credit card and gray in color.]

The process of manufacturing wafers is highly sophisticated and involves the creation of large ingots of silicon by pulling them [added: out of a vat of molten silicon.]

The fabrication of a [removed: chip] [added: semiconductor chip(or “semiconductor”)] is accomplished by depositing a series of film layers that act as conductors, semiconductors or insulators on bare wafers.

Additionally, [removed: flat panel displays] [added: FPDs] are manufactured using processes similar to ICs (e.g., film deposition, photolithography, etching) except using glass as the starting substrate.

The semiconductor [added: capital] equipment industry is currently experiencing multiple growth drivers bolstered by demand for [removed: chips] [added: semiconductors] from leading edge foundry and logic manufacturers to support computational power and connectivity for markets such as artificial intelligence (“AI”) and 5G wireless technology.

[removed: Growth of the virtual interaction driven by COVID-19 related travel restrictions and quarantines as well as work from home requirements, advances in healthcare and industrial application] [added: These factors] together with the increasing adoption of [removed: electrical] [added: electric] vehicles and intelligence in automobiles are powering leading-edge node technology investments and capacity expansions.

Finally, China continues to emerge as a major region for [added: the] manufacturing of logic and memory chips, adding to its role as the world’s largest consumer of ICs.

Companies that anticipate future market demands by developing and [removed: refining] [added: advancing] new technologies and manufacturing processes are better positioned to lead in the semiconductor market.

Leading semiconductor manufacturers are investing in simultaneous production integration of multiple new process technologies, some requiring new substrate and film materials, new geometries, advanced multi-patterning [added: optical] and [removed: EUV] [added: extreme ultraviolet (“EUV”)] lithography, and advanced packaging techniques.

While many of these technologies have been adopted at the development and pilot production stages of [removed: chip] [added: semiconductor] manufacturing, significant challenges and risks associated with each technology have affected the adoption of these technologies into full-volume production.

[removed: For example, as design rules decrease, yields become more sensitive to the size and density of defects, and device] [added: Device] performance characteristics (namely speed, capacity or power management) [added: also] become more sensitive to parameters such as linewidth and film thickness variation.

Construction of an advanced wafer fabrication facility today can cost well above [removed: $10.00] [added: $10] billion, substantially more than previous-generation facilities.

By developing new process control and yield management tools that help chipmakers accelerate the adoption and production of these new technologies at scale, KLA enables customers to better leverage increasingly expensive facilities and improve [removed: return on investment (“ROI”).][added: ROI.]

In addition, each new generation’s smaller design rules, coupled with new [removed: materials and] [added: materials,] device [removed: innovation,] [added: innovation and] increased in-process variability, [removed: which requires] [added: require] a subsequent increase in inspection and metrology [removed: sampling.][added: sampling, which drives demand for KLA’s portfolio of products.]

KLA systems not only analyze defectivity and metrology issues at critical points in the wafer, reticle and IC manufacturing processes, but also provide information to our customers so they can identify and address the underlying process [added: issues.]

The ability to locate the source of defects and resolve the underlying process issues enables KLA customers to improve control over [removed: the] [added: their] manufacturing processes, increasing their yield of high-performance parts and delivering products to market [removed: faster—thus] [added: faster, thus] maximizing profits.

With a broad portfolio of application-focused technologies and dedicated yield technology expertise, KLA is [removed: in position to be] a key supplier of comprehensive yield management solutions for customers’ next-generation products.

KLA helps customers [added: anticipate and] respond to the challenges posed by shrinking device sizes, the transition to new production materials, new device and circuit architectures, more demanding lithography [removed: processes,] [added: processes] and new packaging techniques.

KLA’s [removed: SPTS group, a semiconductor processing] business [removed: from] [added: under SPTS Technologies Ltd. (“SPTS”), which KLA acquired through] the [removed: Orbotech acquisition,] [added: acquisition of SPTS’s parent company, Orbotech,] develops and sells differentiated custom deposition and etching solutions for fast-growing markets, such as power and analog devices, RF communication [removed: chips] [added: semiconductors, photonics devices] and MEMS.

[removed: Infrastructure build-out for 5G creates demand for RF components, new] [added: New] SiC [removed: and GaN] based power devices are moving into volume production for electric [removed: vehicles, and high-density packaging is growing to support AI.][added: vehicles.]

[removed: KLA] [added: KLA’s Orbotech business] provides a comprehensive portfolio of PCB [removed: tools,] services and solutions to accelerate technology transitions and production ramp.

Our portfolio includes inline inspection tools to monitor the quality of [removed: printed circuit board] [added: PCB] fabrication, equipment to repair defective boards, digital imaging technologies to print fine geometry according to the design, and computer aided manufacturing (“CAM”) software.

These applications will be based on several technological segments including flexible printed circuits [removed: (“FPCs”),] [added: (“FPC”),] high density interconnect (“HDI”), PCBs, and IC substrates.

[removed: KLA] [added: KLA’s Orbotech business] also provides complete yield management solutions for the FPD market including automated optical inspection [added: (“AOI”)] systems, repair technologies and electrical testers.

An accelerated transition to organic light emitting diode (“OLED”) displays to serve the mobile market, introduction of OLED technology for large size [removed: TVs,] [added: televisions,] and a steep ramp in liquid crystal display (“LCD”) production for televisions in China are driving the [removed: flat panel display] [added: FPD] business.

We provide advanced process control and process-enabling solutions for manufacturing wafers, reticles, [removed: integrated circuits,] [added: ICs,] packaging, [removed: printed circuit boards,] [added: PCBs,] and flat and flexible panel displays.

Orbotech’s inspection, repair, imaging, [added: additive printing,] laser [removed: drilling and] [added: drilling,] electrical [removed: testing] [added: testing, CAM, and software solutions,] support customers in [removed: Printed Circuit Board] [added: PCB] Manufacturing and Flexible and [removed: Flat Panel Display] [added: FPD] Manufacturing.

On February 20, 2019 (the “Acquisition Date” relating to this specific acquisition), KLA completed the acquisition of Orbotech, Ltd. (the “Orbotech Acquisition” and “Orbotech,” respectively ), a global supplier of yield-enhancing and process-enabling solutions for the manufacture of electronics products, in order to target growth opportunities in new and expanding end markets.

or 300 millimeters in diameter, about as thick as a credit card and gray in color.

Growth of virtual engagement has been driven by COVID-19 related travel restrictions and quarantines, as well as work from home requirements, and advances in healthcare and industrial applications.

For example, as design rules decrease, yields become more sensitive to the size and density of defects.

For instance, infrastructure for 5G creates demand for RF components, sometimes built on GaN substrate.

In addition, high-density packaging is growing to support premium smartphones and AI computing chips in data centers.

The Company’s significant product categories are described below, followed by the broader product table.

Our defect review systems capture

KLA’s extensive portfolio of packaging solutions accelerates the manufacturing process for outsourced semiconductor assembly and test (“OSAT”) providers, device manufacturers and foundries for a wide range of packaging applications.

KLA offers systems for packaging inspection, metrology, die sorting and data analytics focused on meeting quality standards and increasing yield before and after singulation.

SPTS provides a broad range of etch and deposition process solutions for advanced packaging applications.

Orbotech offers a portfolio of technologies that includes AOI, automated optical shaping (“AOS”), direct imaging (“DI”), UV laser drilling, inkjet/additive printing and software solutions to ensure manufacture of the highest quality of IC substrates.

*Wafer Inspection and Metrology*

KLA’s wafer inspection and metrology systems for advanced wafer-level packaging provide the data required for chip manufacturers to increase yield by providing traceability throughout their increasingly complex manufacturing processes.

Smaller feature sizes, new integration schemes and the heterogeneous integration of multiple components into single packages result in tighter process control requirements.

Our systems allow engineers to quickly detect, resolve and monitor excursions to provide greater control of quality for improved device performance.

*Die Sorting and Inspection*

KLA’s die sorting and inspection system provides inspection before die assembly to help engineers quickly identify any issues during the dicing process of wafer-level packages.

The evolution of wafer-level packaging technologies has introduced new materials into the process that can be susceptible to cracking during dicing such as low-k materials in fan-in wafer-level

packages.

Our system assists chip manufacturers to decrease production risk by identifying defects quickly during die sorting to ensure higher outgoing quality to the next step in the assembly process.

KLA’s packaged component inspection and metrology systems characterize key features of advanced and traditional package types with varying size and interconnect styles.

Our systems provide sensitivity to a variety of defect types as well as accurate and repeatable 3D metrology measurements, which together provide packaging manufacturers the data required to improve their yield while effectively sorting components so that defective parts are quickly removed.

By providing flexible systems capable of handling a large variety of package types, engineers can further increase overall operational effectiveness in a dynamic manufacturing environment.

*Wafer Processing Systems*

SPTS offers a range of plasma etch and deposition process technologies for advanced packaging schemes – from High Density FOWLP to the most advanced 3D packages where two or more die, potentially for different functions, are stacked and connected in the vertical direction with TSVs filled with metal.

Leveraging decades of expertise in silicon etching, SPTS also offers the most advanced plasma dicing solutions for dicing before grind (“DBG”) or dicing after grind (“DAG”) of wafers up to 300mm in diameter.

SPTS’s production-proven processes and precise process control allow chip manufacturers to lower production costs and improve reliability, performance and multi-function integration.

*IC Substrate Production Processes*

Based on decades of experience, Orbotech's portfolio of technologies for IC substrates includes a variety of DI, AOI, AOS of defects, UV laser drilling, inkjet/additive printing and software solutions.

Orbotech's advanced solutions for IC substrates enable manufacturers to build high capacity, high quality, high precision interconnection products for advanced IC packaging while optimizing their productivity and cost efficiency.

KLA has a comprehensive portfolio of inspection, metrology, and data analytics systems to support power devices, RF communications, LED, photonics, MEMS, concentrator photovoltaic (“CPV”) solar and display manufacturing.

With the adoption of high brightness LEDs for solid-state lighting and automotive applications, LED device makers are targeting aggressive cost and performance improvements, requiring more emphasis on improved process control and yield.

KLA’s inspection, metrology and data analytics systems help these manufacturers control their processes and increase yield.

MicroLED, a new emerging technology, is evolving for high-end applications such as smartwatches and televisions that will enable revolutionary interactive products.

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out of a vat of molten silicon.

problems.

Some of the company’s more significant products are described below and are also included in the broader product table at the end of this “Products” section.

Semiconductor Process Control:

reticles at an early stage and to prevent reticle defects from printing on production wafers.

For patterned wafer optical inspection, we provide our 3920 Series, 3900 Series, 2950 Series, 2930 Series, 2920 Series, 2910 Series and 2900 Series (high resolution broadband plasma defect inspection); the Voyager 1015 (laser scanning defect inspection); the Puma 9980 Series, Puma 9850 Series and Puma 9650 Series (laser scanning defect inspection); our 8 Series systems, including the 8930, introduced in the fiscal year ended June 30, 2020, (high productivity defect inspection); and our CIRCL cluster tool (defect inspection, review and metrology of all wafer surfaces – front side, edge and backside).

Our eDR7380 electron-beam (e-beam) wafer defect review and classification system produces a comprehensive defect pareto in one test for accurate defect sourcing during production.

Unique synergy with our inspectors facilitates identification and classification of patterned wafer, bare wafer and bevel edge defects for faster yield learning during IC and wafer manufacturing.

Our eSL10 electron-beam (“e-beam”) patterned wafer defect inspection system was launched during the fiscal year ending June 30, 2020.

The eSL10 detects very small defects, including those at the bottom of deep trenches and contact holes, helping chipmakers accelerate development and ramp of advanced logic and memory devices.

For unpatterned wafer inspection, we provide our Surfscan SP7, Surfscan SP5 and Surfscan SP3 inspectors.

These Surfscan Series systems find defects on bare wafers, smooth films and rough films.

We also offer our SURFmonitor technology for surface quality measurements and capture of low-contrast defects.

For wafer manufacturers, the Surfscan Series detects defects and assesses surface quality during the development and production of polished wafers, epi wafers and engineered substrates.

These systems also play a critical role in determining outgoing substrate quality.

For chip manufacturers, the Surfscan systems qualify incoming bare wafers, and qualify and monitor processes from development through production.

For original equipment manufacturers (“OEMs”) and materials suppliers, the Surfscan Series support process development and process tool qualification.

For in-fab reticle qualification, we offer the Teron SL650 Series and X5.3 reticle inspection systems.

These inspectors allow IC fabs to qualify incoming reticles and inspect production reticles for contaminants and other process-related changes.

The Archer Series of imaging-based overlay metrology systems enable characterization of overlay error on lithography process layers for advanced patterning technologies.

These systems include the Archer 750, launched during the fiscal year ended June 30, 2020, which utilizes wavelength tunability to produce accurate overlay measurements.

The ATL Series of scatterometry-based overlay metrology systems utilize tunable laser technology to accurately measure overlay error measurements in the presence of production process variations.

The SpectraShape optical CD and shape metrology systems characterize and monitor the critical dimensions (“CDs”) and 3D shapes of geometrically complex features incorporated by some IC manufacturers into their latest generation devices.

These systems include the SpectraShape 11k metrology system, launched during the fiscal year ended June 30, 2020, which precisely measures the CDs and three-dimensional shapes of finFET, 3D NAND and other complex IC device structures at critical process steps.

The SpectraFilm and Aleris film metrology systems provide precise measurement of film thickness, refractive index, stress and composition for a broad range of film layers.

The SpectraFilm F1 film metrology system, employs optical technologies that determine single- and multi-layer film thicknesses and uniformity with high precision to monitor deposition processes in production, and deliver bandgap data used to predict device electrical performance earlier than end of line test.

The PWG3 and PWG2 patterned wafer geometry metrology systems measure stress-induced wafer shape, wafer shape-induced pattern overlay errors, wafer thickness variations and wafer dual-sided topography for a wide range of IC manufacturing processes.

This data is used for inline monitoring of fab processes, overlay corrections and scanner focus control, enabling improved patterning and faster yield ramp.

Our WaferSight bare wafer geometry metrology systems are used by substrate manufacturers to qualify polished and epitaxial silicon wafers, engineered and other advanced substrates.

Magnetic random-access memory (“MRAM”) manufacturing requires the control of deposition, annealing, magnetization and etch of very thin ferromagnetic layers.

These memory cells can make up a standalone memory chip or are embedded into a logic chip when the chip is getting close to completion.

At this late stage, the value of the chip is high so the MRAM cell must be carefully controlled to maintain high yield.

KLA offers several systems for manufacturing control of MRAM processes, including the CAPRES CIPTech and microHall series, and the MicroSense PKMRAM and KerrMapper systems.

The OVALiS Software Suite joined our data analytics product portfolio through the acquisition of Qoniac GmbH during the fiscal year ending June 30, 2020.

OVALiS supports on-product process optimization, diagnostics, monitoring and control for lithography and other patterning steps that are critical to IC manufacturing.

Our 5D Analyzer advanced data analysis and patterning control system offers an extendible, open architecture that accepts data from a wide range of metrology and process tools to enable advanced analysis, characterization and real-time control of fab-wide process variations.

Our Klarity automated defect and yield analysis systems help IC manufacturers reduce defect inspection, classification and review data to relevant root-cause and yield-analysis information.

Our RDC reticle data analysis and management system provides data used for in-fab reticle qualification.

Our FabVision data management system offers fab-wide data management and automated yield analysis for wafer manufacturers.

Introduced in the fiscal year ended June 30, 2020, the EtchTemp-HD in situ wafer temperature measurement system enables across-wafer temperature monitoring that strongly correlates with CD uniformity control for conductor etch applications, while the MaskTemp 2 in situ reticle temperature measurement system is used by reticle manufacturers for qualification and monitoring of e-beam writers and high temperature reticle process steps.

The information set forth below under Note 15 “Litigation and Other Legal Matters” to [removed: the] [added: our] Consolidated Financial Statements is incorporated herein by reference.

| ☒ | | | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | | | | [removed: | | |]

| | | | For the Fiscal Year Ended | | | June 30, [removed: 2020 | | |] [added: 2021] | | |

| Delaware | | | | | | | | | | | | [removed: | | | | | |] 04-2564110 | | |

| (State or other jurisdiction of incorporation or organization) | | | | | | | | | | | | [removed: | | | | | |] (I.R.S. Employer Identification No.) | | |

| One Technology Drive, | | | Milpitas, | | | California | | | | | | 95035 | | | [removed: | | | | | |]

| (Address of Principal Executive Offices) | | | | | | | | | | | | [removed: | | | | | |] (Zip Code) | | |

Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate website, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).

| Non-accelerated filer o | | | | | | [removed: (Do not check if a smaller reporting company)] | | | | | | Smaller reporting company ☐ | | |

Indicate by check mark whether the registrant has filed a report on and attestation to its [removed: management's] [added: management’s] assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. [removed: 7262(b)] [added: 7262(b))] by the registered public accounting firm that prepared or issued its audit report.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [removed: Exchange] Act).

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant based upon the closing price of the registrant’s stock, as of December 31, [removed: 2019,] [added: 2020,] was approximately [removed: $27.90] [added: $39.86] billion.

The registrant had [removed: 155,461,444] [added: 152,737,157] shares of common stock outstanding as of July [removed: 20, 2020.][added: 19, 2021.]

Portions of the Proxy Statement for the [removed: 2020] [added: 2021] Annual Meeting of Stockholders (“Proxy [removed: Statement”), and] [added: Statement”)] to be filed pursuant to Regulation 14A within 120 days after the registrant’s fiscal year ended June 30, [removed: 2020,] [added: 2021,] are incorporated by reference into Part III of this report.

| | | | | | | [Special Note Regarding Forward-Looking [removed: Statements](#icfc6141545384cc4921c04f73dba6092_10) | | | [ii](#icfc6141545384cc4921c04f73dba6092_10) | | | | | |] [added: Statements](#i3435ff4b540649c892584c75f097274c_10)] | | | [added: [ii](#i3435ff4b540649c892584c75f097274c_10)] | | |

| PART I | | | | | | | | | | | | [removed: | | | | | | | | |]

| Item 1. | | | | | | [removed: [Business](#icfc6141545384cc4921c04f73dba6092_16) | | | [1](#icfc6141545384cc4921c04f73dba6092_16) | | | | | |] [added: [Business](#i3435ff4b540649c892584c75f097274c_16)] | | | [added: [1](#i3435ff4b540649c892584c75f097274c_16)] | | |

| Item 1A. | | | | | | [Risk [removed: Factors](#icfc6141545384cc4921c04f73dba6092_19) | | | [21](#icfc6141545384cc4921c04f73dba6092_19) | | | | | |] [added: Factors](#i3435ff4b540649c892584c75f097274c_19)] | | | [added: [19](#i3435ff4b540649c892584c75f097274c_19)] | | |

| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#icfc6141545384cc4921c04f73dba6092_22) | | | [37](#icfc6141545384cc4921c04f73dba6092_22) | | | | | |] [added: Comments](#i3435ff4b540649c892584c75f097274c_22)] | | | [added: [37](#i3435ff4b540649c892584c75f097274c_22)] | | |

| Item 2. | | | | | | [removed: [Properties](#icfc6141545384cc4921c04f73dba6092_25) | | | [37](#icfc6141545384cc4921c04f73dba6092_25) | | | | | |] [added: [Properties](#i3435ff4b540649c892584c75f097274c_25)] | | | [added: [37](#i3435ff4b540649c892584c75f097274c_25)] | | |

| Item 3. | | | | | | [Legal [removed: Proceedings](#icfc6141545384cc4921c04f73dba6092_28) | | | [37](#icfc6141545384cc4921c04f73dba6092_28) | | | | | |] [added: Proceedings](#i3435ff4b540649c892584c75f097274c_28)] | | | [added: [37](#i3435ff4b540649c892584c75f097274c_28)] | | |

| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#icfc6141545384cc4921c04f73dba6092_31) | | | [37](#icfc6141545384cc4921c04f73dba6092_31) | | | | | |] [added: Disclosures](#i3435ff4b540649c892584c75f097274c_31)] | | | [added: [37](#i3435ff4b540649c892584c75f097274c_31)] | | |

| PART II | | | | | | | | | | | | [removed: | | | | | | | | |]

| Item 5. | | | | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#icfc6141545384cc4921c04f73dba6092_37) | | | [37](#icfc6141545384cc4921c04f73dba6092_37) | | | | | |] [added: Securities](#i3435ff4b540649c892584c75f097274c_37)] | | | [added: [38](#i3435ff4b540649c892584c75f097274c_37)] | | |

| Item 7. | | | | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#icfc6141545384cc4921c04f73dba6092_43) | | | [40](#icfc6141545384cc4921c04f73dba6092_43) | | | | | |] [added: Operations](#i3435ff4b540649c892584c75f097274c_43)] | | | [added: [40](#i3435ff4b540649c892584c75f097274c_43)] | | |

| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#icfc6141545384cc4921c04f73dba6092_79) | | | [59](#icfc6141545384cc4921c04f73dba6092_79) | | | | | |] [added: Risk](#i3435ff4b540649c892584c75f097274c_88)] | | | [added: [59](#i3435ff4b540649c892584c75f097274c_88)] | | |

| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#icfc6141545384cc4921c04f73dba6092_82) | | | [60](#icfc6141545384cc4921c04f73dba6092_82) | | | | | |] [added: Data](#i3435ff4b540649c892584c75f097274c_91)] | | | [added: [60](#i3435ff4b540649c892584c75f097274c_91)] | | |

| | | | | | | [Consolidated Balance Sheets as of June 30, [removed: 2020 and] [added: 202](#i3435ff4b540649c892584c75f097274c_94)[1](#i3435ff4b540649c892584c75f097274c_94) [and] June [removed: 30, 2019](#icfc6141545384cc4921c04f73dba6092_85) | | | [61](#icfc6141545384cc4921c04f73dba6092_85) | | | | | |] [added: 30,](#i3435ff4b540649c892584c75f097274c_94) [202](#i3435ff4b540649c892584c75f097274c_94)[0](#i3435ff4b540649c892584c75f097274c_94)] | | | [added: [61](#i3435ff4b540649c892584c75f097274c_94)] | | |

| | | | | | | [Consolidated Statements of Operations for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_91) | | | [62](#icfc6141545384cc4921c04f73dba6092_91) | | | | | |] [added: 20](#i3435ff4b540649c892584c75f097274c_97)[21](#i3435ff4b540649c892584c75f097274c_97)] | | | [added: [62](#i3435ff4b540649c892584c75f097274c_97)] | | |

| | | | | | | [Consolidated Statements of Comprehensive Income for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_94) | | | [63](#icfc6141545384cc4921c04f73dba6092_94) | | | | | |] [added: 20](#i3435ff4b540649c892584c75f097274c_100)[21](#i3435ff4b540649c892584c75f097274c_100)] | | | [added: [63](#i3435ff4b540649c892584c75f097274c_100)] | | |

| | | | | | | [Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_97) | | | [64](#icfc6141545384cc4921c04f73dba6092_97) | | | | | |] [added: 202](#i3435ff4b540649c892584c75f097274c_103)[1](#i3435ff4b540649c892584c75f097274c_103)] | | | [added: [64](#i3435ff4b540649c892584c75f097274c_103)] | | |

| | | | | | | [Consolidated Statements of Cash Flows for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_103) | | | [65](#icfc6141545384cc4921c04f73dba6092_103) | | | | | |] [added: 202](#i3435ff4b540649c892584c75f097274c_106)[1](#i3435ff4b540649c892584c75f097274c_106)] | | | [added: [65](#i3435ff4b540649c892584c75f097274c_106)] | | |

| | | | | | | [Notes to Consolidated Financial [removed: Statements](#icfc6141545384cc4921c04f73dba6092_106) | | | [67](#icfc6141545384cc4921c04f73dba6092_106) | | | | | |] [added: Statements](#i3435ff4b540649c892584c75f097274c_109)] | | | [added: [66](#i3435ff4b540649c892584c75f097274c_109)] | | |

| | | | | | | [Report of Independent Registered Public Accounting [removed: Firm](#icfc6141545384cc4921c04f73dba6092_196) | | | [114](#icfc6141545384cc4921c04f73dba6092_196) | | | | | |] [added: Firm](#i3435ff4b540649c892584c75f097274c_190)] | | | [added: [112](#i3435ff4b540649c892584c75f097274c_190)] | | |

| Item 9. | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#icfc6141545384cc4921c04f73dba6092_199) | | | [117](#icfc6141545384cc4921c04f73dba6092_199) | | | | | |] [added: Disclosure](#i3435ff4b540649c892584c75f097274c_193)] | | | [added: [114](#i3435ff4b540649c892584c75f097274c_193)] | | |

| Item 9A. | | | | | | [Controls and [removed: Procedures](#icfc6141545384cc4921c04f73dba6092_202) | | | [117](#icfc6141545384cc4921c04f73dba6092_202) | | | | | |] [added: Procedures](#i3435ff4b540649c892584c75f097274c_196)] | | | [added: [114](#i3435ff4b540649c892584c75f097274c_196)] | | |

| Item 9B. | | | | | | [Other [removed: Information](#icfc6141545384cc4921c04f73dba6092_205) | | | [118](#icfc6141545384cc4921c04f73dba6092_205) | | | | | |] [added: Information](#i3435ff4b540649c892584c75f097274c_199)] | | | [added: [115](#i3435ff4b540649c892584c75f097274c_199)] | | |

| PART III | | | | | | | | | | | | [removed: | | | | | | | | |]

| Item 10. | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#icfc6141545384cc4921c04f73dba6092_211) | | | [118](#icfc6141545384cc4921c04f73dba6092_211) | | | | | |] [added: Governance](#i3435ff4b540649c892584c75f097274c_205)] | | | [added: [115](#i3435ff4b540649c892584c75f097274c_205)] | | |

| Item 11. | | | | | | [Executive [removed: Compensation](#icfc6141545384cc4921c04f73dba6092_214) | | | [118](#icfc6141545384cc4921c04f73dba6092_214) | | | | | |] [added: Compensation](#i3435ff4b540649c892584c75f097274c_208)] | | | [added: [115](#i3435ff4b540649c892584c75f097274c_208)] | | |

| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#icfc6141545384cc4921c04f73dba6092_217) | | | [118](#icfc6141545384cc4921c04f73dba6092_217) | | | | | |] [added: Matters](#i3435ff4b540649c892584c75f097274c_211)] | | | [added: [115](#i3435ff4b540649c892584c75f097274c_211)] | | |

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| Item 6. | | | | | | [\[Reserved\]](#i3435ff4b540649c892584c75f097274c_40) | | | [40](#i3435ff4b540649c892584c75f097274c_40) | | |

| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspection](#i3435ff4b540649c892584c75f097274c_1909)s | | | [115](#i3435ff4b540649c892584c75f097274c_199) | | |

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| Item 15. | | | | | | [Exhibit](#i3435ff4b540649c892584c75f097274c_223) [](#i3435ff4b540649c892584c75f097274c_223)[and](#i3435ff4b540649c892584c75f097274c_223) [Financial Statement Schedules](#i3435ff4b540649c892584c75f097274c_223) | | | [116](#i3435ff4b540649c892584c75f097274c_223) | | |

| | | | | | | [Signatures](#i3435ff4b540649c892584c75f097274c_226) | | | [119](#i3435ff4b540649c892584c75f097274c_226) | | |

Factors that might cause or contribute to such differences include, but are not limited to:*

*•* *The impact of the COVID-19 pandemic on the global economy and on our business, financial condition and results of operations, including the supply chain constraints we are experiencing as a result of the pandemic;*

- *Economic, political and social conditions in the countries in which we, our customers and our suppliers operate, including global trade policies;*

- *Disruption to our manufacturing facilities or other operations, or the operations of our customers, due to natural catastrophic events, health epidemics or terrorism;*

- *Ongoing changes in the technology industry, and the semiconductor industry in particular, including future growth rates, pricing trends in end-markets, or changes in customer capital spending patterns;*

- *Our ability to timely develop new technologies and products that successfully anticipate or address changes in the semiconductor industry;*

- *Our ability to maintain our technology advantage and protect our proprietary rights;*

- *Our ability to compete with new products introduced by our competitors;*

- *Our ability to attract and retain key personnel;*

- *Cybersecurity threats, cyber incidents affecting our and our service providers*’ s*ystems and networks and our ability to access critical information systems for daily business operations;*

- *Liability to our customers under indemnification provisions if our products fail to operate properly or contain defects or our customers are sued by third parties due to our products;*

- *Exposure to a highly concentrated customer base;*

- *Availability and cost of the wide range of materials used in the production of our products;*

- *Our ability to operate our business in accordance with our business plan;*

- *Legal, regulatory and tax environments in which we perform our operations and conduct our business and our ability to comply with relevant laws and regulations;*

- *Our ability to pay interest and repay the principal of our current indebtedness is dependent upon our ability to manage our business operations, our credit rating and the ongoing interest rate environment, among other factors;*

- *Instability in the global credit and financial markets;*

- *Our exposure to currency exchange rate fluctuations, or declining economic conditions in those countries where we conduct our business;*

- *Changes in our effective tax rate resulting from changes in the tax rates imposed by jurisdictions where our profits are determined to be earned and taxed, expiration of tax holidays in certain jurisdictions, resolution of issues arising from tax audits with various authorities or changes in tax laws or the interpretation of such tax laws; and*

- *Our ability to identify suitable acquisition targets and successfully integrate and manage acquired businesses.*

iii

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Item 6. | | | | | | [Selected Financial Data](#icfc6141545384cc4921c04f73dba6092_40) | | | [39](#icfc6141545384cc4921c04f73dba6092_40) | | | | | | | | | | | |

| Item 15. | | | | | | [Exhibits, Financial Statement Schedules](#icfc6141545384cc4921c04f73dba6092_229) | | | [119](#icfc6141545384cc4921c04f73dba6092_229) | | | | | | | | | | | |

| | | | | | | [Signatures](#icfc6141545384cc4921c04f73dba6092_232) | | | [120](#icfc6141545384cc4921c04f73dba6092_232) | | | | | | | | | | | |

| | | | | | | [Exhibit Index](#icfc6141545384cc4921c04f73dba6092_238) | | | [123](#icfc6141545384cc4921c04f73dba6092_238) | | | | | | | | | | | |

As of June 30, [removed: 2020,] [added: 2021,] we owned or leased a total of approximately [removed: 3.4] [added: 4] million square feet of space for research, engineering, marketing, service, sales and administration worldwide primarily in U.S., Israel, [removed: China,] Singapore, [removed: Germany] [added: China, Germany,] and Taiwan.

Our operating leases expire at various times through January 4, 2037, subject to renewal, with some of the leases containing renewal option clauses at the fair market value, for additional periods up to [removed: five] [added: six] years.

Additional information regarding these leases is incorporated herein by reference to Note 9 “Leases” to [removed: the] [added: our] Consolidated Financial Statements.

Information regarding our principal properties as of June 30, [removed: 2020] [added: 2021] is set forth below:

| (Square Feet) | | | United States | | | | | | Other Countries | | | | | | Total | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Owned(1) | | | 727,302 | | | | | | 695,048 | | | | | | 1,422,350 | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | |]

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Leased | | | 408,174 | | | | | | 1,674,276 | | | | | | 2,082,450 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total | | | 1,135,476 | | | | | | 2,369,324 | | | | | | 3,504,800 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Leased | | | 414,378 | | | | | | 1,612,319 | | | | | | 2,026,697 | | |

| Total | | | 1,141,680 | | | | | | 2,307,367 | | | | | | 3,449,047 | | |

On August [removed: 3, 2020,] [added: 5, 2021,] we announced that our Board of Directors had [removed: approved an increase in the] [added: declared a] quarterly cash dividend [removed: level to $0.90] [added: of $1.05] per [removed: share.][added: share to be paid on September 1, 2021 to stockholders of record as of the close of business on August 16, 2021.]

As of July [removed: 20, 2020,] [added: 19, 2021,] there were [removed: 393] [added: 386] holders of record of our common stock.

[removed: Our] [added: (1)Our] Board of Directors has authorized a program [removed: which] [added: that] permits us to repurchase up to $3.00 billion of our common [removed: stock, reflecting an increase of $1.00 billion authorized by our Board of Directors during the fiscal year ended June 30, 2020.][added: stock.]

[removed: These] [added: Future] repurchases [added: of our common stock under our repurchase program] may be effected through various different repurchase transaction structures, including isolated open market transactions or systematic repurchase [removed: plans, in all cases, subject to compliance with applicable law.][added: plans.]

[removed: This] [added: (2)The stock] repurchase program has no [removed: termination] [added: expiration] date and may be suspended [removed: or discontinued] at any time.

*Notwithstanding any statement to the contrary in any of our previous or future filings with the [removed: Securities and Exchange Commission,] [added: SEC,] the following information relating to the price performance of our common stock shall not be deemed “filed” with the Commission [removed: or “soliciting material”] under the Securities Exchange Act of 1934 and shall not be incorporated by reference into any such filings.*

The following graph compares the cumulative 5-year total return attained by stockholders on our common stock relative to the cumulative total returns of the S&P 500 Index and the Philadelphia Semiconductor Index [removed: (PHLX).][added: (“PHLX”).]

The graph tracks the performance of a $100 investment in our common stock and in each of the indices (with the reinvestment of all dividends) from June 30, [removed: 2015] [added: 2016] to June 30, [removed: 2020.][added: 2021.]

[removed: ][added: ]

| | | | June [removed: 2015] [added: 2016] | | | | | | June [removed: 2016] [added: 2017] | | | | | | June [removed: 2017] [added: 2018] | | | | | | June [removed: 2018] [added: 2019] | | | | | | June [removed: 2019] [added: 2020] | | | | | | June [removed: 2020] [added: 2021] | | |

The following is a summary of stock repurchases for each month during the fourth quarter of the fiscal year ended June 30, 2021.

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| Period | | | Total Number of Shares Purchased(1) | | | | | | Average Price Paid per Share | | | | | | Approximate Dollar Value that May Yet Be Purchased Under the Plans or Programs(1)(2) | | |

| April 1, 2021 to April 30, 2021 | | | 187,324 | | | | | | $ | 336.30 | | | | | $ | 329,783,026 | |

| May 1, 2021 to May 31, 2021 | | | 451,806 | | | | | | $ | 306.12 | | | | | $ | 191,476,678 | |

| June 1, 2021 to June 30, 2021 | | | 311,123 | | | | | | $ | 316.51 | | | | | $ | 93,001,941 | |

| Total | | | 950,253 | | | | | | $ | 315.47 | | | | | | | |

__________________

As of June 30, 2021, approximately $93 million remained available for repurchases under this repurchase program.

| KLA Corporation | | | $100.00 | | | | | | $128.28 | | | | | | $147.27 | | | | | | $174.63 | | | | | | $293.31 | | | | | | $495.74 | | |

| S&P 500 | | | $100.00 | | | | | | $117.90 | | | | | | $134.84 | | | | | | $148.89 | | | | | | $160.06 | | | | | | $225.36 | | |

| PHLX Semiconductor | | | $100.00 | | | | | | $152.21 | | | | | | $196.53 | | | | | | $222.68 | | | | | | $310.27 | | | | | | $526.91 | | |

On August 6, 2020, we announced that our Board of Directors had declared a quarterly cash dividend of $0.90 per share to be paid on September 1, 2020 to stockholders of record as of the close of business on August 17, 2020.

We did not repurchase any shares under this authorization in the fourth quarter of fiscal year ended June 30, 2020.

As of June 30, 2020, we have approximately $1.04 billion that may yet be purchased under this authorization.

| KLA Corporation | | | $100.00 | | | | | | $134.78 | | | | | | $172.89 | | | | | | $198.49 | | | | | | $235.36 | | | | | | $395.31 | | |

| S&P 500 | | | $100.00 | | | | | | $103.99 | | | | | | $122.60 | | | | | | $140.23 | | | | | | $154.83 | | | | | | $166.45 | | |

| PHLX Semiconductor | | | $100.00 | | | | | | $103.77 | | | | | | $157.95 | | | | | | $203.93 | | | | | | $231.07 | | | | | | $321.96 | | |

The following tables include selected consolidated summary financial data for each of our last five fiscal years.

This data should be read in conjunction with Item 8 “Financial Statements and Supplementary Data,” and Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Year ended June 30, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| (In thousands, except per share amounts) | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Consolidated Statements of Operations(1)(2): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total revenues | | | $ | 5,806,424 | | | | | $ | 4,568,904 | | | | | $ | 4,036,701 | | | | | $ | 3,480,014 | | | | | $ | 2,984,493 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income attributable to KLA(3) | | | $ | 1,216,785 | | | | | $ | 1,175,617 | | | | | $ | 802,265 | | | | | $ | 926,076 | | | | | $ | 704,422 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash dividends declared per share | | | $ | 3.30 | | | | | $ | 3.00 | | | | | $ | 2.52 | | | | | $ | 2.14 | | | | | $ | 2.08 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income per share attributable to KLA: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | $ | 7.76 | | | | | $ | 7.53 | | | | | $ | 5.13 | | | | | $ | 5.92 | | | | | $ | 4.52 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Diluted | | | $ | 7.70 | | | | | $ | 7.49 | | | | | $ | 5.10 | | | | | $ | 5.88 | | | | | $ | 4.49 | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | As of June 30, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Consolidated Balance Sheets(1)(2): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash, cash equivalents and marketable securities | | | $ | 1,980,472 | | | | | $ | 1,739,385 | | | | | $ | 2,880,318 | | | | | $ | 3,016,740 | | | | | $ | 2,491,294 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Working capital(4)(5) | | | $ | 3,023,759 | | | | | $ | 2,546,589 | | | | | $ | 3,334,730 | | | | | $ | 3,102,094 | | | | | $ | 2,868,062 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total assets | | | $ | 9,279,960 | | | | | $ | 9,008,516 | | | | | $ | 5,638,619 | | | | | $ | 5,550,334 | | | | | $ | 4,977,076 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Long-term debt(6) | | | $ | 3,469,670 | | | | | $ | 3,173,383 | | | | | $ | 2,237,402 | | | | | $ | 2,680,474 | | | | | $ | 3,057,936 | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total KLA stockholders’ equity(6) | | | $ | 2,665,424 | | | | | $ | 2,659,108 | | | | | $ | 1,620,511 | | | | | $ | 1,326,417 | | | | | $ | 689,114 | | | | | | | | | | | | | | | | | | | | | | | | | |

__________

(1)On July 1, 2018, we adopted Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers ("ASC 606") using the modified retrospective transition approach.

Results for reporting periods beginning after June 30, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with the previous revenue guidance in ASC 605.

(2)On February 20, 2019, we completed the acquisition of Orbotech for total purchase consideration of approximately $3.26 billion.

The operating results of Orbotech have been included in our Consolidated Financial Statements from the Acquisition Date in 2019.

For additional details, refer to Note 6 “Business Combinations” to our Consolidated Financial Statements.

(3)Our net income decreased to $802.3 million in the fiscal year ended June 30, 2018, primarily as a result of the income tax effects from the enacted tax reform legislation through the Tax Cuts and Jobs Act, which was signed into law on December 22, 2017.

(4)We adopted the accounting standards update regarding classification of deferred taxes on a prospective basis at the beginning of the fourth quarter of fiscal year ended 2016.

Upon adoption, approximately $218.0 million in net current deferred tax assets were reclassified to non-current.

No prior periods were retrospectively adjusted.

(5)On July 1, 2019, we adopted ASC 842, Leases ("ASC 842") on a prospective basis.

The adoption of ASC 842 resulted in the balance sheet recognition of additional lease assets and lease liabilities of $110.7 million and $108.7 million, respectively.

Refer to Note 1 "Description of Business and Summary of Significant Accounting Policies" to our Consolidated Financial Statements for additional details.

(6)Our long-term debt increased to $3.47 billion at the end of fiscal year ended June 30, 2020 because we issued $750.0 million aggregate principal amount of senior, unsecured long-term notes and prepaid $500.0 million of senior notes including payment of accrued interest and other costs.

Our long-term debt increased to $3.17 billion at the end of fiscal year ended June 30, 2019 because we issued $1.20 billion aggregate principal amount of senior, unsecured long-term notes.

Refer to Note 8 “Debt” to our Consolidated Financial Statements for additional details.

| [Consolidated Balance Sheets as of June 30, [removed: 2020 and 2019](#icfc6141545384cc4921c04f73dba6092_85)] [added: 202](#i3435ff4b540649c892584c75f097274c_94)[1](#i3435ff4b540649c892584c75f097274c_94) [and](#i3435ff4b540649c892584c75f097274c_94) [20](#i3435ff4b540649c892584c75f097274c_94)[20](#i3435ff4b540649c892584c75f097274c_94)] | | | [removed: [61](#icfc6141545384cc4921c04f73dba6092_85)] [added: [61](#i3435ff4b540649c892584c75f097274c_94)] | | |

| [Consolidated Statements of Operations for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_91)] [added: 202](#i3435ff4b540649c892584c75f097274c_97)[1](#i3435ff4b540649c892584c75f097274c_97)[](#i3435ff4b540649c892584c75f097274c_97)] | | | [removed: [62](#icfc6141545384cc4921c04f73dba6092_91)] [added: [62](#i3435ff4b540649c892584c75f097274c_97)] | | |

| [Consolidated Statements of Comprehensive Income for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_94)] [added: 202](#i3435ff4b540649c892584c75f097274c_100)[1](#i3435ff4b540649c892584c75f097274c_100)] | | | [removed: [63](#icfc6141545384cc4921c04f73dba6092_94)] [added: [63](#i3435ff4b540649c892584c75f097274c_100)] | | |

| [Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_97)] [added: 202](#i3435ff4b540649c892584c75f097274c_103)[1](#i3435ff4b540649c892584c75f097274c_103)] | | | [removed: [64](#icfc6141545384cc4921c04f73dba6092_97)] [added: [64](#i3435ff4b540649c892584c75f097274c_103)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_103)] [added: 202](#i3435ff4b540649c892584c75f097274c_106)[1](#i3435ff4b540649c892584c75f097274c_106)] | | | [removed: [65](#icfc6141545384cc4921c04f73dba6092_103)] [added: [65](#i3435ff4b540649c892584c75f097274c_106)] | | |

| [Notes to Consolidated Financial [removed: Statements](#icfc6141545384cc4921c04f73dba6092_106)] [added: Statements](#i3435ff4b540649c892584c75f097274c_109)] | | | [removed: [67](#icfc6141545384cc4921c04f73dba6092_106)] [added: [66](#i3435ff4b540649c892584c75f097274c_109)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#icfc6141545384cc4921c04f73dba6092_196)] [added: Firm](#i3435ff4b540649c892584c75f097274c_190)] | | | [removed: [114](#icfc6141545384cc4921c04f73dba6092_196)] [added: [112](#i3435ff4b540649c892584c75f097274c_190)] | | |

| | | | As of June 30, | | | | | | | | | [removed: | | | | | |]

| (In thousands, except par value) | | | [removed: 2020 | | | | | | 2019] [added: 2021] | | | | | | [added: 2020] | | |

| ASSETS | | | | | | | | | | | | [removed: | | | | | |]

| Current assets: | | | | | | | | | | | | [removed: | | | | | |]

| Cash and cash equivalents [removed: |] [added: at beginning of period] | | [removed: $] | 1,234,409 | | | | | [removed: $] | 1,015,994 | | | | | | [added: 1,404,382] | | [added: |]

| Marketable securities | | | [removed: 746,063 | | | | | | 723,391] [added: 1,059,912] | | | | | | [added: 746,063] | | |

| Accounts receivable, net | | | [removed: 1,107,413 | | | | | | 990,113] [added: 1,305,479] | | | | | | [added: 1,107,413] | | |

| Inventories | | | [removed: 1,310,985 | | | | | | 1,262,500] [added: 1,575,380] | | | | | | [added: 1,310,985] | | |

| Other current assets | | | [removed: 324,675 | | | | | | 323,077] [added: 320,867] | | | | | | [added: 324,675] | | |

| Total current assets | | | [removed: 4,723,545 | | | | | | 4,315,075] [added: 5,696,248] | | | | | | [added: 4,723,545] | | |

| Land, property and equipment, net | | | [removed: 519,824 | | | | | | 448,799] [added: 663,027] | | | | | | [added: 519,824] | | |

| Goodwill | | | [removed: 2,045,402 | | | | | | 2,211,858] [added: 2,011,172] | | | | | | [added: 2,045,402] | | |

| Deferred income taxes | | | [removed: 236,797 | | | | | | 206,141] [added: 270,461] | | | | | | [added: 236,797] | | |

| Purchased intangible assets, net | | | [removed: 1,391,413 | | | | | | 1,560,670] [added: 1,185,311] | | | | | | [added: 1,391,413] | | |

| Other non-current assets | | | [removed: 362,979 | | | | | | 265,973] [added: 444,905] | | | | | | [added: 362,979] | | |

| Total assets | | | $ | [removed: 9,279,960] [added: 10,271,124] | | | | | $ | [removed: 9,008,516 | | | | | |] [added: 9,279,960] | |

| LIABILITIES, NON-CONTROLLING INTEREST AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | [removed: | | | | | |]

| Current liabilities: | | | | | | | | | | | | [removed: | | | | | |]

| Accounts payable | | | $ | [removed: 264,280] [added: 342,083] | | | | | $ | [removed: 202,416 | | | | | |] [added: 264,280] | |

| Deferred system revenue | | | [removed: 336,237 | | | | | | 282,348] [added: 295,192] | | | | | | [added: 336,237] | | |

| Deferred service revenue | | | [removed: 233,493 | | | | | | 206,669] [added: 284,936] | | | | | | [added: 233,493] | | |

| Other current liabilities | | | [removed: 865,776 | | | | | | 827,054] [added: 1,161,016] | | | | | | [added: 865,776] | | |

| Total current liabilities | | | [removed: 1,699,786 | | | | | | 1,768,486] [added: 2,103,227] | | | | | | [added: 1,699,786] | | |

| Non-current liabilities: | | | | | | | | | | | | [removed: | | | | | |]

| Long-term debt | | | [removed: 3,469,670 | | | | | | 3,173,383] [added: 3,422,767] | | | | | | [added: 3,469,670] | | |

| Deferred tax liabilities | | | [removed: 660,885 | | | | | | 702,285] [added: 650,623] | | | | | | [added: 660,885] | | |

| Deferred service revenue | | | [removed: 96,325 | | | | | | 98,772] [added: 87,575] | | | | | | [added: 96,325] | | |

| Other non-current liabilities | | | [removed: 672,284 | | | | | | 587,897] [added: 631,290] | | | | | | [added: 672,284] | | |

| Total liabilities | | | [removed: 6,598,950 | | | | | | 6,330,823] [added: 6,895,482] | | | | | | [added: 6,598,950] | | |

| Commitments and contingencies (Notes 9, 15 and 16) | | | | | | | | | | | | [removed: | | | | | |]

| Stockholders’ equity: | | | | | | | | | | | | [removed: | | | | | |]

| Preferred stock, $0.001 par value, 1,000 shares authorized, none outstanding | | | — | | | | | | — | | | [removed: | | | | | |]

| Common stock, $0.001 par value, 500,000 shares authorized, [removed: 277,526] [added: 278,435] and [removed: 276,202] [added: 277,526] shares issued, [removed: 155,461] [added: 152,776] and [removed: 159,475] [added: 155,461] shares outstanding, as of June 30, [removed: 2020] [added: 2021] and June 30, [removed: 2019,] [added: 2020,] respectively | | | [removed: 155 | | | | | | 159] [added: 153] | | | | | | [added: 155] | | |

| [Schedule II Valuation and Qualifying Accounts](#i3435ff4b540649c892584c75f097274c_229) | | | [114](#i3435ff4b540649c892584c75f097274c_229) | | |

| Cash and cash equivalents | | | $ | 1,434,610 | | | | | $ | 1,234,409 | |

| Short-term debt | | | 20,000 | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Adoption of ASC 326 | | | — | | | | | | — | | | | | | (5,530) | | | | | | — | | | | | | (5,530) | | | | | | — | | | | | | (5,530) | | |

| Net income attributable to KLA | | | — | | | | | | — | | | | | | 2,078,292 | | | | | | — | | | | | | 2,078,292 | | | | | | — | | | | | | 2,078,292 | | |

| Net loss attributable to non-controlling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (939) | | | | | | (939) | | |

| Repurchase of common stock | | | (3,658) | | | | | | (55,414) | | | | | | (889,193) | | | | | | — | | | | | | (944,607) | | | | | | — | | | | | | (944,607) | | |

| Net issuance on exercise of option by NCI | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 127 | | | | | | 127 | | |

| Disposal of non-controlling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (17,124) | | | | | | (17,124) | | |

| Balances as of June 30, 2021 | | | 152,776 | | | | | | $ | 2,175,988 | | | | | $ | 1,277,123 | | | | | $ | (75,557) | | | | | $ | 3,377,554 | | | | | $ | (1,912) | | | | | $ | 3,375,642 | |

| Net income | | | $ | 2,077,353 | | | | | $ | 1,215,025 | | | | | $ | 1,175,017 | |

| Goodwill impairment | | | — | | | | | | 256,649 | | | | | | — | | |

| Loss on extinguishment of debt | | | — | | | | | | 22,538 | | | | | | — | | |

| Gain on sale of business | | | (4,422) | | | | | | — | | | | | | — | | |

| Gain on fair value adjustment of marketable equity securities | | | (26,719) | | | | | | — | | | | | | — | | |

| Proceeds from sale of assets | | | 1,855 | | | | | | — | | | | | | — | | |

| Proceeds from sale of business | | | 16,833 | | | | | | — | | | | | | — | | |

| Proceeds from other investments | | | 614 | | | | | | 1,086 | | | | | | — | | |

We also provide contracted and comprehensive installation and maintenance services across our installed base.

Comparability. Effective on the first day of fiscal 2021, we adopted Accounting Standards Codification (“ASC”) 326, Measurement of Credit Losses on Financial Instruments (“ASC 326”).

The

We regularly review the available-for-sale debt securities in an unrealized loss position and evaluate the current expected credit loss by considering available information relevant to the collectability of the security, such as historical experience, market data, issuer-specific factors including credit ratings, default and loss rates of the underlying collateral and structure and credit enhancements, current economic conditions and reasonable and supportable forecasts.

There were no credit losses on available-for-sale debt securities recognized in the years ended June 30, 2021, 2020 and 2019.

If the allowance has been fully written off and fair value is less than amortized cost basis, we write down the amortized cost basis of the security to its fair value with an offsetting entry to net income.

Equity securities in publicly held companies, or marketable equity securities, are measured and recorded at fair value on a recurring basis.

Realized and unrealized gains and losses resulting from changes in fair value or the sale of our marketable and non-marketable equity securities are recorded in “Other expense (income), net.”

We maintain an allowance for credit losses for expected uncollectible accounts receivable, which is recorded as an offset to accounts receivable and changes in such are classified as selling, general and administrative (“SG&A”) expense in the Consolidated Statements of Income.

We assess collectability by reviewing accounts receivable on a collective basis where similar risk characteristics exist and on an individual basis when we identify specific customers with known disputes or collectability issues.

The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts.

For the year ended June 30, 2021, our assessment considered the impact of COVID-19 and estimates of expected credit and collectability trends.

The credit losses recognized on accounts receivable were not significant as of June 30, 2021 and 2020.

Volatility in market conditions and evolving credit trends are difficult to predict and may cause variability that may have a material impact on our allowance for

credit losses in future periods.

| 2021 | | | | | | 2020 | | |

The effect of exchange rate changes on forward exchange contracts is expected to

Any differences between change in the fair value of the excluded components and the amounts recognized in earnings are recorded in AOCI.

For derivatives that are designated and qualify as a net investment hedge in a foreign operation and that meet the effectiveness requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in cumulative translation within AOCI.

The remainder of the change in value of such instruments is recorded in earnings using the mark-to-market approach.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| Current portion of long-term debt | | | — | | | | | | 249,999 | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balances as of June 30, 2017 | | | 156,840 | | | | | | $ | 529,283 | | | | | $ | 848,457 | | | | | $ | (51,323) | | | | | $ | 1,326,417 | | | | | $ | — | | | | | $ | 1,326,417 | | | | | | | |

| Net income | | | — | | | | | | — | | | | | | 802,265 | | | | | | — | | | | | | 802,265 | | | | | | — | | | | | | 802,265 | | | | | | | | |

| Repurchase of common stock | | | (1,960) | | | | | | (6,755) | | | | | | (196,414) | | | | | | — | | | | | | (203,169) | | | | | | — | | | | | | (203,169) | | | | | | | | |

| Balance as of July 1, 2018 | | | 156,048 | | | | | | 617,999 | | | | | | 1,046,150 | | | | | | (64,778) | | | | | | 1,599,371 | | | | | | — | | | | | | 1,599,371 | | | | | | | | |

| Deferred system profit | | | — | | | | | | — | | | | | | 99,457 | | | | | | | | | | | | | | |

| Proceeds from disposition of non-marketable securities | | | 1,086 | | | | | | — | | | | | | — | | | | | | | | | | | | | | |

| Cash and cash equivalents at beginning of period | | | 1,015,994 | | | | | | 1,404,382 | | | | | | 1,153,051 | | | | | | | | | | | | | | |

Description of Business and Principles of Consolidation. For purposes of this report, “KLA,” the “Company,” “we,” “our,” “us,” or similar references mean KLA Corporation, and its majority-owned subsidiaries unless the context requires otherwise.

The acquisition of Orbotech is referred to as the “Orbotech Acquisition”.

For all investments in debt and equity securities, we assess whether the impairment is other than temporary.

If the fair value of a debt security is less than its amortized cost basis, an impairment is

If an impairment is considered other than temporary based on condition (i), the entire difference between the amortized cost and the fair value of the security is recognized in earnings.

We evaluate both qualitative and quantitative factors such as duration and severity of the unrealized losses, credit ratings, default and loss rates of the underlying collateral, structure and credit enhancements to determine if a credit loss may exist.

In order to monitor potential credit losses, we perform ongoing credit evaluations of our customers’ financial condition.

issues in the future, we may be required to incur additional bad debt expense with respect to trade receivables.

We maintain an allowance for potential credit losses based upon expected collectibility risk of all accounts receivable.

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

The assessment effectiveness of options contracts designated as cash

Our solutions provide a comprehensive portfolio of inspection, metrology and data analytics products, which are accompanied by a flexible portfolio of services to enable our customers to maintain the performance and productivity of the solutions purchased.

Contract assets primarily relate to the value of

2018, respectively.

Business Combinations. Accounting for business combinations requires management to make significant estimates and assumptions to determine the fair values of assets acquired and liabilities assumed at the acquisition date.

Although we believe the assumptions and estimates we have made in the past have been reasonable and appropriate, they are based, in part, on historical experience and information obtained from management of the acquired companies and are inherently uncertain.

Critical estimates in valuing certain acquired intangible assets include, but are not limited to future expected cash flows including revenue growth rate assumptions from product sales, customer contracts and acquired technologies, expected costs to develop in-process research and development into commercially viable products, estimated cash flows from the projects when completed, including assumptions associated with the technology migration curve, estimated royalty rates used in valuing technology related intangible assets, and discount rates.

The discount rates used to discount expected future cash flows to present value are typically derived from a weighted-average cost of capital analysis and adjusted to reflect inherent risks.

Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results.

assumptions are inherently uncertain and subject to refinement.

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASC 842 which supersedes the lease recognition requirements in ASC 840, Leases, (“ASC 840”).

The most prominent of the changes in ASC 842 is the recognition of right of use ("ROU") assets and lease liabilities by lessees for those leases classified as operating leases.

Consistent with ASC 840, leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the Consolidated Statements of Operations.

In July 2018, the FASB issued an accounting standard update which amended ASC 842 and offered an additional (and optional) transition method by which entities could elect not to recast the comparative periods presented in financial statements in the period of adoption.

We adopted the new standard on July 1, 2019, the first day of fiscal 2020, using the optional adoption method whereby we did not adjust comparative period financial statements.

We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange [removed: Act”))] [added: Act”)] (“Disclosure Controls”) as of the end of the period covered by this Annual Report on Form 10-K (this “Report”) required by Exchange Act Rules 13a-15(b) or 15d-15(b).

Based on this evaluation, the CEO and CFO have concluded that as of June 30, [removed: 2020,] [added: 2021,] the end of the period covered by this Report, our Disclosure Controls were effective at a reasonable assurance level.

Based on this evaluation, our management concluded that our internal control over financial reporting was effective as of June 30, [removed: 2020.][added: 2021.]

The effectiveness of our internal control over financial reporting as of June 30, [removed: 2020] [added: 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears in Item 8, “Financial Statements and Supplementary Data” in this Annual Report on Form 10-K.

Our management, including [removed: the] [added: our] CEO and CFO, does not expect that our Disclosure Controls or internal control over financial reporting will prevent all error and all fraud.

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the fourth quarter of the fiscal year ended June 30, [removed: 2020] [added: 2021] that [removed: has] [added: have] materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART III

Not applicable.

PART III

For the information required by this Item, see “Information About the [added: Board of] Directors and [added: its Committees—Nominees for Election at] the [removed: Nominees,”] [added: 2021 Annual Meeting,”] “Information About Executive Officers,” [removed: “Security Ownership of Certain Beneficial Owners and Management—Delinquent Section 16(a) Reports Beneficial Ownership Reporting Compliance,”] “Our Corporate Governance Practices—Standards of Business Conduct; Whistleblower Hotline and [removed: Website” and] [added: Website,”] “Information About the Board of Directors and Its [removed: Committees—Audit Committee”] [added: Committees” and, if applicable, “Security Ownership of Certain Beneficial Owners and Management—Delinquent Section 16(a) Reports,”] in the Proxy Statement, which is incorporated herein by reference.

For the information required by this Item, see “Executive Compensation and Other Matters,” [removed: “Director Compensation”] [added: “Information About the Board of Directors] and [added: Its Committees—Director Compensation,” “Our Corporate Governance Practices—Compensation and Talent Committee Interlocks and Insider Participation,” and] “Information About the Board of Directors and Its Committees—Compensation [added: and Talent] Committee—Risk Considerations in Our Compensation Programs” in the Proxy Statement, which is incorporated herein by reference.

For the information required by this Item, see “Proposal Two: Ratification of Appointment of PricewaterhouseCoopers LLP as Our Independent Registered Public Accounting Firm for the Fiscal Year Ending June 30, [removed: 2021”] [added: 2022”] in the Proxy Statement, which is incorporated herein by reference.

| [Consolidated Balance Sheets as of June 30, [removed: 2020 and] [added: 202](#i3435ff4b540649c892584c75f097274c_94)[1](#i3435ff4b540649c892584c75f097274c_94) [and] June [removed: 30, 2019](#icfc6141545384cc4921c04f73dba6092_85)] [added: 30,](#i3435ff4b540649c892584c75f097274c_94) [20](#i3435ff4b540649c892584c75f097274c_94)[20](#i3435ff4b540649c892584c75f097274c_94)] | | | [removed: [61](#icfc6141545384cc4921c04f73dba6092_85)] [added: [61](#i3435ff4b540649c892584c75f097274c_94)] | | |

| [Consolidated Statements of Operations for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_91)] [added: 202](#i3435ff4b540649c892584c75f097274c_97)[1](#i3435ff4b540649c892584c75f097274c_97)] | | | [removed: [62](#icfc6141545384cc4921c04f73dba6092_91)] [added: [62](#i3435ff4b540649c892584c75f097274c_97)] | | |

| [Consolidated Statements of Comprehensive Income for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_94)] [added: 202](#i3435ff4b540649c892584c75f097274c_100)[1](#i3435ff4b540649c892584c75f097274c_100)] | | | [removed: [63](#icfc6141545384cc4921c04f73dba6092_94)] [added: [63](#i3435ff4b540649c892584c75f097274c_100)] | | |

| [Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_97)] [added: 202](#i3435ff4b540649c892584c75f097274c_103)[1](#i3435ff4b540649c892584c75f097274c_103)] | | | [removed: [64](#icfc6141545384cc4921c04f73dba6092_97)] [added: [64](#i3435ff4b540649c892584c75f097274c_103)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period ended June 30, [removed: 2020](#icfc6141545384cc4921c04f73dba6092_103)] [added: 202](#i3435ff4b540649c892584c75f097274c_106)[1](#i3435ff4b540649c892584c75f097274c_106)] | | | [removed: [65](#icfc6141545384cc4921c04f73dba6092_103)] [added: [65](#i3435ff4b540649c892584c75f097274c_106)] | | |

| [Notes to Consolidated Financial [removed: Statements](#icfc6141545384cc4921c04f73dba6092_106)] [added: Statements](#i3435ff4b540649c892584c75f097274c_109)] | | | [removed: [67](#icfc6141545384cc4921c04f73dba6092_106)] [added: [66](#i3435ff4b540649c892584c75f097274c_109)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#icfc6141545384cc4921c04f73dba6092_196)] [added: Firm](#i3435ff4b540649c892584c75f097274c_190)] | | | [removed: [114](#icfc6141545384cc4921c04f73dba6092_196)] [added: [112](#i3435ff4b540649c892584c75f097274c_190)] | | |

| [Schedule II—Valuation and Qualifying Accounts for the years ended June 30, [removed: 2020, 2019 and 2018](#icfc6141545384cc4921c04f73dba6092_235)] [added: 202](#i3435ff4b540649c892584c75f097274c_229)[1](#i3435ff4b540649c892584c75f097274c_229)[, 20](#i3435ff4b540649c892584c75f097274c_229)[20](#i3435ff4b540649c892584c75f097274c_229) [and 201](#i3435ff4b540649c892584c75f097274c_229)[9](#i3435ff4b540649c892584c75f097274c_229)] | | | [removed: [122](#icfc6141545384cc4921c04f73dba6092_235)] [added: [114](#i3435ff4b540649c892584c75f097274c_229)] | | |

The information required by this [removed: Item] [added: item] is set forth [removed: in the Exhibit Index following Schedule II included in this Annual Report.][added: below.]

| Exhibit Number | | | | | | Exhibit Description | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: | | | | | | | | | | | |] Form | | | | | | File No. | | | | | | Exhibit Number | | | | | | Filing Date | | | | | | | | | | | | | | | [removed: | | | | | |]

| [3.1](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit31restatedcertifica.htm) | | | | | | [Restated Certificate of Incorporation](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit31restatedcertifica.htm) | | | | | | 10-K | | | | | | No. 000-09992 | | | | | | 3.1 | | | | | | August 16, 2019 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [3.](http://www.sec.gov/Archives/edgar/data/319201/000162828019008769/amendedandrestatedbylaws.htm)2] [added: [3.2](https://www.sec.gov/Archives/edgar/data/319201/000162828021009547/amendedandrestatedbylawsma.htm)] | | | | | | [Amended and Restated [removed: Bylaws of the Company effective as of July 15, 2019](http://www.sec.gov/Archives/edgar/data/319201/000162828019008769/amendedandrestatedbylaws.htm)] [added: Bylaws](https://www.sec.gov/Archives/edgar/data/319201/000162828021009547/amendedandrestatedbylawsma.htm)] | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | [removed: 3.2 | | | | | | July 16, 2019 | | | | | | | | | | | |] [added: 3.1] | | | | | | [added: May 7, 2021] | | |

| [4.1](http://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex41.htm) | | | | | | [Indenture dated November 6, 2014 between KLA-Tencor Corporation and Wells Fargo Bank, National Association, as trustee](http://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex41.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.1 | | | | | | November 7, 2014 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [4.2](http://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex42.htm) | | | | | | [Form of Officer’s Certificate setting forth the terms of the Notes (with form of Notes attached)](http://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | November 7, 2014 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [4.](http://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm)3] [added: [4](http://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm)[.3](http://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm)] | | | | | | [Form of Officer’s Certificate setting forth the terms of the 4.100% Senior Notes due 2029 and 5.000% Senior Notes due 2049 (with form of Notes attached)](http://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | March 20, 2019 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [4.4](https://www.sec.gov/Archives/edgar/data/319201/000119312520060489/d895166dex42.htm) | | | | | | [Form of Officer’s Certificate setting forth the terms of the 3.300% Senior Notes due 2050 (with form of Notes attached)](https://www.sec.gov/Archives/edgar/data/319201/000119312520060489/d895166dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | March 3, 2020 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.1](http://www.sec.gov/Archives/edgar/data/319201/000162828018014017/exhibit101eip.htm)] [added: [10.1](https://www.sec.gov/Archives/edgar/data/319201/000162828018014017/exhibit101eip.htm)] | | | | | | [2004 Equity Incentive Plan (as amended and restated (as of November 7, 2018))*](http://www.sec.gov/Archives/edgar/data/319201/000162828018014017/exhibit101eip.htm) | | | | | | S-8 | | | | | | No. 228283 | | | | | | 10.1 | | | | | | November 8, 2018 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.3](http://www.sec.gov/Archives/edgar/data/319201/000031920114000040/rsunotificationprsu201408.htm)] [added: [10.3](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit10306302021.htm)] | | | | | | [Form of Restricted Stock Unit Award Notification [removed: (Performance-Vesting) (approved August 2014)*](http://www.sec.gov/Archives/edgar/data/319201/000031920114000040/rsunotificationprsu201408.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 10.49] [added: (Service-Vesting)*](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit10306302021.htm)] | | | | | | [removed: August 12, 2014] | | | | | | | | | | | | | | | | | | | | |

| [removed: [10.4](http://www.sec.gov/Archives/edgar/data/319201/000118143112043242/rrd352201_38220.htm)] [added: [10.2](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit10206302021.htm)] | | | | | | [Form of Restricted Stock Unit Award Notification [removed: (Service-Vesting) (approved August 2012)*](http://www.sec.gov/Archives/edgar/data/319201/000118143112043242/rrd352201_38220.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 10.1] [added: (Performance-Vesting)*](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit10206302021.htm)] | | | | | | [removed: August 2, 2012] | | | | | | | | | | | | | | | | | | | | |

| [removed: [10.9](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit109executivedeferre.htm)] [added: [10.](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit109executivedeferre.htm)[4](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit109executivedeferre.htm)] | | | | | | [Executive Deferred Savings Plan (as amended and restated effective July 31, 2019)*](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit109executivedeferre.htm) | | | | | | 10-K | | | | | | No. 000-09992 | | | | | | 10.9 | | | | | | August 16, 2019 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.10](http://www.sec.gov/Archives/edgar/data/319201/000031920117000049/creditagreementexecution.htm)] [added: [10.](http://www.sec.gov/Archives/edgar/data/319201/000031920117000049/creditagreementexecution.htm)[5](http://www.sec.gov/Archives/edgar/data/319201/000031920117000049/creditagreementexecution.htm)] | | | | | | [Credit Agreement, dated as of November 30, 2017 among KLA-Tencor Corporation, the lenders from time to time and JPMorgan Chase Bank, N.A., as administrative agent](http://www.sec.gov/Archives/edgar/data/319201/000031920117000049/creditagreementexecution.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 10.1 | | | | | | November 30, 2017 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.11](http://www.sec.gov/Archives/edgar/data/319201/000031920116000105/exhibit101amendedandrestat.htm)] [added: [10.](http://www.sec.gov/Archives/edgar/data/319201/000031920116000105/exhibit101amendedandrestat.htm)[6](http://www.sec.gov/Archives/edgar/data/319201/000031920116000105/exhibit101amendedandrestat.htm)] | | | | | | [Amended and Restated Executive Severance Plan*](http://www.sec.gov/Archives/edgar/data/319201/000031920116000105/exhibit101amendedandrestat.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 10.1 | | | | | | October 20, 2016 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.12](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)] [added: [10.](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)[7](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)] | | | | | | [Amended and Restated 2010 Executive Severance [removed: Plan](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)] [added: Pla](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)[n](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)[*](http://www.sec.gov/Archives/edgar/data/319201/000031920115000060/klac10qex10459302015.htm)] | | | | | | 10-Q | | | | | | No. 000-09992 | | | | | | 10.45 | | | | | | October 22, 2015 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [10.13](https://www.sec.gov/Archives/edgar/data/319201/000031920120000026/klac10qex101033120.htm)] [added: [10.](https://www.sec.gov/Archives/edgar/data/319201/000031920121000017/klac10qex101033121.htm)[8](https://www.sec.gov/Archives/edgar/data/319201/000031920121000017/klac10qex101033121.htm)] | | | | | | [Calendar Year [removed: 20](https://www.sec.gov/Archives/edgar/data/319201/000031920120000026/klac10qex101033120.htm)[20](https://www.sec.gov/Archives/edgar/data/319201/000031920120000026/klac10qex101033120.htm)] [added: 202](https://www.sec.gov/Archives/edgar/data/319201/000031920121000017/klac10qex101033121.htm)[1](https://www.sec.gov/Archives/edgar/data/319201/000031920121000017/klac10qex101033121.htm)] [Executive Incentive [removed: Plan*+](https://www.sec.gov/Archives/edgar/data/319201/000031920120000026/klac10qex101033120.htm)] [added: Plan*+](https://www.sec.gov/Archives/edgar/data/319201/000031920121000017/klac10qex101033121.htm)] | | | | | | 10-Q | | | | | | No. 000-09992 | | | | | | 10.1 | | | | | | [removed: May 6, 2020 | | | | | | | | | | | | | | | | | |] [added: April 30, 2021] | | |

| [removed: [10.14](https://www.sec.gov/Archives/edgar/data/319201/000162828018013994/creditfacilityextension.htm)] [added: [10.](https://www.sec.gov/Archives/edgar/data/319201/000162828018013994/creditfacilityextension.htm)[9](https://www.sec.gov/Archives/edgar/data/319201/000162828018013994/creditfacilityextension.htm)] | | | | | | [removed: [In](https://www.sec.gov/Archives/edgar/data/319201/000162828018013994/creditfacilityextension.htm)[cremental] [added: [Incremental] Facility, Extension and Amendment Agreement, dated as of November 2, 2018 by and among the registrant, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent](https://www.sec.gov/Archives/edgar/data/319201/000162828018013994/creditfacilityextension.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 10.1 | | | | | | November 8, 2018 | | | [removed: | | | | | | | | | | | | | | | | | |]

| [removed: [21.1](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit21106302020.htm)] [added: [21.1](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit21106302021.htm)] | | | | | | [List of [removed: Subsidiaries](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit21106302020.htm) | | | | | | | | | | | | | | | | | |] [added: Subsidiaries](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit21106302021.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: [23.1](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit23106302020.htm)] [added: [23.1](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit23106302021.htm)] | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit23106302020.htm) | | | | | | | | | | | | | | | | | |] [added: Firm](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit23106302021.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit31106302020.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit31106302021.htm)] | | | | | | [Certification of Chief Executive Officer under Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit31106302020.htm) | | | | | | | | | | | | | | | | | |] [added: 1934](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit31106302021.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit31206302020.htm)] [added: [31.2](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit31206302021.htm)] | | | | | | [Certification of Chief Financial Officer under Rule 13a-14(a) of the Securities Exchange Act of [removed: 1934](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit31206302020.htm) | | | | | | | | | | | | | | | | | |] [added: 1934](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit31206302021.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| [removed: [32](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit3206302020.htm)] [added: [32](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit3206302021.htm)] | | | | | | [Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section [removed: 1350](https://www.sec.gov/Archives/edgar/data/319201/000031920120000047/exhibit3206302020.htm) | | | | | | | | | | | | | | | | | |] [added: 135](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit3206302021.htm)[0^](https://www.sec.gov/Archives/edgar/data/319201/000031920121000029/exhibit3206302021.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 101.INS | | | | | | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| 101.SCH | | | | | | XBRL Taxonomy Extension Schema Document | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| 101.CAL | | | | | | XBRL Taxonomy Extension Calculation Linkbase Document | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| 101.DEF | | | | | | XBRL Taxonomy Extension Definition Linkbase Document | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| 101.LAB | | | | | | XBRL Taxonomy Extension Label Linkbase Document | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

| 101.PRE | | | | | | XBRL Taxonomy Extension Presentation Linkbase Document | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | |]

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| [4.5](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10-qex41093020.htm) | | | | | | [Description of the Registrant's securities registered under Section 12 of the Securities Act of 1934](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10-qex41093020.htm) | | | | | | 10-Q | | | | | | No. 000-09992 | | | | | | 4.1 | | | | | | October 30, 2020 | | |

| [10.1](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[0](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) | | | | | | [Offer](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [Letter d](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[ated](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [August](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[2](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[0](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[, 20](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[20](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[by and](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [between](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [KLA Corporation](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [and](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) [Mary Beth Wilkinson](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[*](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm)[](https://www.sec.gov/Archives/edgar/data/319201/000031920120000057/klac10qex101093020.htm) | | | | | | 10-Q | | | | | | No. 000-09992 | | | | | | 10.1 | | | | | | October 30, 2020 | | |

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| Exhibit Number | | | | | | Exhibit Description | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |

| Form | | | | | | File No. | | | | | | Exhibit Number | | | | | | Filing Date | | | | | | | | | | | | | | |

| ^ | | | Furnished herewith | | |

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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| | | | | | | | | | | | | KLA Corporation | | |

| August 6, 2020 | | | | | | By: | | | | | | /S/ RICHARD P. WALLACE | | |

| (Date) | | | | | | | | | | | | Richard P. Wallace | | |

| | | | | | | | | | | | | President and Chief Executive Officer | | |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

| Signature | | | | | | Title | | | | | | Date | | |

| /s/ RICHARD P. WALLACE | | | | | | President, Chief Executive Officer and Director (principal executive officer) | | | | | | August 6, 2020 | | |

| Richard P. Wallace | | | | | | | | | | | | | | |

| /s/ BREN D. HIGGINS | | | | | | Executive Vice President and Chief Financial Officer (principal financial officer) | | | | | | August 6, 2020 | | |

| Bren D. Higgins | | | | | | | | | | | | | | |

| /s/ VIRENDRA A. KIRLOSKAR | | | | | | Senior Vice President and Chief Accounting Officer (principal accounting officer) | | | | | | August 6, 2020 | | |

| Virendra A. Kirloskar | | | | | | | | | | | | | | |

| /s/ EDWARD W. BARNHOLT | | | | | | Chairman of the Board and Director | | | | | | August 6, 2020 | | |

| Edward W. Barnholt | | | | | | | | | | | | | | |

| /s/ ROBERT M. CALDERONI | | | | | | Director | | | | | | August 6, 2020 | | |

| Robert M. Calderoni | | | | | | | | | | | | | | |

| /s/ JENEANNE HANLEY | | | | | | Director | | | | | | August 6, 2020 | | |

| Jeneanne Hanley | | | | | | | | | | | | | | |

| /s/ EMIKO HIGASHI | | | | | | Director | | | | | | August 6, 2020 | | |

| Emiko Higashi | | | | | | | | | | | | | | |

| /s/ KEVIN J. KENNEDY | | | | | | Director | | | | | | August 6, 2020 | | |

| Kevin J. Kennedy | | | | | | | | | | | | | | |

| /s/ GARY B. MOORE | | | | | | Director | | | | | | August 6, 2020 | | |

| Gary B. Moore | | | | | | | | | | | | | | |

| /s/ MARIE MYERS | | | | | | Director | | | | | | August 6, 2020 | | |

| Marie Myers | | | | | | | | | | | | | | |

| /s/ KIRAN M. PATEL | | | | | | Director | | | | | | August 6, 2020 | | |

| Kiran M. Patel | | | | | | | | | | | | | | |

| /s/ VICTOR PENG | | | | | | Director | | | | | | August 6, 2020 | | |

| Victor Peng | | | | | | | | | | | | | | |

| /s/ ROBERT A. RANGO | | | | | | Director | | | | | | August 6, 2020 | | |

| Robert A. Rango | | | | | | | | | | | | | | |

SCHEDULE II

Valuation and Qualifying Accounts

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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| | | | | | | | | | | | | KLA Corporation | | |

| | | | | | | | | | | | | | | |

| August 5, 2021 | | | | | | By: | | | | | | /S/ RICHARD P. WALLACE | | |

| (Date) | | | | | | | | | | | | Richard P. Wallace | | |

| | | | | | | | | | | | | President and Chief Executive Officer | | |

Each person whose signature appears below constitutes and appoints Richard P.

Wallace and Bren D.

Higgins, and each or any of them, his or her true and lawful attorney-in-fact and agent, each acting alone, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any or all amendments or supplements (including post-effective amendments) to this Report, and to file the same, with all exhibits thereto, and all documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

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| Signature | | | | | | Title | | | | | | Date | | |

| | | | | | | | | | | | | | | |

| /s/ RICHARD P. WALLACE | | | | | | President, Chief Executive Officer and Director (principal executive officer) | | | | | | August 5, 2021 | | |

| Richard P. Wallace | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ BREN D. HIGGINS | | | | | | Executive Vice President and Chief Financial Officer (principal financial officer) | | | | | | August 5, 2021 | | |

| Bren D. Higgins | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ VIRENDRA A. KIRLOSKAR | | | | | | Senior Vice President and Chief Accounting Officer (principal accounting officer) | | | | | | August 5, 2021 | | |

| Virendra A. Kirloskar | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ EDWARD W. BARNHOLT | | | | | | Chairman of the Board and Director | | | | | | August 5, 2021 | | |

| Edward W. Barnholt | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ ROBERT M. CALDERONI | | | | | | Director | | | | | | August 5, 2021 | | |

| Robert M. Calderoni | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ JENEANNE HANLEY | | | | | | Director | | | | | | August 5, 2021 | | |

| Jeneanne Hanley | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ EMIKO HIGASHI | | | | | | Director | | | | | | August 5, 2021 | | |

| Emiko Higashi | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ KEVIN J. KENNEDY | | | | | | Director | | | | | | August 5, 2021 | | |

| Kevin J. Kennedy | | | | | | | | | | | | | | |