KLA (KLAC) 10-K risk factor changes: FY2026 vs FY2025

[removed: Commercial, Operational, Financial] [added: Macroeconomic, International Trade, Operational] and Regulatory Risks

- [removed: Laws,] [added: Export controls, sanctions and other laws,] rules, regulations or [removed: other] orders that may limit our ability to sell [removed: our] products or provide [removed: service on products previously sold] [added: services] to certain [removed: customers;][added: customers, particularly in China;]

- IP disputes can be expensive and could result in an inability to [added: use or] sell our products in certain jurisdictions;

- We may be unable to attract, [removed: onboard and] retain [added: and motivate] key personnel;

- Cybersecurity incidents could result in [added: operational disruption and] the loss of valuable information or assets or subject us to costly disruption, remediation, regulatory investigations, litigation and reputational damage;

- Natural disasters, [removed: such as earthquakes,] [added: climate-related events,] public health crises, acts of terrorism or [removed: war or] [added: war, and] other catastrophic events, [removed: and the lack of insurance thereof,] could [removed: significantly] disrupt our operations, [removed: including affecting the] [added: customer operations or] global supply [removed: chain,] [added: chains] for lengthy periods of time;

- We are exposed to fluctuations in foreign currency exchange rates, interest [removed: rates and] [added: rates,] the market values of our portfolio [removed: investments;][added: investments and the market price of our common stock;]

- Economic, [removed: political] [added: geopolitical] 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;

- Changes in accounting [removed: pronouncements and laws] [added: standards or practices or taxation rules or practices] could have unforeseen effects.

Industry [added: and Technology] Risks

- Prevailing local and global economic [removed: conditions] [added: conditions, semiconductor industry cyclicality, customer capital spending patterns and AI-related investment trends] may negatively affect [removed: the] [added: customer demand and] purchasing [removed: decisions of our customers;] [added: decisions;] and

[removed: - We] [added: We] are exposed to risks related to the [added: development, adoption, governance and] use of AI by [removed: us and] [added: us,] our [removed: competitors.][added: competitors and other third parties.]

- We may not have sufficient financial resources to repay [removed: our] indebtedness when [removed: it becomes] due, and our leveraged capital structure may divert resources from [removed: operations] [added: operations, investments, dividends, stock repurchases] and other corporate uses;

- We are subject to risks related to receivables [removed: factoring] [added: factoring, banking] arrangements, and compliance [removed: risk of] [added: with] certain settlement agreements with the government; and

Although we believe our portfolio continues to be comprised of sound investments due to the quality and (where applicable) credit ratings of such investments, a decline in the capital and financial markets or [removed: rising interest rates would adversely impact the market value of our investments and their liquidity.]

A majority of our [removed: annual] [added: total] revenues are derived from outside the U.S., and we maintain significant operations outside the U.S. We are exposed to numerous risks as a result of the international nature of our business and operations.

- Political instability, geopolitical tensions, natural disasters, legal or regulatory changes, acts of war such as the wars between Russia and Ukraine and the military conflicts in the Middle East and [added: any] further escalation thereof, or terrorism in regions where we, our customers or our suppliers have operations or where we or they do business;

- Slowing growth, increased [removed: unemployment] [added: unemployment, and] changes in fiscal and/or monetary policies in the countries where we operate;

[removed: These rules] [added: China,] and [removed: regulations] may significantly harm our business, results of operations, financial condition and cash [removed: flows in future periods,] [added: flows,] unless we are able to obtain required licenses.

These controls have included, for example, restrictions on exporting certain items to military end users and for military end uses, the addition of numerous entities to the U.S. Entity List (a list of parties that are generally ineligible to receive U.S.-regulated items without prior licensing from Commerce), and the creation of new licensing requirements that apply to the export, re-export, and transfer of certain foreign-made items that are the direct product of [removed: U.S. origin] [added: U.S.-origin] technology or produced by a plant or major component of a plant that itself is the direct product of [removed: U.S. origin] [added: U.S.-origin] technology and [removed: which] [added: that] are destined to Huawei or its affiliates and other specified companies on the U.S. Entity List, and other facilities in China where the production of advanced node [removed: IC] [added: ICs] occurs.

In October 2022, Commerce published the 2022 BIS [removed: Rules (the “2022 BIS Rules”) that] [added: Rules, which] introduced restrictions related to semiconductor, semiconductor manufacturing, [removed: supercomputer,] [added: supercomputer] and advanced computing items and end uses.

Further, the 2022 BIS Rules impose restrictions on the activities of U.S. persons with respect to certain items that are not subject to the Export Administration Regulations (“EAR”), which departs from Commerce’s typical practice of controlling items that are subject to the [removed: EAR,] [added: EAR] and could further restrict our ability to conduct business in China.

In October 2023, Commerce issued the 2023 BIS Rules [removed: (the “2023 BIS Rules”)] designed to update export controls on advanced computing semiconductors and semiconductor manufacturing equipment, as well as items that support supercomputing applications and [removed: end-uses,] [added: end uses,] to certain D1, D4 and/or D5 countries in Supplement No. 1 of Part 740 of the U.S. EAR, including China.

Commerce may continue to add China-based entities to the U.S. Entity List and impose other end use or end user export restrictions, which could disrupt or prevent our product [removed: shipment,] [added: shipments to China-based entities,] and further disrupt our revenue recognition, business operations and our ability to support our customers in China.

Failure to obtain export licenses [removed: have] [added: has] harmed and could continue to harm our backlog, requiring us to return substantial deposits received from customers in China for purchase orders, and/or further limiting our ability to meet our contractual obligations and sell our products or provide services to our customers in China.

[removed: Our revenue from sales of products and provision of services to customers in China was 33%, 43% and 27% for fiscal years 2025, 2024 and 2023,] [added: 2024,] respectively, and future revenue from China as a percentage of our overall revenue may decline as a result of the current and future Commerce rules and regulations.

We have controls and procedures designed to maintain compliance with U.S. and other applicable export control laws and regulations; however, we cannot guarantee that such controls and procedures will be successful in preventing violations or allegations of [removed: violations,] [added: violations] of increasingly complex and often conflicting regulations worldwide.

Recently announced and future U.S. [removed: tariffs or other restrictions placed on imports,] [added: tariffs,] retaliatory trade measures [removed: taken by other countries] and [removed: resulting] [added: other] trade [removed: wars] [added: restrictions, as well as uncertainty regarding tariff authority, implementation and refund processes,] may have a material adverse impact on our results of operations.

The scope of the investigations [removed: include] [added: includes] semiconductors, semiconductor manufacturing equipment and their derivative [removed: products] [added: products,] including semiconductor substrates and bare wafers, legacy chips, leading-edge chips, microelectronics and other components.

While the results of the investigations are currently unknown, they may result in additional tariffs and trade [removed: restrictions] [added: restrictions,] which may adversely impact our business.

[added: Moreover, tariffs can] make [added: it difficult for us] and [added: our customers and suppliers to make and] execute business and capital equipment investment plans or increase supply chain complexity, which may have an impact on our ability to source the materials necessary to manufacture our products.

For instance, in response to the war between Russia and Ukraine, the U.S., [added: the] European Union and other countries have imposed sanctions against Russia, Belarus and certain other regions, entities and individuals, and may impose additional sanctions, export controls or other measures.

Some of these laws impose strict liability for certain releases, which may require us to incur costs regardless of fault or the legality of [added: actions at the time of release.]

In addition, changes in environmental laws and regulations (including any relating to climate change and GHG emissions) could require us, or others in our value chain, to install additional equipment, alter operations to [removed: incorporate new technologies or processes, or revise process inputs, among other things, which may cause us to incur significant costs or otherwise adversely impact our business performance.]

Although we have engaged, and expect to continue to engage, in certain voluntary ESG [removed: initiatives,] [added: initiatives] to improve the ESG profile of our operations and product offerings, we cannot guarantee that such efforts will have the intended results, including whether we are able to measure and disclose related data of sufficient quality or timeliness or in accordance with particular methodological practices.

[added: By contrast, any] failure, [added: or perceived failure,] to conform to such policies could have an adverse impact on our reputation and business activities.

Our performance may be subject to greater scrutiny as a result of our announcement of any goals or policies and the publication of our [removed: performance against the same.]

In addition, as noted above, regulators, including [added: the] European Union and [added: the] State of California, have adopted, or are considering adopting, regulations regarding ESG matters, including, but not limited to, climate change-related matters.

The expansion of high technology companies worldwide and the elevated demand for talent from the growth in [removed: the] demand for semiconductors in recent years has increased [removed: demand and] competition for qualified personnel.

These providers [removed: may be] [added: are] susceptible to “cyber incidents,” such as software vulnerabilities, cyber-attacks aimed at theft of sensitive data, inadvertent cyber-security compromises, attacks aimed at operational disruption at the target or third-party service providers, all of which are outside of our control.

- Tariffs, retaliatory trade measures and other trade restrictions, including uncertainty related to tariff authority, implementation and refund processes;

- Legal, regulatory and tax environments in which we conduct our business;

- System failures, ERP system implementation risks or limited access to critical information could disrupt our operations and financial reporting processes;

- Our interest rate hedging activities expose us to risks related to changes in floating interest rates;

- We may not be able to continue to compete successfully worldwide;

- We may not receive components, materials or subassemblies necessary to build our products in a timely, cost-effective or compliant manner, including as a result of limited-source suppliers, the availability of rare earth elements or DRAM chip shortages;

- Government funding may be terminated, modified or subject to audit, repayment obligations, penalties or other restrictions;

Macroeconomic, International Trade, Operational and Regulatory Risks

rising interest rates would adversely impact the market value of our investments and their liquidity.

Export controls, sanctions and other trade-related regulations issued by Commerce and other governmental authorities may limit our ability to sell certain products or provide certain services to certain customers, particularly in

In September 2025, Commerce released an interim final rule that further expands export control restrictions and licensing requirements for foreign entities 50% or more directly or indirectly owned by one or more listed parties on the U.S. Entity List, Military End-User List, and certain entities on the Specially Designated Nationals and Block Persons List, which Commerce has labeled the “Affiliates Rule.” The new rule increases compliance requirements with the EAR by imposing on exporters, re-exporters, and transferors of items subject to the EAR a responsibility to know the ownership of the parties to a transaction.

In November 2025, the BIS suspended the Affiliates Rule for one year until November 2026.

Our revenue from sales of products and provision of services to customers in China was 30%, 33% and 43% for fiscal years 2026, 2025 and

We have faced delays and could face additional delays or denials in the export of our tools by regulatory agencies for national security or other regulatory concerns in the countries in which we do business, which could negatively affect our results of operations and timing of revenue recognition.

Recently, some of our products destined for China have been held up by U.S. Customs and Border Protection due to questions about the nature of the customer or about the capabilities of our products.

We cannot make any assurance that products that have been held up will be cleared for shipment in a timely manner or without a license.

Shipment delays or cancellations could have an adverse effect on our financial condition and results of operations.

In February 2026, the U.S. Supreme Court ruled that tariffs imposed under the International Emergency Economic Powers Act were not authorized, creating uncertainty around the status of prior tariffs, potential refund processes and the scope of future presidential tariff authority.

This ruling adds volatility to an already fluid tariff environment and may result in rapid changes in tariff rates, shifts in enforcement, delays in customs processing and increased uncertainty in supply chain and capital planning for us and our customers.

Additionally, while we are pursuing recovery of duties previously paid through the administrative refund process established by U.S. Customs and Border Protection and have begun receiving refunds, changes in the refund process or related legal challenges could impact the timing of cash receipts and our results of operations.

incorporate new technologies or processes, or revise process inputs, among other things, which may cause us to incur significant costs or otherwise adversely impact our business performance.

performance against the same.

Cybersecurity threats also include attempts to infiltrate our products or services, including attacks targeting the security, confidentiality, integrity and/or availability of the hardware, software, and information stored in our products, including after those products have been sold by us and when they are incorporated into third-party facilities or infrastructure.

Additionally, cybersecurity and data security and protection laws and regulations are evolving and present increasing compliance challenges, which may increase our costs, affect our competitiveness, cause reputational harm and expose us to substantial fines or other penalties.

We rely upon critical information systems, including our ERP system, for daily business operations and financial reporting, and system failures, implementation issues, or limited access to critical information could adversely affect our business operations.

We are currently upgrading our ERP system, with implementation expected to be completed in the first quarter of fiscal year 2027.

Implementation of an upgrade to an ERP system requires the investment of significant resources and could lead to data migration issues, administrative and technical problems, and delays.

Moreover, once our ERP system is upgraded, it may not operate as we expect it to.

parts of Israel and attacks on marine vessels traversing the Red Sea.

The recent escalation of conflicts in the region has heightened instability, disrupted airspace, and increased freight and insurance costs.

The ongoing conflicts, including additional military actions, retaliatory measures, sanctions, cyberattacks, or other governmental or market responses, could lead to further disruption of global energy supplies, heighten inflationary pressures on our input costs, adversely affect global supply chains, commodity prices, currency exchange rates, financial markets and overall macroeconomic conditions.

These developments could impact our ability to operate our business directly and indirectly through a similar impact on our suppliers and customers.

Volatility in the market price of our common stock could cause an investor in our common stock to experience a loss on the value of their investment in us.

We are exposed to risks associated with our interest rate hedging activities.

In 2026, we entered into interest rate swaps which are designated as fair value hedges and allow us to convert a portion of our fixed-rate payments under the senior, unsecured long-term notes issued in June 2022 (“2022 Senior Notes”) into floating-rate payments based on the Daily Secured Overnight Financing Rate swap rate plus a fixed number of basis points.

As of June 30, 2026, we had an aggregate principal amount of $2.00 billion in fixed-rate debt that was swapped to floating-rate debt.

Because the interest rate swaps convert a portion of our fixed-rate debt to floating-rate debt, an increase in interest rates would require us to pay additional interest on the swapped debt, which may have an adverse effect on our results of operations and cash flows.

These hedges may be inadequate to achieve their intended purpose of managing the fair value of our fixed-rate debt exposure.

Furthermore, if a financial counterparty to our hedges experiences financial difficulties or is otherwise unable to honor the terms of the interest rate hedges, we may experience material financial losses.

Many countries have enacted or drafted legislation using the Pillar Two framework to propose

- Tariffs and other trade restrictions;

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

- 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;

- Our government funding for R&D is subject to termination, audit and any further penalties;

Over the past several years, there have been a variety of rules and regulations issued by Commerce that have had an impact on our ability to sell certain products and provide certain services to certain customers in China.

Moreover, tariffs can make it difficult for us and our customers and suppliers to

actions at the time of release.

By contrast, any failure, or perceived

We rely upon certain critical information systems for our daily business operations.

Our inability to use or access our information systems at critical points in time could unfavorably impact our business operations.

Any disruptions or

We cannot assess the impact that emergency conditions in Israel may have on our business, operations, financial condition or results of operations, but it could be material.

Instability in any region could directly impact our ability to operate our business (or our customers’ ability to operate their businesses), cause us to incur increased costs in transportation, make such transportation unreliable, increase our insurance costs, and cause international currency markets to fluctuate.

Instability in any region could also have the same effects on our suppliers and their ability to timely deliver their products.

Our insurance does not cover losses we suffer attributable to war.

If international political instability and geopolitical tensions continue or increase in any region in which we do business, our business and results of operations could be harmed.

Due to economic, political or other

One country that has adopted Pillar Two legislation is Singapore, where KLA earns significant profits and currently benefits from tax incentives granted by the Singapore Economic Development Board.

We operate in industries that have historically been cyclical, including the semiconductor industry.

The purchasing decisions of our customers are highly dependent on the economies of both the local markets in which they are located and the condition of the industry worldwide.

utilization, consumer demand for products, inventory levels and our customers’ access to capital.

Furthermore, the United States and other countries may adopt laws and regulations related to AI.

Such laws and regulations could cause us to incur greater compliance costs and limit the use of AI in the development of our products and services.

manufacturing, marketing, and customer service and support capabilities than we possess.

our borrowings, which could disrupt our operations and result in a material adverse impact on our business, financial condition or stock price.

application of such provisions, and a court of law may not interpret or apply such provisions in our favor, any of which could result in an obligation for us to pay material damages to third parties and engage in costly legal proceedings.

There are risks associated with our receipt of government funding for R&D.

inventory write-offs, and material impairment charges related to our goodwill and purchased intangible assets, such as the goodwill and purchased intangible asset impairment charges recorded in the second quarter of fiscal 2025.

Discussions and analysis of fiscal year [removed: 2024] [added: 2025] as compared against fiscal year [removed: 2023] [added: 2024] have been omitted and can be found in Item 7 of our Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2024,] [added: 2025,] filed with the SEC.

Our broad portfolio of inspection and metrology products, [removed: and] [added: along with] related [removed: service,] [added: services,] software and other offerings, [removed: support] [added: supports] R&D and manufacturing of ICs, wafers and reticles.

Our products, services and expertise [removed: are used by] [added: enable] our customers to measure, detect, analyze and resolve critical [removed: and nanometric level] [added: nanometer-scale] product defects, helping them to [removed: manage] [added: address] manufacturing [removed: process] challenges and [removed: to obtain] [added: achieve] higher [removed: finish product] yields at lower cost.

We also offer advanced technology solutions [removed: to address various manufacturing needs] [added: across a range] of [removed: PCBs, specialty semiconductor devices and other electronic components,] [added: adjacent markets,] including [added: PCBs,] advanced packaging, [removed: light emitting diode (“LED”),] [added: specialty semiconductors (such as LEDs,] power [removed: devices, compound semiconductor,] [added: devices] and [added: compound semiconductors),] data storage [removed: industries, as well as] [added: and] general materials research.

In addition, our services business has grown consistently [removed: each quarter on a year-over-year basis] [added: year over year] and accounted for approximately [removed: 22%] [added: 23%] of our total revenues in fiscal [removed: 2025, due to increases in the installed base of KLA systems.][added: 2026.]

Our semiconductor customers generally operate in one or both [removed: of the] major semiconductor device manufacturing markets: memory and foundry/logic.

[removed: End-market] [added: Long-term] demand drivers [removed: that are expected to continue to benefit KLA in the long term] include [added: continued] adoption of EUV in HVM for [removed: Logic] [added: logic] and DRAM [removed: memory,] [added: (including high-bandwidth memory),] which [removed: drives new] [added: are increasing] process control requirements and [removed: growth in key markets for KLA.][added: expanding our served market.]

- Semiconductor Process Control: a comprehensive portfolio of inspection, metrology and data analytics [removed: products] [added: products,] as well as related service offerings that help IC manufacturers achieve target yields throughout the semiconductor fabrication process, from R&D [removed: to final] [added: through] volume production.

We are continuously assessing the aggregate potential impact of government [removed: regulations and] [added: regulations,] tariffs [added: and other geopolitical risks] on our financial results and operations.

See Part I Item 1A “Risk Factors” [removed: in this report] for more information regarding how such actions by the U.S. government or another country could significantly impact our ability to provide our products and services to existing and potential customers, especially in China, and adversely affect our business, financial condition and results of operations.

| (Dollar amounts in thousands, except diluted net income per share) | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | |

| Total revenues | | | $ | [removed: 12,156,162] [added: 13,579,476] | | | | | $ | [removed: 9,812,247] [added: 12,156,162] | | | | | $ | [removed: 10,496,056] [added: 9,812,247] | |

| Costs of revenues | | | $ | [removed: 4,751,867] [added: 5,255,060] | | | | | $ | [removed: 3,928,073] [added: 4,751,867] | | | | | $ | [removed: 4,218,307] [added: 3,928,073] | |

| Gross margin | | | [removed: 60.9] [added: 61.3] | | % | | | | [removed: 60.0] [added: 60.9] | | % | | | | [removed: 59.8] [added: 60.0] | | % |

| Net income [removed: attributable to KLA] | | | $ | [removed: 4,061,643] [added: 4,830,771] | | | | | $ | [removed: 2,761,896] [added: 4,061,643] | | | | | $ | [removed: 3,387,277] [added: 2,761,896] | |

We continue to focus on returning cash to our investors, making [removed: $2.15] [added: $2.29] billion in share repurchases and paying [removed: $904.6 million] [added: $1.06 billion] in dividends in the year ended June 30, [removed: 2025.][added: 2026.]

We [removed: increased] [added: also announced an increase in] the dividend [added: level] in the [removed: fourth] [added: third] quarter of fiscal [removed: 2025] [added: 2026] to [removed: $1.90] [added: $0.230] per share per quarter, which was our [removed: 16th] [added: 17th] consecutive annual dividend increase.

[added: These] credits and incentives are estimated at contract inception and updated at the end of each reporting period if and when additional information becomes available.

[removed: The estimate of net realizable value of inventory is impacted by assumptions regarding general semiconductor market conditions, manufacturing schedules,] technology changes, new product introductions and possible alternative uses, and requires us to use significant judgment that may include uncertain elements.

In connection with the [removed: downward revision] [added: continued deterioration] of [removed: financial outlook] [added: the long-term forecast] for our PCB [removed: and Display] businesses noted above, we recorded impairment losses related to purchased intangible assets of $8.7 million during the second quarter of fiscal [removed: 2025 and $26.4 million during the second quarter of fiscal 2024.][added: 2025.]

[removed: If our assumptions are not realized, or if there are future changes in any of the assumptions] due to a change in economic conditions or otherwise, it is possible that a further impairment charge may need to be recorded in the future.

See Note [removed: 7] [added: 6] “Goodwill and Purchased Intangible Assets” in the Notes to our Consolidated Financial Statements for additional information.

We recorded unrecognized tax benefits of [removed: $258.6] [added: $257.8] million and [removed: $245.7] [added: $258.6] million for the years ended June 30, [removed: 2025] [added: 2026] and June 30, [removed: 2024,] [added: 2025,] respectively.

We recorded tax valuation allowances of [removed: $310.6] [added: $356.6] million and [removed: $289.5] [added: $310.6] million as of June 30, [removed: 2025] [added: 2026] and June 30, [removed: 2024,] [added: 2025,] respectively, primarily related to California credit carry-forwards.

| (Dollar amounts in thousands) | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: FY25] [added: FY26] vs. [removed: FY24] [added: FY25] | | | | | | | | | | | | [removed: FY24] [added: FY25] vs. [removed: FY23] [added: FY24] | | | | | | | | |

| Product | | | $ | [removed: 9,472,854] [added: 10,453,537] | | | | | $ | [removed: 7,482,679] [added: 9,472,854] | | | | | $ | [removed: 8,379,025] [added: 7,482,679] | | | | | $ | [removed: 1,990,175] [added: 980,683] | | | | | [removed: 27] [added: 10] | | % | | | | $ | [removed: (896,346)] [added: 1,990,175] | | | | | [removed: (11)] [added: 27] | | % |

| Service | | | [removed: 2,683,308] [added: 3,125,939] | | | | | | [removed: 2,329,568] [added: 2,683,308] | | | | | | [removed: 2,117,031] [added: 2,329,568] | | | | | | [removed: 353,740] [added: 442,631] | | | | | | [removed: 15] [added: 16] | | % | | | | [removed: 212,537] [added: 353,740] | | | | | | [removed: 10] [added: 15] | | % |

| Total revenues | | | $ | [removed: 12,156,162] [added: 13,579,476] | | | | | $ | [removed: 9,812,247] [added: 12,156,162] | | | | | $ | [removed: 10,496,056] [added: 9,812,247] | | | | | $ | [removed: 2,343,915] [added: 1,423,314] | | | | | [removed: 24] [added: 12] | | % | | | | $ | [removed: (683,809)] [added: 2,343,915] | | | | | [removed: (7)] [added: 24] | | % |

| Costs of revenues | | | $ | [removed: 4,751,867] [added: 5,255,060] | | | | | $ | [removed: 3,928,073] [added: 4,751,867] | | | | | $ | [removed: 4,218,307] [added: 3,928,073] | | | | | $ | [removed: 823,794] [added: 503,193] | | | | | [removed: 21] [added: 11] | | % | | | | $ | [removed: (290,234)] [added: 823,794] | | | | | [removed: (7)] [added: 21] | | % |

| Gross margin | | | [removed: 60.9%] [added: 61.3%] | | | | | | [removed: 60.0%] [added: 60.9%] | | | | | | [removed: 59.8%] [added: 60.0%] | | | | | | [removed: 0.9%] [added: 0.4%] | | | | | | | | | | | | [removed: 0.2%] [added: 0.9%] | | | | | | | | |

Service revenues are generated from product maintenance and support services, as well as billable time and material service [removed: calls made to our customers.]

The [added: 12%] increase in total revenues [removed: by 24%] in the fiscal year ended June 30, [removed: 2025] [added: 2026] compared to the prior fiscal year [removed: is] [added: was] primarily [removed: attributable to the increase in our] [added: driven by higher] product revenues [removed: and is due to] [added: resulting from] increased [removed: investments by leading edge foundries driven by the AI infrastructure buildout, strong] [added: leading-edge] customer [removed: adoption of our] [added: investments in foundry/logic, memory and] advanced packaging [removed: portfolio of products and] [added: technologies, supported by] strong demand [removed: for many of our products, especially those in our inspection portfolio, partially offset by a decrease of 4% in revenues from our customers in China.][added: associated with AI and HPC applications.]

| Semiconductor Process Control | | | $ | [removed: 10,947,359] [added: 12,244,733] | | | | | $ | [removed: 8,733,556] [added: 10,947,359] | | | | | $ | [removed: 9,324,190] [added: 8,733,556] | | | | | $ | [removed: 2,213,803] [added: 1,297,374] | | | | | [removed: 25] [added: 12] | | % | | | | $ | [removed: (590,634)] [added: 2,213,803] | | | | | [removed: (6)] [added: 25] | | % |

| Specialty Semiconductor Process | | | [removed: 587,107] [added: 584,064] | | | | | | [removed: 528,701] [added: 587,107] | | | | | | [removed: 543,398] [added: 528,701] | | | | | | [removed: 58,406] [added: (3,043)] | | | | | | [removed: 11] [added: (1)] | | % | | | | [removed: (14,697)] [added: 58,406] | | | | | | [removed: (3)] [added: 11] | | % |

| PCB and Component Inspection | | | [removed: 621,721] [added: 750,415] | | | | | | [removed: 552,491] [added: 621,721] | | | | | | [removed: 631,604] [added: 552,491] | | | | | | [removed: 69,230] [added: 128,694] | | | | | | [removed: 13] [added: 21] | | % | | | | [removed: (79,113)] [added: 69,230] | | | | | | [removed: (13)] [added: 13] | | % |

| Total segment revenues | | | $ | [removed: 12,156,187] [added: 13,579,212] | | | | | $ | [removed: 9,814,748] [added: 12,156,187] | | | | | $ | [removed: 10,499,192] [added: 9,814,748] | | | | | $ | [removed: 2,341,439] [added: 1,423,025] | | | | | [removed: 24] [added: 12] | | % | | | | $ | [removed: (684,444)] [added: 2,341,439] | | | | | [removed: (7)] [added: 24] | | % |

For additional details, refer to Note [removed: 18] [added: 17] “Segment Reporting and Geographic Information” to our Consolidated Financial Statements.

[removed: The following] [added: Below] is [removed: a summary of revenues] [added: supplementary revenue information] by major product categories for the indicated periods:

| (Dollar amounts in thousands) | | | [removed: 2025] [added: 2026] | | | | | | [added: 2025] | | | | | | 2024 | | | | | | [removed: | | | | | | 2023] [added: FY26 vs. FY25] | | | | | | | | | | | | FY25 vs. FY24 | | | | | | | | | [removed: | | | FY24 vs. FY23 | | | | | | | | |]

| Wafer Inspection | | | $ | [removed: 6,198,815] [added: 6,630,813] | | | | | [removed: 51] [added: 49] | | % | | | | $ | [removed: 4,333,296] [added: 6,198,815] | | | | | [removed: 44] [added: 51] | | % | | | | $ | [removed: 4,336,663] [added: 4,333,296] | | | | | [removed: 41] [added: 44] | | % | | | | $ | [removed: 1,865,519] [added: 431,998] | | | | | [removed: 43] [added: 7] | | % | | | | $ | [removed: (3,367)] [added: 1,865,519] | | | | | [removed: —] [added: 43] | | % |

Our services revenue, which is generated largely from recurring “subscription-like” contracts, provides maintenance and other services to maximize uptime, productivity and tool life for our customers, supported in part by continued demand from legacy semiconductor markets.

The semiconductor industry continues to experience market expansion and diversification.

HPC and data centers, supported by increasing adoption of AI, are contributing to industry growth and these trends are expected to continue to influence industry investment into fiscal year 2027.

AI represents a key technology inflection point driving innovation and demand at the leading edge, and our portfolio of products is well positioned to support leading-edge demand and the ongoing AI infrastructure buildout.

Demand for advanced semiconductor technologies, particularly at leading-edge nodes such as 2-nanometer, is increasing process complexity and process control intensity, which in turn is driving incremental demand for our solutions.

Broader industry trends, including digitization, communication improvements, healthcare innovation, industrial applications, and increasing semiconductor content in automobiles and intelligent systems, are supporting continued investment in legacy and mature-node capacity, where long product lifecycles and expanding end-market demand require ongoing manufacturing investments.

While we continue to invest in technological innovation, demand for our products may be affected by the timing of customer adoption decisions and changes in delivery schedules, which can result in variability in our operating results.

In addition, geopolitical factors, including government regulations and tariffs, have impacted our results of operations and may continue to do so.

We have also increased our purchase commitments, in part to secure the supply of key components, which may affect the timing and magnitude of our costs and working capital requirements.

Despite these dynamics, we delivered higher revenue and net income in fiscal year 2026 compared to fiscal year 2025, driven by increased sales volume and disciplined cost management.

Looking ahead to fiscal year 2027, we expect continued revenue growth as customer engagement and demand signals continue to strengthen.

On June 11, 2026, the Company effected a ten-for-one stock split of its common stock and a proportional increase in the number of authorized shares of common stock.

Share and per share information throughout this Annual Report on Form 10-K have been retroactively adjusted to reflect the stock split.

| Diluted net income per share | | | $ | 3.66 | | | | | $ | 3.04 | | | | | $ | 2.03 | |

Our Board of Directors has authorized a program that permits us to repurchase our common stock, including an increase in the authorized repurchase amount of $7.00 billion in the third quarter of fiscal 2026.

As of June 30, 2026, we had $9.74 billion of repurchase authority remaining.

The estimate of net realizable value of inventory is impacted by assumptions regarding general semiconductor market conditions, manufacturing schedules,

We performed the required annual goodwill impairment testing for all reportable segments as of December 31, 2025, and concluded that goodwill was not impaired.

As a result of our qualitative assessment, we determined that it was not necessary to perform the quantitative assessment.

If our assumptions are not realized, or if there are future changes in any of the assumptions

calls made to our customers.

Revenue growth also benefited from higher service revenues, which increased 16% due to growth in our installed base of tools.

Revenue from our Semiconductor Process Control segment increased 12% in fiscal 2026 compared to fiscal 2025, primarily due to increased revenue from foundry/logic and memory customers, driven by continued leading-edge investment supporting AI and HPC applications.

Revenue growth also benefited from strong customer adoption of our advanced packaging products and higher service revenue attributable to growth in the installed base of tools.

Revenue from our Specialty Semiconductor Process segment decreased slightly by 1% in fiscal 2026 compared to fiscal 2025, primarily due to lower customer investments and reduced product sales in China, mostly offset by higher service revenues resulting from growth in the installed base of tools.

Revenue from our PCB and Component Inspection segment increased 21% in fiscal 2026 compared to fiscal 2025, primarily driven by increased demand from customers investing in advanced packaging technologies, higher revenue from our PCB business, and increased service revenue attributable to growth in the installed base of tools.

The increase was partially offset by the absence of revenue from our Display business following our exit from this business in the prior year.

| (Dollar amounts in thousands) | | | 2026 | | | | | | | | | | | | 2025 | | | | | | | | | | | | 2024 | | | | | | | | | | | | FY26 vs. FY25 | | | | | | | | | | | | FY25 vs. FY24 | | | | | | | | |

Revenue in China was comparable to the prior fiscal year, as continued investments in legacy-node technologies by domestic semiconductor companies were largely offset by export control restrictions affecting certain advanced technology transactions.

Revenue in Taiwan increased 13.7% compared with the prior fiscal year, primarily due to increased leading-edge customer investments in foundry/logic, memory and advanced packaging technologies, supported by strong demand associated with AI and HPC applications.

Revenue in Korea increased 26.2% compared with the prior fiscal year, due to increased investments by memory customers, including investments supporting high-bandwidth memory and advanced DRAM technology roadmaps.

Revenue in North America increased 29.0% compared with the prior fiscal year, primarily due to increased leading-edge customer investments in foundry/logic and memory technologies, supported by strong demand associated with AI and HPC applications.

Changes in gross margin from manufacturing labor,

| (Dollar amounts in thousands) | | | 2026 | | | | | | 2025 | | | | | | 2024 | | | | | | FY26 vs. FY25 | | | | | | | | | | | | FY25 vs. FY24 | | | | | | | | |

| (Dollar amounts in thousands) | | | 2026 | | | | | | 2025 | | | | | | 2024 | | | | | | FY26 vs. FY25 | | | | | | | | | | | | FY25 vs. FY24 | | | | | | | | |

| (Dollar amounts in thousands) | | | 2026 | | | | | | 2025 | | | | | | 2024 | | | | | | FY26 vs. FY25 | | | | | | | | | | | | FY25 vs. FY24 | | | | | | | | |

Interest expense represents interest associated with our debt instruments.

Interest on our Senior Notes is payable semi-annually.

Concurrent with the Senior Notes interest payments, floating interest payments on our interest rate swaps are paid semi-annually and the fixed-rate interest receivable on the swaps is received semi-annually.

Interest expense during the fiscal year ended June 30, 2026 decreased compared to the fiscal year ended June 30, 2025 primarily due to reduced interest expense following our $750.0 million debt repayment in the second quarter of fiscal 2025.

Our services revenue, which is generated largely from recurring “subscription-like” contracts, increases the value of our contract offerings and extension of system lifetimes resulting from growth in legacy semiconductor markets.

Demand for advanced semiconductor technologies, particularly evident in the 2-nanometer node, which is seeing higher levels of investment and process control intensity, continues to drive investments in AI.

The digitization of all industries, including 5G markets, advances in healthcare and industrial applications, together with the increasing adoption of electric vehicles and intelligence in automobiles, are powering leading-edge design node technology investments and capacity expansions.

While we continue to invest in technological innovation, factors such as delays from customers in adopting new chips and technology methods could impact process control capital intensity.

Push out or cancellation of deliveries to our customers could still cause earnings volatility, due to the timing of revenue recognition as well as increased risk of inventory-related charges.

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

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

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

Chinese government initiatives around self-sustainability are propelling China to expand its domestic manufacturing capacity and attracting investment from semiconductor manufacturers from Taiwan, Korea, Japan and the U.S. Although China is currently seen as an important long-term growth region for the semiconductor and electronics capital equipment sector, the U.S. government has tightened export controls for commodities, software, and technology (collectively, “items”) destined to China over the past several years.

In the last few years, Commerce has adopted regulations and added certain China-based entities to the U.S. Entity List (a list of parties that are generally ineligible to receive U.S.-regulated items without prior licensing from Commerce), restricting our ability to provide products and services to such entities without an export license.

In addition, Commerce has imposed export licensing requirements on China-based customers that are military end users or 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 certain entities on the U.S. Entity List.

The inability to obtain export licenses has resulted in a reduction to our backlog and required us to return some deposits received from customers in China for purchase orders, and limited our ability to meet our contractual obligations and sell our products or services to our customers in China.

The percentage of our overall revenue from Chinese customers decreased in fiscal year 2025 compared to fiscal year 2024.

However increased investments in process control to meet leading-edge demand by our customers in Taiwan have contributed to our overall revenue increase in fiscal year 2025 compared to fiscal year 2024.

The recent imposition of tariffs by the U.S. government, along with countermeasures taken by foreign countries, have had an adverse impact on our results of operations, though the impact was not material in fiscal year 2025.

There continues to be uncertainty around the ultimate duration, size and substance of the tariffs, including reciprocal actions against the U.S. by other

countries.

However, despite headwinds from tariffs, our gross margin and overall financial performance improved in fiscal year 2025 compared to fiscal year 2024 due to higher revenue volume on products and services sold and cost management.

| Diluted net income per share attributable to KLA | | | $ | 30.37 | | | | | $ | 20.28 | | | | | $ | 24.15 | |

These

Due to the downward revision of financial outlook for our PCB and Display businesses, we performed a quantitative goodwill impairment assessment and recorded impairment losses related to goodwill of $192.6 million in the second quarter of fiscal 2024.

In March 2024, we made the decision to exit the Display business but continue to provide services to the installed base for the discontinued product lines.

This decision triggered a quantitative impairment assessment for the Display reporting unit as of March 31, 2024, which resulted in a total goodwill impairment charge of $70.5 million in the third quarter of fiscal 2024.

As a result of the Company's decision to exit the Display business, also described above, an immaterial purchased intangible asset impairment charge was recorded in the third quarter of fiscal 2024.

The increase in service revenues by 15% in the fiscal year ended June 30, 2025 compared to the prior fiscal year is primarily attributable to the growth of our installed base.

The primary factors impacting the performance of our segment revenues for fiscal year 2025 compared to fiscal year 2024 are summarized as follows:

- Revenue from our Semiconductor Process Control segment increased in fiscal 2025 compared to fiscal 2024 primarily due to a resumption of growth in the industry, demonstrated by strong demand for many of our products, especially those in our inspection portfolio, as well as higher service revenue from an increase in our installed base.

- Revenue from our Specialty Semiconductor Process segment, which comprises etching and deposition solutions for advanced packaging and specialty semiconductor markets, increased in fiscal 2025 compared to fiscal 2024 primarily due to increased revenue from our advanced packaging business.

- Revenue from our PCB and Component Inspection segment increased in fiscal 2025 as compared to fiscal 2024 primarily due to increased revenue from packaging products related to AI and a settlement received in the second quarter of fiscal 2025 related to cancellation of a technology project by a major Display customer that resulted in our decision to exit the Display business in the third quarter of fiscal 2024.

These increases were partially offset by decreased revenues during the relatively soft market in the first half of fiscal year 2025.

| | | | | | | | | | | | | Samsung Electronics Co., Ltd. | | |

There was a decrease in revenues from our customers in China, accounting for 33% of total revenues in fiscal 2025 compared to 43% of total revenues in fiscal 2024.

This decrease comes after elevated levels of investment by our larger Chinese customers in the years following the COVID-19 pandemic, which have now moderated, causing our revenues from Chinese customers to begin to normalize.

Additionally, while many Chinese customers, encouraged by the growth potential of certain semiconductor markets and Chinese government initiatives around self-sustainability in domestic semiconductor production, continued to increase their semiconductor-related investments, more stringent U.S. export controls and regulations have also contributed to the decrease in revenue share from China.

Our customers in Taiwan contributed to the increased revenues with increased investments in process control to meet leading edge demand driven by innovation and growth of new technologies like AI, with that region recording 27% and 18% of total revenues during fiscal years 2025 and 2024, respectively.

During the second quarter of fiscal 2024, we noted a significant deterioration of the long-term forecast for our PCB and Display businesses.

As a result, we recorded a $219.0 million goodwill and purchased intangible asset impairment charge for the PCB and Display reporting unit in the second quarter of fiscal 2024.

As a result, we recorded a $70.5 million goodwill impairment charge, and an immaterial amount of purchased intangible assets were abandoned in the third quarter of fiscal 2024.

Interest expense during the fiscal year ended June 30, 2025 was comparable to the fiscal year ended June 30, 2024 as average debt outstanding was essentially unchanged.

The change in Other expense (income), net during the fiscal year ended June 30, 2025 compared to the fiscal year ended June 30, 2024 was primarily attributable to higher interest income of $17.1 million due to higher interest earning balances and a

All of the potential changes noted below are based on sensitivity analyses performed on our financial position as of June 30, [removed: 2025.][added: 2026.]

As of June 30, [removed: 2025,] [added: 2026,] we had an investment portfolio of fixed income securities of [removed: $2.05] [added: $2.84] billion.

If market interest rates were to increase immediately and uniformly by 100 bps from levels as of June 30, [removed: 2025,] [added: 2026,] the fair value of the portfolio would have declined by [removed: $21.5] [added: $29.7] million.

As of June 30, [removed: 2025,] [added: 2026,] our fixed rate Senior Notes had a fair value and book value of [removed: $5.54] [added: $5.48] billion and [removed: $5.88] [added: $5.89] billion, respectively, due in various fiscal years ranging from 2029 to 2063.

[removed: On July 3, 2025, we replaced our Prior Revolving Credit Facility with] [added: We have in place] a [removed: new] Revolving Credit Facility that allows us to borrow up to $1.50 billion, has a maturity date of July 3, 2030 with two one-year extension options, and may be increased by an amount up to $500.0 million in the aggregate.

As of June 30, [removed: 2025,] [added: 2026,] we had no outstanding borrowings under our [removed: Prior] Revolving Credit Facility.

Pursuant to the terms of the [removed: Prior] Credit Agreement, we [removed: were] [added: are] also obligated to pay an annual commitment fee on the daily undrawn balance of the Revolving Credit Facility at a rate that ranges from [removed: 4.5] [added: 4.0] bps to [removed: 12.5] [added: 10.0] bps, depending upon our then prevailing credit rating.

As of June 30, [removed: 2025,] [added: 2026,] the annual commitment fee was 5.5 bps.

As of June 30, [removed: 2025,] [added: 2026,] the fair value of our investment in the marketable equity security, which began publicly trading on the Tokyo Stock Exchange on April 5, 2021, was [removed: $24.0] [added: $46.8] million.

Assuming a decline of 50% in market prices, the aggregate value of our investment in the marketable equity security could decrease by approximately [removed: $12] [added: $23] million, based on the value as of June 30, [removed: 2025.][added: 2026.]

See Note 5 “Marketable Securities” to our Consolidated Financial Statements in Part II, Item 8; “Liquidity and Capital Resources” in “Management’s Discussion and Analysis of Financial Condition and Results of 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: 2025.][added: 2026.]

As of June 30, [removed: 2025,] [added: 2026,] we had net forward and option contracts to purchase [removed: $50.9] [added: $497.4] million in foreign currency in order to hedge certain currency exposures (see Note [removed: 17] [added: 16] “Derivative Instruments and Hedging Activities” to our Consolidated Financial Statements for additional details).

If we had entered into these contracts on June 30, [removed: 2025,] [added: 2026,] the U.S. dollar equivalent would have been [removed: $81.8] [added: $526.7] million.

A 10% adverse move in all currency exchange rates affecting the contracts would decrease the fair value of the contracts by [removed: $153.4] [added: $158.1] million.

We manage our exposure to certain interest rate risks related to our Senior Notes through the use of interest rate swaps that effectively convert the fixed interest rates to floating interest rates based on the Daily Secured Overnight Financing Rate swap rate plus a fixed number of basis points.

As of June 30, 2026, we had an aggregate principal amount of $2.00 billion in fixed-rate debt that was swapped to floating-rate debt.

An immediate hypothetical 100 basis point increase in interest rates would lead to a $20.0 million increase in the annual interest expense associated with our hedged fixed-rate debt as of June 30, 2026.

KLA Corporation and its majority-owned subsidiaries (“KLA” or the [removed: “Company”] [added: “Company,”] and also referred to as “we,” “our,” “us” or similar references) are suppliers of industry-leading equipment and services that [removed: enables] [added: enable] innovation throughout the electronics industry.

We provide advanced process control and process-enabling solutions for manufacturing wafers, reticles/masks, chemicals/materials, integrated circuits [removed: (“IC”] [added: (“ICs”] or [removed: “chip”),] [added: “chips”),] packaged ICs and printed circuit boards [removed: (“PCB”),] [added: (“PCBs”),] as well as comprehensive support and services across our installed base.

Our suite of advanced products, coupled with our unique process control software and services, [removed: allow] [added: allows] us to deliver [removed: the] solutions [added: that help] our customers [removed: need to] achieve their technology advancement and high-volume production goals by [removed: significantly] improving [removed: yields,] [added: yields] while [removed: simultaneously] reducing waste, risks and costs.

We are organized into three reportable segments: Semiconductor Process [removed: Control;] [added: Control,] Specialty Semiconductor [removed: Process;] [added: Process] and PCB and Component Inspection.

Our business depends upon the capital expenditures of semiconductor, semiconductor-related and electronic device [removed: manufacturers.][added: manufacturers, which are driven by current and anticipated market demand for ICs and the products that use them.]

[removed: Leading semiconductor manufacturers invest in simultaneous production integration] [added: The continuing evolution] of [removed: multiple new process technologies, some] [added: semiconductors toward smaller geometries and more complex multi-level circuitry,] requiring new substrate and film materials, new [removed: geometries, new] transistor architectures, [removed: new power distribution schemes,] advanced multi-patterning optical and extreme ultraviolet (“EUV”) lithography, and advanced [removed: packaging techniques.][added: packaging, has]

[removed: Adoption] [added: End-market demand drivers expected to benefit KLA over the long term include adoption] of EUV in [removed: high volume] [added: high-volume] manufacturing (“HVM”) for [removed: Logic] [added: logic] and DRAM [removed: memory is driving] [added: memory, including high-bandwidth memory, which drives] new process control requirements and growth in key markets for KLA.

Demand for advanced semiconductor technologies, particularly [removed: evident in] [added: at] the 2-nanometer node, [removed: which is seeing higher levels of] [added: where] investment [added: levels] and process control [removed: intensity,] [added: intensity are increasing,] continues to [removed: drive investments in AI.][added: support AI-related investments.]

Increasing complexity and value of semiconductor packages, particularly for AI and [removed: High-performance computing (“HPC”)] [added: HPC] applications, is also driving significant growth in [removed: the] [added: our] advanced packaging business.

The digitization of [removed: all] industries, including 5G [removed: markets and] [added: markets,] advances in healthcare and industrial applications, [removed: together with] [added: and] the increasing adoption of electric vehicles and intelligence in automobiles, [removed: are powering] [added: also supports] leading-edge design node technology investments and capacity expansions.

The [removed: market] [added: markets] for semiconductor and electronics [removed: industries is] [added: technologies are] characterized by rapid technological development and product innovation.

These [removed: technical] innovations are inherently complex and require long development cycles and appropriate professional staffing.

Our key R&D activities during the fiscal year ended June 30, [removed: 2025] [added: 2026] involved the development of process control and process-enabling solutions for front end semiconductors and advanced packaging.

Our future performance [removed: will depend,] [added: depends,] in part, on our ability to continue to compete successfully in Asia, one of the largest markets for our equipment.

Our ability to compete in this [removed: area] [added: region] depends [removed: upon] [added: on] the continuation of favorable trading relationships between countries in the region and the U.S., and our continuing ability to maintain satisfactory relationships with leading semiconductor companies in the region.

For the fiscal years ended June 30, [removed: 2025, 2024] [added: 2026, 2025] and [removed: 2023,] [added: 2024,] the following customers each accounted for more than 10% of total revenues, primarily in the Semiconductor Process Control segment:

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

| [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | |

We maintain an export compliance program designed to meet the requirements of [removed: Commerce] [added: Commerce,] and the U.S. Department of State and the trade regulations of the international jurisdictions in which we operate.

International revenues accounted for approximately [removed: 89%] [added: 87%] of our total revenues in [removed: both of] the fiscal [removed: years] [added: year] ended June 30, [removed: 2025 and 2024] [added: 2026] and [removed: 88%] [added: 89%] of our total revenues in [added: both of] the fiscal [removed: year] [added: years] ended June 30, [removed: 2023.][added: 2025 and 2024.]

Additional information regarding our revenues from foreign operations for our last three fiscal years can be found in Note [removed: 18] [added: 17] “Segment Reporting and Geographic Information” to our Consolidated Financial Statements.

Our substrate manufacturing systems support the production of a broad range of wafer types and sizes including silicon, prime silicon [removed: SOI,] [added: on insulator,] sapphire, glass, wide bandgap substrates (e.g., [removed: SiC, GaN)] [added: silicon carbide, gallium nitride)] and more.

| | | | Chip Manufacturing: Defect Inspection and Review Inspection and review tools are used to identify, locate, characterize, review, and analyze defects on various surfaces of patterned and unpatterned wafers. | | | 39xx Series, [added: R9xx Series,] 29xx Series, C30x Series, [removed: eSi50™,] [added: eSixx™ Series, eSVx00™ Series,] Voyager® Series, 8 Series, Puma™ Series, Micro-SR™, CIRCL™ Series, Castor™, Surfscan® Series, [removed: eDR7380™ Series,] eDRX™ [added: Series, eDR7xxx™] Series. | | |

| | | | Chip Manufacturing: Metrology Metrology systems are used to measure pattern dimensions, film thickness(es), film stress, layer-to-layer alignment, pattern placement, surface topography and electro-optical properties for wafers. | | | Archer™ Series, ATL™ Series, Axion® Series, SpectraShape™ Series, [added: eM™ Series,] SpectraFilm™ Series, Aleris® Series, PWG™ Series, Therma-Probe® Series, OmniMap® RS-xxx Series, MicroSense® product family, CAPRES product family. | | |

| | | | Wafer Manufacturing: Defect Inspection and Review, Metrology, and In Situ Process Management Wafer defect inspection, review and metrology systems are used to help wafer/substrate manufacturers manage quality throughout the wafer fabrication process by detecting defects, characterizing surface quality and assessing wafer geometry. | | | Surfscan® Series, [removed: eDR7380™ Series,] eDRX™ Series, [added: eDR7xxx™ Series,] WaferSight™ Series, MicroSense® wafer geometry product family, SensArray® product family, Candela® Series. | | |

| | | | Packaging Manufacturing: Wafer Inspection and Metrology, Chemistry Process Control, In Situ Process Management Wafer inspection and metrology systems for advanced wafer-level packaging help packaging manufacturers detect, resolve and monitor excursions to provide greater control of quality for improved device performance. Chemistry process monitoring systems analyze and monitor wet chemicals used in wafer-level packaging (WLP), panel-level packaging (PLP), and IC substrates. | | | Kronos™ Series, Micro-SR™, CIRCL™-AP, irArcher® Series, PWG5™ with XT Option, [removed: eDR7380™,] [added: eDR7xxxAP™, OmniMap® RS-xxx Series,] QualiSurf® Series, [removed: Quali-Line® Prima®,] Quali-Fill® Libra® Series, QualiLab Elite® Series, SensArray® product family. | | |

| | | | Semiconductor Software Solutions Software solutions centralize and analyze the data produced by inspection, metrology and process systems for chip, wafer, reticle and packaging manufacturing. These solutions provide run-time process control, defect excursion identification, process corrections and defect classification to accelerate yield learning rates and reduce production risk. Patterning simulation software allows researchers to evaluate advanced patterning technologies, such as EUV lithography and multiple patterning techniques. | | | Klarity® product family, 5D Analyzer®, OVALiS, aiSIGHT™, Anchor product family, RDC, FabVision® Series, ProDATA™, PROLITH™, [added: ProETCH®,] I-PAT®, SPOT®. | | |

The amount of backlog and timing of revenue recognition [removed: is] [added: are] driven by multiple variables, many of which are beyond our control, such [removed: as:] [added: as lead-time expectations,] changes in government regulations, the readiness of customer fabs, end market needs for capacity, changes in the estimated versus actual start time of customers’ projects, timing of delivery and installation dates and supply chain constraints.

We perform system design, assembly and testing in-house and [removed: utilize] [added: use] an outsourcing strategy to manufacture components and major subassemblies.

Our principal manufacturing activities occur in the U.S., Singapore, Israel, [removed: Germany, U. K., Italy] [added: China] and [removed: China.][added: various locations throughout Europe.]

Our supply chain strategy incorporates considerations for ethical labor practices, responsible minerals sourcing, and Responsible Business Alliance and SEMI guidelines, and [removed: there are] increasing regulatory expectations [removed: on] [added: regarding] the environmental, social and/or geographic provenance of materials or components [removed: that] may at times require us to incorporate further such considerations [removed: to] [added: into] our supply chain strategy.

However, we believe that, while [removed: the] [added: these] competitive factors [removed: listed] are important, [removed: the] [added: our] customers’ overriding requirement is for systems that [removed: easily and] effectively incorporate automated capabilities into their existing development and manufacturing processes to enhance productivity, improve yields and reduce waste.

To remain competitive, we use significant financial resources to offer a broad range of products, [removed: to] maintain customer service and support centers worldwide, and [removed: to] invest significantly in product R&D.

In each of our product markets, we have many competitors, including companies such as Applied Materials, Inc., ASML Holding N.V., Hitachi [removed: High-Technologies] [added: High-Tech] Corporation, [removed: Onto Innovation,] [added: Lasertec,] Inc. and [removed: Lasertec,] [added: Onto Innovation,] Inc., some of which may have greater financial, research, engineering, manufacturing and marketing resources than we have.

We [added: seek to] maintain our market position by building long-term [removed: relationships with our customers to meet their dynamic] [added: customer relationships, meeting customers’ evolving] needs, [removed: as well as] anticipating future market demands and enabling [removed: our] customers to accelerate adoption and production of new technologies, as discussed further in the “Industry” section of this Item 1.

As of June 30, [removed: 2025,] [added: 2026,] we owned over [removed: 8,500] [added: 9,100] active patents in the U.S. and other countries and had over [removed: 3,500] [added: 3,600] U.S. and foreign patent applications pending.

Our patents have various terms expiring through [removed: 2044.][added: 2045.]

As part of our drive to be better, we have science-based targets to reduce [added: greenhouse gas (“GHG”)] emissions which were validated in 2024 by the Science Based Target Initiative (“SBTi”).

[removed: Our targets include using] [added: In addition to our science-based targets, we have established goals to use] 100% renewable electricity across our global operations by [removed: 2030, reducing our Scope 1 and 2 emissions by 50% by] 2030 and [removed: achieving] [added: achieve] net zero Scope 1 and 2 emissions by 2050.

In January 2025, we entered into a long-term virtual power purchase agreement to purchase a portion of the output generated from a solar energy [removed: project for a fixed price.][added: project.]

Our services business, which accounted for approximately 23% of our total revenues in fiscal 2026, provides maintenance and other services to maximize uptime, productivity and tool life for our customers.

Semiconductors, or ICs, are fabricated on silicon wafers through a highly sophisticated sequence of process steps, including deposition of film layers, patterning, material removal, heat treatment, and measurement and inspection.

The most advanced chip designs repeat these steps hundreds of times before the wafer is cut into individual chips, packaged and tested.

While we do not consider our business to be seasonal, it has historically been cyclical with respect to these manufacturers’ capital equipment procurement practices and is affected by their investment patterns across global markets, industry downturns, broader economic conditions, customer consolidation, and political and regulatory change.

significantly increased both the performance and cost requirements of the capital equipment used to manufacture these devices, with construction of an advanced IC fabrication facility today costing well above $10 billion.

In this environment, accelerating the yield ramp and reaching high-volume production ahead of competitors are critical to manufacturers’ revenue and profitability, and chipmakers increasingly demand higher productivity and returns from their equipment, positioning the process control and yield management solution we provide as an essential enabler of their success.

The semiconductor industry continues to experience market expansion and diversification.

High-performance computing (“HPC”) and data centers, supported by increasing adoption of AI, are contributing to industry growth and these trends are expected to continue to influence industry investment during fiscal year 2027.

AI-related demand is driving innovation and investment at the leading edge and we believe our portfolio of products is uniquely positioned to support leading-edge semiconductor manufacturing and ongoing AI infrastructure buildout.

Our semiconductor customers generally operate in one or both of the major semiconductor device manufacturing markets: memory and foundry/logic.

In addition to sales and service offices in the U.S., we conduct sales, marketing and services out of subsidiaries or branches in major semiconductor manufacturing regions around the world to support our global customer base.

We believe sales outside the U.S. will continue to be a significant percentage of our total revenues.

Our backlog, primarily consisting of sales orders where written customer requests have been received, increased from $7.86 billion as of June 30, 2025, to $12.57 billion as of June 30, 2026, due to strong demand driven by the AI infrastructure buildout.

Regulations that impact trade, including the imposition of export controls and tariffs, have had an adverse impact on our results of operations.

Such actions by the U.S. government or another country could significantly impact our ability to provide products and services to existing and potential customers, especially in China, and adversely affect our business, financial condition and results of operations.

Our targets are to reduce absolute Scope 1 and 2 GHG emissions 50% by 2030 from a 2021 base year and to reduce Scope 3 GHG emissions from the use of sold products 52% per billion transistors inspected, measured, or processed, also with a 2030 goal and 2021 base year.

KLA’s performance and long-term success depend on the skills, experience and engagement of its workforce.

We view our employees and the technology they develop as a key competitive advantage.

Our human capital strategy focuses on anticipating workforce needs and attracting, developing, and retaining talent aligned to our core values.

In response to competitive labor markets, we take a proactive and inclusive approach to talent development, retention and employee wellbeing.

Our programs are designed to support professional growth, workforce capability building, and employee engagement while maintaining a safe, secure, and healthy workforce.

These values inform our expectations for ethical conduct,

collaboration, and respect across the organization and support a culture that values diverse perspectives and shared accountability.

KLA seeks to provide competitive and equitable compensation and benefits that support employee engagement and retention across its global workforce.

Eligible employees may participate in long-term incentive programs, including restricted stock units (“RSUs”) and an Employee Stock Purchase Plan (“ESPP”), as well as incentive bonus or profit-sharing programs.

KLA also offers benefits intended to support employee wellbeing and work-life needs, subject to local requirements and practices.

In several regions, KLA provides programs and resources focused on physical, financial, and mental wellbeing through virtual and in-person offerings.

KLA invests in employee learning and development to support workforce capability, performance, and internal mobility.

Employees have access to a range of programs and resources intended to build technical, leadership, and professional skills.

Performance management processes include regular feedback on objectives, assessment of key competencies, and career development discussions.

KLA emphasizes ongoing manager-employee engagement through regular one-on-one meetings, coaching, and mentorship.

The company also supports external education through tuition reimbursement programs.

Leadership development programs, including Values in Action training, reinforce the company’s values, ethical standards, and expectations for inclusive leadership.

KLA uses regular employee surveys to gather feedback and assess workforce sentiment across its global operations.

Survey results are reviewed to identify trends, areas for improvement, and opportunities to strengthen engagement and performance.

Action plans are developed in response to survey feedback and may include enhancements to manager communications, coaching, and targeted training initiatives.

Our services business, which accounted for approximately 22% of our revenue in fiscal 2025, increases the value of our contract offerings and promotes the extension of system lifetimes.

The semiconductor fabrication process begins with a bare silicon wafer - a round disk typically 200 millimeters 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 out of a vat of molten silicon.

The ingots are then sliced into wafers.

Prime silicon wafers are then polished to a mirror finish.

Other, more specialized wafers, such as epitaxial silicon (“epi”), silicon on insulator (“SOI”), gallium nitride (“GaN”) and silicon carbide (“SiC”) are also used in the semiconductor industry.

The manufacturing cycle of an IC is grouped into three phases: design, fabrication and testing.

IC design involves the architectural layout of the circuit, as well as design verification and reticle generation.

The fabrication of a semiconductor chip (or “semiconductor”) is accomplished by depositing a series of film layers that act as conductors, semiconductors or insulators

on bare wafers.

The deposition of these film layers is interspersed with numerous other process steps that create circuit patterns, remove portions of the film layers, and perform other functions such as heat treatment, measurement and inspection.

Most advanced chip designs require hundreds of individual steps, many performed multiple times.

Most chips consist of two main structures: the lower structure, typically consisting of transistors or capacitors, which performs the “smart” functions; and the upper “interconnect” structure, typically consisting of circuitry, which connects the components in the lower structure.

When the layers on the wafer have been fabricated, each chip on the wafer is tested for functionality.

The wafer is then cut into individual chips, and the chips that pass functional testing are packaged.

Final testing is performed on all packaged chips.

Packaged chips are then mounted onto PCBs for connection to the rest of the electronic system.

This is driven by the current and anticipated market demand for ICs, products utilizing ICs and other electronic components.

We do not consider our business to be seasonal.

Still, our business has historically been cyclical with respect to the capital equipment procurement practices of semiconductor, semiconductor-related and electronic device manufacturers, and it is impacted by the investment patterns of such manufacturers in different global markets.

Downturns in the semiconductor or other industries in which we operate, slowdowns in the worldwide economy, customer consolidation as well as recent political and regulatory changes could have a material adverse effect on our future business and financial results.

Companies anticipating future market demands by developing and advancing new technologies and manufacturing processes are better positioned to lead in the semiconductor market.

Accelerating the yield ramp and maximizing production yields of high-performance devices are critical goals of modern semiconductor and related electronics manufacturing.

Ramping to high-volume production ahead of competitors can dramatically increase IC manufacturers’ revenue and profit for a given product.

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

Device performance characteristics (namely speed, capacity or power management) also become more sensitive to parameters such as linewidth and film thickness variation.

New process materials require extensive characterization before they can be used in the manufacturing process.

Moving several of these advanced technologies into production at once only adds to the risks that chipmakers face.

The continuing evolution of semiconductors to smaller geometries and more complex multi-level circuitry has significantly increased the performance and cost requirements of the capital equipment used to manufacture these devices.

Construction of an advanced IC fabrication facility today can cost well above $10 billion, substantially more than previous-generation facilities.

In addition, chipmakers are demanding increased productivity and higher returns from their manufacturing equipment and are also seeking ways to extend the performance of their existing equipment.

The semiconductor capital equipment industry has been experiencing multiple growth drivers bolstered by demand for semiconductors from leading-edge foundry and logic manufacturers to support computational power and connectivity and continued investment by our customers in legacy nodes.

Regionalization of semiconductors has become a trend as access to semiconductors is viewed from the lens of national security.

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

The Chinese government initiatives around self-sustainability are propelling China to expand its domestic manufacturing capacity.

Although China is currently seen as an important long-term growth region for the semiconductor capital equipment sector, Commerce has added certain China-based entities to the U.S. Entity List (a list of parties that are generally ineligible to receive U.S. regulated items without prior licensing from Commerce), restricting our ability to provide products and services to such entities without an export license.

In addition, Commerce has imposed export licensing requirements on China-based customers that are military end users or engaged in military end uses.

It also requires our customers to obtain an export license when they use certain semiconductor capital equipment based on U.S. technology to manufacture products connected to certain entities on the U.S. Entity List.

| | | | | | | | | | | | | Samsung Electronics Co., Ltd. | | |

In addition to sales and service offices in the U.S., we conduct sales, marketing and services out of subsidiaries or branches in many regions; some of the largest include China, Germany, Israel, Japan, Korea, Singapore, Taiwan and the U.K. We believe sales outside the U.S. will continue to be a significant percentage of our total revenues.

The information set forth below under Note [removed: 15] [added: 14] “Litigation and Other Legal Matters” to our Consolidated Financial Statements is incorporated herein by reference.

| | | | For the fiscal year ended | | | June 30, [removed: 2025] [added: 2026] | | |

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: 2024,] [added: 2025,] was approximately [removed: $83.7] [added: $159.3] billion.

The registrant had [removed: 131,961,370] [added: 1,306,546,783] shares of common stock outstanding as of [removed: July 21, 2025.][added: August 3, 2026.]

Portions of the Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Stockholders (“Proxy Statement”) to be filed pursuant to Regulation 14A within 120 days after the registrant’s fiscal year ended June 30, [removed: 2025,] [added: 2026,] are incorporated by reference into Part III of this report.

| | | | | | | [Special Note Regarding Forward-Looking [removed: Statements](#iefb2f17466654e7da0e5cf1f54b3bd00_10)] [added: Statements](#i95defd2630a74df7b8d2db6b1650f178_10)] | | | [removed: [ii](#iefb2f17466654e7da0e5cf1f54b3bd00_10)] [added: [ii](#i95defd2630a74df7b8d2db6b1650f178_10)] | | |

| Item 1. | | | | | | [removed: [Business](#iefb2f17466654e7da0e5cf1f54b3bd00_16)] [added: [Business](#i95defd2630a74df7b8d2db6b1650f178_16)] | | | [removed: [1](#iefb2f17466654e7da0e5cf1f54b3bd00_16)] [added: [1](#i95defd2630a74df7b8d2db6b1650f178_16)] | | |

| Item 1A. | | | | | | [Risk [removed: Factors](#iefb2f17466654e7da0e5cf1f54b3bd00_19)] [added: Factors](#i95defd2630a74df7b8d2db6b1650f178_19)] | | | [removed: [10](#iefb2f17466654e7da0e5cf1f54b3bd00_19)] [added: [9](#i95defd2630a74df7b8d2db6b1650f178_19)] | | |

| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#iefb2f17466654e7da0e5cf1f54b3bd00_22)] [added: Comments](#i95defd2630a74df7b8d2db6b1650f178_22)] | | | [removed: [32](#iefb2f17466654e7da0e5cf1f54b3bd00_22)] [added: [32](#i95defd2630a74df7b8d2db6b1650f178_22)] | | |

| Item 1C. | | | | | | [removed: [Cybersecurity](#iefb2f17466654e7da0e5cf1f54b3bd00_25)] [added: [Cybersecurity](#i95defd2630a74df7b8d2db6b1650f178_25)] | | | [removed: [32](#iefb2f17466654e7da0e5cf1f54b3bd00_25)] [added: [32](#i95defd2630a74df7b8d2db6b1650f178_25)] | | |

| Item 2. | | | | | | [removed: [Properties](#iefb2f17466654e7da0e5cf1f54b3bd00_28)] [added: [Properties](#i95defd2630a74df7b8d2db6b1650f178_28)] | | | [removed: [33](#iefb2f17466654e7da0e5cf1f54b3bd00_28)] [added: [33](#i95defd2630a74df7b8d2db6b1650f178_28)] | | |

| Item 3. | | | | | | [Legal [removed: Proceedings](#iefb2f17466654e7da0e5cf1f54b3bd00_31)] [added: Proceedings](#i95defd2630a74df7b8d2db6b1650f178_31)] | | | [removed: [33](#iefb2f17466654e7da0e5cf1f54b3bd00_31)] [added: [33](#i95defd2630a74df7b8d2db6b1650f178_31)] | | |

| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#iefb2f17466654e7da0e5cf1f54b3bd00_34)] [added: Disclosures](#i95defd2630a74df7b8d2db6b1650f178_34)] | | | [removed: [33](#iefb2f17466654e7da0e5cf1f54b3bd00_34)] [added: [33](#i95defd2630a74df7b8d2db6b1650f178_34)] | | |

| Item 5. | | | | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#iefb2f17466654e7da0e5cf1f54b3bd00_40)] [added: Securities](#i95defd2630a74df7b8d2db6b1650f178_40)] | | | [removed: [33](#iefb2f17466654e7da0e5cf1f54b3bd00_40)] [added: [34](#i95defd2630a74df7b8d2db6b1650f178_40)] | | |

| Item 6. | | | | | | [removed: [\[Reserved\]](#iefb2f17466654e7da0e5cf1f54b3bd00_43)] [added: [\[Reserved\]](#i95defd2630a74df7b8d2db6b1650f178_43)] | | | [removed: [35](#iefb2f17466654e7da0e5cf1f54b3bd00_43)] [added: [35](#i95defd2630a74df7b8d2db6b1650f178_43)] | | |

| Item 7. | | | | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#iefb2f17466654e7da0e5cf1f54b3bd00_46)] [added: Operations](#i95defd2630a74df7b8d2db6b1650f178_46)] | | | [removed: [35](#iefb2f17466654e7da0e5cf1f54b3bd00_46)] [added: [35](#i95defd2630a74df7b8d2db6b1650f178_46)] | | |

| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#iefb2f17466654e7da0e5cf1f54b3bd00_88)] [added: Risk](#i95defd2630a74df7b8d2db6b1650f178_85)] | | | [removed: [48](#iefb2f17466654e7da0e5cf1f54b3bd00_88)] [added: [47](#i95defd2630a74df7b8d2db6b1650f178_85)] | | |

| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#iefb2f17466654e7da0e5cf1f54b3bd00_91)] [added: Data](#i95defd2630a74df7b8d2db6b1650f178_88)] | | | [removed: [49](#iefb2f17466654e7da0e5cf1f54b3bd00_91)] [added: [48](#i95defd2630a74df7b8d2db6b1650f178_88)] | | |

| | | | | | | [Consolidated Balance Sheets as [removed: of](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: of](#i95defd2630a74df7b8d2db6b1650f178_91)] June 30, [added: 2026 [and](#i95defd2630a74df7b8d2db6b1650f178_91)] 2025 [removed: [and](#iefb2f17466654e7da0e5cf1f54b3bd00_94) 2024] | | | [removed: [50](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: [49](#i95defd2630a74df7b8d2db6b1650f178_91)] | | |

| | | | | | | [Consolidated Statements of Operations for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_94)] June 30, [removed: 2025] [added: 2026] | | | [removed: [51](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: [50](#i95defd2630a74df7b8d2db6b1650f178_94)] | | |

| | | | | | | [Consolidated Statements of Comprehensive Income for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_97)] June 30, [removed: 2025] [added: 2026] | | | [removed: [52](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: [51](#i95defd2630a74df7b8d2db6b1650f178_97)] | | |

| | | | | | | [Consolidated Statements of Stockholders’ Equity for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_103) [](#iefb2f17466654e7da0e5cf1f54b3bd00_103)June] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_100) [](#i95defd2630a74df7b8d2db6b1650f178_100)June] 30, [removed: 2025] [added: 2026] | | | [removed: [53](#iefb2f17466654e7da0e5cf1f54b3bd00_103)] [added: [52](#i95defd2630a74df7b8d2db6b1650f178_100)] | | |

| | | | | | | [Consolidated Statements of Cash Flows for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_103)] June 30, [removed: 2025] [added: 2026] | | | [removed: [54](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: [53](#i95defd2630a74df7b8d2db6b1650f178_103)] | | |

| | | | | | | [Notes to Consolidated Financial [removed: Statements](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: Statements](#i95defd2630a74df7b8d2db6b1650f178_106)] | | | [removed: [55](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: [54](#i95defd2630a74df7b8d2db6b1650f178_106)] | | |

| | | | | | | [Report of Independent Registered Public Accounting [removed: Firm](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: Firm](#i95defd2630a74df7b8d2db6b1650f178_184)] | | | [removed: [95](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: [93](#i95defd2630a74df7b8d2db6b1650f178_184)] | | |

| | | | | | | [Schedule II Valuation and Qualifying Accounts for the three years in the period [removed: ended] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_187)] June 30, [removed: 2025](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: 2026] | | | [removed: [97](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: [95](#i95defd2630a74df7b8d2db6b1650f178_187)] | | |

| Item 9. | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iefb2f17466654e7da0e5cf1f54b3bd00_193)] [added: Disclosure](#i95defd2630a74df7b8d2db6b1650f178_190)] | | | [removed: [97](#iefb2f17466654e7da0e5cf1f54b3bd00_193)] [added: [95](#i95defd2630a74df7b8d2db6b1650f178_190)] | | |

| Item 9A. | | | | | | [Controls and [removed: Procedures](#iefb2f17466654e7da0e5cf1f54b3bd00_196)] [added: Procedures](#i95defd2630a74df7b8d2db6b1650f178_193)] | | | [removed: [97](#iefb2f17466654e7da0e5cf1f54b3bd00_196)] [added: [95](#i95defd2630a74df7b8d2db6b1650f178_193)] | | |

| Item 9B. | | | | | | [Other [removed: Information](#iefb2f17466654e7da0e5cf1f54b3bd00_199)] [added: Information](#i95defd2630a74df7b8d2db6b1650f178_196)] | | | [removed: [98](#iefb2f17466654e7da0e5cf1f54b3bd00_199)] [added: [96](#i95defd2630a74df7b8d2db6b1650f178_196)] | | |

| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#iefb2f17466654e7da0e5cf1f54b3bd00_205)] [added: Inspections](#i95defd2630a74df7b8d2db6b1650f178_202)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_205)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_202)] | | |

| Item 10. | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#iefb2f17466654e7da0e5cf1f54b3bd00_211)] [added: Governance](#i95defd2630a74df7b8d2db6b1650f178_208)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_211)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_208)] | | |

| Item 11. | | | | | | [Executive [removed: Compensation](#iefb2f17466654e7da0e5cf1f54b3bd00_214)] [added: Compensation](#i95defd2630a74df7b8d2db6b1650f178_211)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_214)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_211)] | | |

| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iefb2f17466654e7da0e5cf1f54b3bd00_217)] [added: Matters](#i95defd2630a74df7b8d2db6b1650f178_214)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_217)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_214)] | | |

| Item 13. | | | | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#iefb2f17466654e7da0e5cf1f54b3bd00_220)] [added: Independence](#i95defd2630a74df7b8d2db6b1650f178_217)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_220)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_217)] | | |

| Item 14. | | | | | | [Principal Accountant Fees and [removed: Services](#iefb2f17466654e7da0e5cf1f54b3bd00_223)] [added: Services](#i95defd2630a74df7b8d2db6b1650f178_220)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_223)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_220)] | | |

| Item 15. | | | | | | [Exhibits and Financial Statement [removed: Schedules](#iefb2f17466654e7da0e5cf1f54b3bd00_229)] [added: Schedules](#i95defd2630a74df7b8d2db6b1650f178_226)] | | | [removed: [99](#iefb2f17466654e7da0e5cf1f54b3bd00_229)] [added: [97](#i95defd2630a74df7b8d2db6b1650f178_226)] | | |

| Item 16. | | | | | | [Form 10-K [removed: Summary](#iefb2f17466654e7da0e5cf1f54b3bd00_235)] [added: Summary](#i95defd2630a74df7b8d2db6b1650f178_232)] | | | [removed: [102](#iefb2f17466654e7da0e5cf1f54b3bd00_235)] [added: [100](#i95defd2630a74df7b8d2db6b1650f178_232)] | | |

[removed: *•* *Our] [added: *•Our] vulnerability to a weakening in the condition of the financial markets and the global economy;*

*•Unexpected delays, difficulties and expenses in executing against our environmental, climate, or other ESG targets, goals and [removed: commitments;*][added: commitments, or meeting stakeholder expectations;*]

*•Climate change, [removed: earthquake, flood or other] natural [removed: catastrophic events,] [added: disasters,] public health [removed: crises or terrorism] [added: crises, terrorism, acts of war] and [added: other catastrophic events and] the adverse impact on our business operations;*

*•The war between Ukraine and Russia, [removed: continued escalation of hostilities] [added: the armed conflict] in [added: Iran and elsewhere in] the Middle East, and the significant military activity in those regions;*

| | | | | | | [Signatures](#i95defd2630a74df7b8d2db6b1650f178_235) | | | [101](#i95defd2630a74df7b8d2db6b1650f178_235) | | |

*•Tariffs, retaliatory trade measures and other trade restrictions, as well as uncertainty regarding tariff authority, implementation and refund process;*

*•Our reliance on critical information, including our enterprise resource planning (“ERP”) system for daily operations;*

*•Risks associated with our interest rate hedging activities;*

*•Ongoing changes in the technology industry, including artificial intelligence (“AI”) related developments and changes in semiconductor manufacturing processes, customer investment patterns and end-market demand;*

*•Risks related to the development, adoption, governance and use of AI by us, our competitors and third parties;*

*•Availability and cost of components, materials or subassemblies used in the production of our products, including due to limited-source suppliers, the availability of rare earth elements or DRAM chip shortages;*

*•Risks associated with our receipt of government funding;*

| | | | | | | [Signatures](#iefb2f17466654e7da0e5cf1f54b3bd00_238) | | | [103](#iefb2f17466654e7da0e5cf1f54b3bd00_238) | | |

*•Tariffs and other trade restrictions;*

*•Our inability to access critical information in a timely manner due to system failures;*

*•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;*

*•Risks related to artificial intelligence (“AI”);*

*•Availability and cost of the materials and parts used in the production of our products;*

*•Our government funding for R&D is subject to audit, and potential termination or penalties;*

[removed: The team has primary responsibility] [added: They are principally responsible] for [added: assessing and managing] our [added: material risks from cybersecurity threats and for our] overall cybersecurity risk management [removed: process and supervises] [added: process, including the supervision of] both our internal cybersecurity personnel and our retained external cybersecurity consultants.

The [removed: other members of the] operational cybersecurity team collectively have decades of relevant [added: cybersecurity] education and experience and maintain a wide range of industry certifications.

Our management team [removed: takes steps] [added: works closely with our Chief Legal Officer and CISO] to stay informed about and monitor efforts to prevent, detect, mitigate and remediate cybersecurity risks and incidents through various means, which may include: briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external consultants engaged by us; and alerts and reports produced by security tools deployed in our information technology environment.

We have not identified risks from known cybersecurity threats, including as a result of any prior cybersecurity incidents, that have materially affected us, including our operations, business strategy, results of operations, or financial condition.

Our Chief Legal Officer and Chief Information Security Officer (“CISO”) are members of our management team.

Our management team, including our Chief Legal Officer and Chief Information Security Officer (“CISO”), is responsible for assessing and managing our material risks from cybersecurity threats.

We own and lease facilities worldwide that support our manufacturing, R&D, sales, service and administrative activities.

Our principal manufacturing operations are located in the U.S., Singapore, Israel, China and various locations throughout Europe.

Our principal R&D activities are conducted in the U.S., U.K., India, China, Singapore and Israel.

We also maintain sales and service facilities in major semiconductor manufacturing regions around the world to support our global customer base.

We believe our facilities are well maintained and suitable for their intended purposes and that our existing manufacturing capacity, together with planned expansions and operational improvements, is adequate to meet our current requirements and expected near-term growth.

Because many of our facilities support multiple business activities and technologies, we do not identify or allocate property assets by operating segment.

As of June 30, 2025, we owned or leased a total of 7.1 million square feet of space for research, engineering, marketing, service, sales and administration worldwide primarily in the U.S., Germany, U. K., Singapore, Israel, and India.

Our operating leases expire at various times through April 1, 2052, subject to renewal, with some of the leases containing renewal option clauses at the fair market value, for additional periods up to five years.

Additional information regarding these leases is incorporated herein by reference to Note 9 “Leases” to our Consolidated Financial Statements.

We believe our properties are adequately maintained and suitable for their intended use and that our production facilities have capacity adequate for our current needs.

We do not identify or allocate assets by operating segment.

Information regarding our principal properties as of June 30, 2025 is set forth below:

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

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

| (Square Feet) | | | U.S. | | | | | | Other Countries | | | | | | Total | | |

| Owned(1) | | | 1,134,127 | | | | | | 3,147,113 | | | | | | 4,281,240 | | |

| Leased | | | 555,043 | | | | | | 2,292,335 | | | | | | 2,847,378 | | |

| Total | | | 1,689,170 | | | | | | 5,439,448 | | | | | | 7,128,618 | | |

__________________

(1)Includes 421,132 square feet of property owned at our location in Serangoon, Singapore, where the land on which this building resides is leased.

On August [removed: 7, 2025,] [added: 6, 2026,] we announced that our Board of Directors had declared a quarterly cash dividend of [removed: $1.90] [added: $0.230] per share to be paid on September [removed: 3, 2025] [added: 1, 2026] to stockholders of record as of the close of business on August [removed: 18, 2025.][added: 17, 2026.]

As of [removed: July 21, 2025,] [added: August 3, 2026,] there were [removed: 405] [added: 416] holders of record of our common stock.

The following is a summary of stock repurchases for each month during the fourth quarter of the fiscal year ended June 30, [removed: 2025.][added: 2026:]

(1)Our Board of Directors has authorized a program that permits us to repurchase our common stock, including a [removed: $5.00] [added: $7.00] billion increase approved by the Board [added: on March 11, 2026, which is] in [added: addition to] the [removed: fourth quarter] [added: $3.94 billion authorization remaining as] of [removed: fiscal] [added: December 31, 2025 under the then existing share repurchase program approved on April 30,] 2025.

As of June 30, [removed: 2025, $5.03] [added: 2026, $9.74] billion remained available for repurchases under our repurchase program.

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: 2020] [added: 2021] to June 30, [removed: 2025.][added: 2026.]

][added: Stock.jpg](https://www.sec.gov/Archives/edgar/data/319201/000031920126000027/klac-20260630_g1.jpg)]

| | | | June [removed: 2020] [added: 2021] | | | | | | June [removed: 2021] [added: 2022] | | | | | | June [removed: 2022] [added: 2023] | | | | | | June [removed: 2023] [added: 2024] | | | | | | June [removed: 2024] [added: 2025] | | | | | | June [removed: 2025] [added: 2026] | | |

On June 11, 2026, the Company effected a ten-for-one stock split of its common stock and a proportional increase in the number of authorized shares of common stock.

Share and per share information throughout this Annual Report on Form 10-K have been retroactively adjusted to reflect the stock split.

The par value per share remains unchanged at $0.001 per share after the stock split.

| April 1, 2026 to April 30, 2026 | | | 1,184,390 | | | | | | $ | 170.47 | | | | | 1,184,390 | | | | | | $ | 10,111,119,596 | |

| May 1, 2026 to May 31, 2026 | | | 999,790 | | | | | | $ | 178.64 | | | | | 999,790 | | | | | | $ | 9,932,517,229 | |

| June 1, 2026 to June 30, 2026 | | | 836,720 | | | | | | $ | 227.35 | | | | | 836,720 | | | | | | $ | 9,742,290,167 | |

| Total | | | 3,020,900 | | | | | | | | | | | | 3,020,900 | | | | | | | | |

| KLA Corporation | | | $100.00 | | | | | | $99.58 | | | | | | $153.41 | | | | | | $263.28 | | | | | | $288.67 | | | | | | $978.58 | | |

| S&P 500 | | | $100.00 | | | | | | $89.38 | | | | | | $106.90 | | | | | | $133.15 | | | | | | $153.34 | | | | | | $187.57 | | |

| PHLX Semiconductor | | | $100.00 | | | | | | $77.39 | | | | | | $112.82 | | | | | | $169.90 | | | | | | $173.82 | | | | | | $449.45 | | |

| April 1, 2025 to April 30, 2025 | | | 169,783 | | | | | | $ | 643.29 | | | | | 169,783 | | | | | | $ | 5,347,461,929 | |

| May 1, 2025 to May 31, 2025 | | | 272,564 | | | | | | $ | 732.50 | | | | | 272,564 | | | | | | $ | 5,147,809,123 | |

| June 1, 2025 to June 30, 2025 | | | 134,467 | | | | | | $ | 867.44 | | | | | 134,467 | | | | | | $ | 5,031,167,586 | |

| Total | | | 576,814 | | | | | | | | | | | | 576,814 | | | | | | | | |

| KLA Corporation | | | $100.00 | | | | | | $169.01 | | | | | | $168.30 | | | | | | $259.29 | | | | | | $444.99 | | | | | | $487.89 | | |

| S&P 500 | | | $100.00 | | | | | | $140.79 | | | | | | $125.85 | | | | | | $150.51 | | | | | | $187.47 | | | | | | $215.89 | | |

| PHLX Semiconductor | | | $100.00 | | | | | | $169.82 | | | | | | $131.43 | | | | | | $191.59 | | | | | | $288.53 | | | | | | $295.18 | | |

| [Consolidated Balance Sheets as [removed: of](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: of](#i95defd2630a74df7b8d2db6b1650f178_91)] June 30, [added: 2026 [and](#i95defd2630a74df7b8d2db6b1650f178_91)] 2025 [removed: [and](#iefb2f17466654e7da0e5cf1f54b3bd00_94) 2024] | | | [removed: [50](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: [49](#i95defd2630a74df7b8d2db6b1650f178_91)] | | |

| [Consolidated Statements of Operations for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_94)] June 30, [removed: 2025[](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: 2026[](#i95defd2630a74df7b8d2db6b1650f178_94)] | | | [removed: [51](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: [50](#i95defd2630a74df7b8d2db6b1650f178_94)] | | |

| [Consolidated Statements of Comprehensive Income for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_97)] June 30, [removed: 2025] [added: 2026] | | | [removed: [52](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: [51](#i95defd2630a74df7b8d2db6b1650f178_97)] | | |

| [Consolidated Statements of Stockholders’ Equity for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_103)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_100)] June 30, [removed: 2025] [added: 2026] | | | [removed: [53](#iefb2f17466654e7da0e5cf1f54b3bd00_103)] [added: [52](#i95defd2630a74df7b8d2db6b1650f178_100)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_103)] June 30, [removed: 2025] [added: 2026] | | | [removed: [54](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: [53](#i95defd2630a74df7b8d2db6b1650f178_103)] | | |

| [Notes to Consolidated Financial [removed: Statements](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: Statements](#i95defd2630a74df7b8d2db6b1650f178_106)] | | | [removed: [55](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: [54](#i95defd2630a74df7b8d2db6b1650f178_106)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: Firm](#i95defd2630a74df7b8d2db6b1650f178_184)] (PCAOB ID 238) | | | [removed: [95](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: [93](#i95defd2630a74df7b8d2db6b1650f178_184)] | | |

| [Schedule II Valuation and Qualifying Accounts for the three years in the period [removed: ended] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_187)] June 30, [removed: 2025](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: 2026] | | | [removed: [97](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: [95](#i95defd2630a74df7b8d2db6b1650f178_187)] | | |

| (In thousands, except par value) | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | |

| Cash and cash equivalents [removed: |] [added: at beginning of period] | | [removed: $] | 2,078,908 | | | | | [removed: $] | 1,977,129 | | [added: | | | | 1,927,865 | | |]

| Marketable securities | | | [removed: 2,415,715] [added: 3,252,566] | | | | | | [removed: 2,526,866] [added: 2,415,715] | | |

| Accounts receivable, net | | | [removed: 2,263,915] [added: 2,889,208] | | | | | | [removed: 1,833,041] [added: 2,263,915] | | |

| Inventories | | | [removed: 3,212,149] [added: 3,648,538] | | | | | | [removed: 3,034,781] [added: 3,212,149] | | |

| Other current assets | | | [removed: 728,102] [added: 941,636] | | | | | | [removed: 659,327] [added: 728,102] | | |

| Total current assets | | | [removed: 10,698,789] [added: 12,381,790] | | | | | | [removed: 10,031,144] [added: 10,698,789] | | |

| Land, property and equipment, net | | | [removed: 1,252,775] [added: 1,380,550] | | | | | | [removed: 1,109,968] [added: 1,252,775] | | |

| Goodwill, net | | | [removed: 1,792,193] [added: 1,788,758] | | | | | | [removed: 2,015,726] [added: 1,792,193] | | |

| Deferred income taxes | | | [removed: 1,105,770] [added: 1,037,224] | | | | | | [removed: 915,241] [added: 1,105,770] | | |

| Purchased intangible assets, net | | | [removed: 444,785] [added: 255,835] | | | | | | [removed: 668,764] [added: 444,785] | | |

| Other non-current assets | | | [removed: 773,614] [added: 1,107,378] | | | | | | [removed: 692,723] [added: 773,614] | | |

| Total assets | | | $ | [removed: 16,067,926] [added: 17,951,535] | | | | | $ | [removed: 15,433,566] [added: 16,067,926] | |

| Accounts payable | | | $ | [removed: 458,509] [added: 623,668] | | | | | $ | [removed: 359,487] [added: 458,509] | |

| Deferred system revenue | | | [removed: 816,834] [added: 932,901] | | | | | | [removed: 985,856] [added: 816,834] | | |

| Deferred service revenue | | | [removed: 548,011] [added: 604,127] | | | | | | [removed: 501,926] [added: 548,011] | | |

| Other current liabilities | | | [removed: 2,262,441] [added: 2,144,231] | | | | | | [removed: 2,063,569] [added: 2,262,441] | | |

| Total current liabilities | | | [removed: 4,085,795] [added: 4,304,927] | | | | | | [removed: 4,660,774] [added: 4,085,795] | | |

| Long-term debt | | | [removed: 5,884,257] [added: 5,887,415] | | | | | | [removed: 5,880,199] [added: 5,884,257] | | |

| Deferred tax liabilities | | | [removed: 446,945] [added: 473,648] | | | | | | [removed: 486,690] [added: 446,945] | | |

| Deferred service revenue | | | [removed: 348,844] [added: 238,111] | | | | | | [removed: 294,460] [added: 348,844] | | |

| Other non-current liabilities | | | [removed: 609,632] [added: 697,614] | | | | | | [removed: 743,115] [added: 609,632] | | |

| Total liabilities | | | [removed: 11,375,473] [added: 11,601,715] | | | | | | [removed: 12,065,238] [added: 11,375,473] | | |

| Commitments and contingencies (Notes [removed: 9, 15] [added: 8, 14] and [removed: 16)] [added: 15)] | | | | | | | | | | | |

| Common stock, $0.001 par value, [removed: 500,000] [added: 5,000,000] shares authorized, [removed: 281,176] [added: 2,816,579] and [removed: 280,649] [added: 2,811,758] shares issued, [removed: 132,023] [added: 1,306,983] and [removed: 134,425] [added: 1,320,227] shares outstanding, as of June 30, [removed: 2025] [added: 2026] and June 30, [removed: 2024,] [added: 2025,] respectively | | | [removed: 132] [added: 1,307] | | | | | | [removed: 134] [added: 1,320] | | |

| Retained earnings | | | [removed: 2,179,330] [added: 3,683,864] | | | | | | [removed: 1,137,270] [added: 2,179,330] | | |

| Accumulated other comprehensive income (loss) | | | [removed: 1,201] [added: (34,453)] | | | | | | [removed: (49,075)] [added: 1,201] | | |

| Total stockholders’ equity | | | [removed: 4,692,453] [added: 6,349,820] | | | | | | [removed: 3,368,328] [added: 4,692,453] | | |

| Total liabilities and stockholders’ equity | | | $ | [removed: 16,067,926] [added: 17,951,535] | | | | | $ | [removed: 15,433,566] [added: 16,067,926] | |

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

| (In thousands, except per share amounts) | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | |

| Product | | | $ | [removed: 9,472,854] [added: 10,453,537] | | | | | $ | [removed: 7,482,679] [added: 9,472,854] | | | | | $ | [removed: 8,379,025] [added: 7,482,679] | |

| Cash and cash equivalents | | | $ | 1,649,842 | | | | | $ | 2,078,908 | |

| Capital in excess of par value | | | 2,699,102 | | | | | | 2,510,602 | | |

| Basic | | | $ | 3.68 | | | | | $ | 3.05 | | | | | $ | 2.04 | |

| Diluted | | | $ | 3.66 | | | | | $ | 3.04 | | | | | $ | 2.03 | |

| Basic | | | 1,311,516 | | | | | | 1,330,299 | | | | | | 1,353,452 | | |

| Diluted | | | 1,319,633 | | | | | | 1,337,502 | | | | | | 1,361,869 | | |

| Net income | | | — | | | | | | — | | | | | | 4,830,771 | | | | | | — | | | | | | | | | | | | | | | | | | 4,830,771 | | |

| Repurchase of common stock | | | (18,241) | | | | | | (35,530) | | | | | | (2,268,405) | | | | | | — | | | | | | | | | | | | | | | | | | (2,303,935) | | |

| Balances as of June 30, 2026 | | | 1,306,983 | | | | | | $ | 2,700,409 | | | | | $ | 3,683,864 | | | | | $ | (34,453) | | | | | | | | | | | | | | | | | $ | 6,349,820 | |

| Proceeds from maturity and sale of available-for-sale securities | | | 2,894,046 | | | | | | 2,915,435 | | | | | | 1,567,637 | | |

| Other, net | | | 2,451 | | | | | | (3,805) | | | | | | 6,509 | | |

Common Stock Split. On June 11, 2026, the Company effected a ten-for-one stock split of its common stock and a proportional increase in the number of authorized shares of common stock.

Share and per share information throughout this Annual Report on Form 10-K have been retroactively adjusted to reflect the stock split.

The par value per share remains unchanged at $0.001 per share after the stock split.

If the allowance

Estimated useful lives of certain assets for financial reporting purposes are as follows: buildings, 30 to 50 years, leasehold improvements, shorter of 15 years or lease term, machinery and equipment, 2 to 5 years, office furniture and fixtures, 7 years.

adjusted for any initial lease costs, prepaid lease payments and any lease incentives.

During the second quarter of fiscal 2026, the Company changed the annual goodwill impairment testing date for all reporting units from February 28 to December 31 to better align with the timing of our budgeting and strategic planning process.

We believe that the change in our annual impairment test date is preferable as it allows us to evaluate any potential impact strategic decisions may have on the recoverability of goodwill as those decisions are reached.

This will also enable us to use the most current information available in the assessment process.

The change in the annual impairment testing date did not delay, accelerate or avoid an impairment charge.

Fully amortized intangible assets are derecognized when they no longer provide future economic benefit.

Our non-financial assets, such as goodwill, intangible assets, and land, property and equipment, are recorded at fair value only if an impairment is recognized in the current period.

For goodwill, we assess for impairment annually.

Our interest rate swap derivatives are valued using discounted cash flow methodologies based on observable interest rate data.

We also enter into interest rate contracts, such as interest rate swaps, to hedge against the changes in fair value on certain of our fixed-rate indebtedness attributable to changes in the benchmark interest rate.

These contracts are designated as fair value hedges.

For fair value hedges, the gains and losses related to changes in the fair value of interest rate swaps substantially offset changes in the hedged portion of the underlying debt that are attributable to changes in the market interest rates.

The net gains and losses on the interest rate swaps, as well as the offsetting gains or losses on the fixed-rate debt attributable to the hedged risks, are recognized as interest expense in the current period.

The interest settlement payments associated with the interest rate swap agreements are classified as cash flows from operating activities in the Consolidated Statement of Cash Flows.

assets acquired and liabilities assumed with the corresponding offset to goodwill.

If conditions are not satisfied or if the duration period for the arrangement is not met, the incentives may become subject to reduction, repayment, or termination.

During the fiscal years ended June 30, 2026 and June 30, 2025, we recognized an immaterial amount of government incentives, including both cash grants and refundable tax credits.

These amounts were recognized as reductions to expense in the same line item on the Consolidated Statement of Operations as the expenditure in which the incentive is intended to compensate, or as a reduction in the cost basis of property, plant and equipment.

For cash grants, the corresponding receivable is recorded within other current assets or other non-current assets, as appropriate, in the Consolidated Balance Sheets.

For refundable tax credits, the amounts are recorded as a reduction of income taxes payable and classified within other current liabilities or other non-current liabilities, as appropriate, in the Consolidated Balance Sheets.

We adopted ASU 2023-09 starting with our annual report for the fiscal year ended June 30, 2026 on a prospective basis.

In September 2025, the FASB issued ASU 2025-06, *Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software.* The new guidance removes all references to prescriptive and sequential software development stages or project stages throughout Subtopic 350-40.

Therefore, an entity is required to start capitalizing software costs when management has authorized and committed to funding the software project

and it is probable that the project will be completed, and the software will be used to perform the function intended.

| Current portion of long-term debt | | | — | | | | | | 749,936 | | |

| Capital in excess of par value | | | 2,511,790 | | | | | | 2,279,999 | | |

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

| Loss on extinguishment of debt | | | — | | | | | | — | | | | | | 13,286 | | |

| Less: Net income attributable to non-controlling interest | | | — | | | | | | — | | | | | | 74 | | |

| Basic | | | $ | 30.53 | | | | | $ | 20.41 | | | | | $ | 24.28 | |

| Diluted | | | $ | 30.37 | | | | | $ | 20.28 | | | | | $ | 24.15 | |

| Basic | | | 133,030 | | | | | | 135,345 | | | | | | 139,483 | | |

| Diluted | | | 133,750 | | | | | | 136,187 | | | | | | 140,235 | | |

| Less: Comprehensive income attributable to non-controlling interest | | | — | | | | | | — | | | | | | 74 | | |

| Balances as of June 30, 2022 | | | 141,804 | | | | | | $ | 1,061,940 | | | | | $ | 366,882 | | | | | $ | (27,471) | | | | | $ | 1,401,351 | | | | | $ | (2,261) | | | | | $ | 1,399,090 | |

| Net income attributable to KLA | | | — | | | | | | — | | | | | | 3,387,277 | | | | | | — | | | | | | 3,387,277 | | | | | | — | | | | | | 3,387,277 | | |

| Net income attributable to non-controlling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 74 | | | | | | 74 | | |

| Repurchase of common stock | | | (5,844) | | | | | | 842,467 | | | | | | (2,172,181) | | | | | | — | | | | | | (1,329,714) | | | | | | — | | | | | | (1,329,714) | | |

| Purchase of non-controlling interest | | | — | | | | | | 1,902 | | | | | | — | | | | | | — | | | | | | 1,902 | | | | | | (6,196) | | | | | | (4,294) | | |

| Disposal of non-controlling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 8,383 | | | | | | 8,383 | | |

| Disposal of non-controlling interest | | | — | | | | | | — | | | | | | 8,270 | | |

| Gain on sale of business | | | — | | | | | | — | | | | | | (29,687) | | |

| Proceeds from sale of assets | | | 161 | | | | | | 5,079 | | | | | | — | | |

| Net proceeds from sale of business | | | — | | | | | | — | | | | | | 75,358 | | |

| Acquisition of intellectual property | | | (4,950) | | | | | | — | | | | | | — | | |

| Proceeds from sale of available-for-sale securities | | | 459,620 | | | | | | 107,773 | | | | | | 124,620 | | |

| Proceeds from maturity of available-for-sale securities | | | 2,455,815 | | | | | | 1,459,864 | | | | | | 1,134,182 | | |

| Proceeds from other investments | | | 984 | | | | | | 1,430 | | | | | | 1,020 | | |

| Payment of debt issuance costs | | | — | | | | | | — | | | | | | (6,515) | | |

| Proceeds from revolving credit facility, net of costs | | | — | | | | | | — | | | | | | 300,000 | | |

| Purchase of non-controlling interest | | | — | | | | | | — | | | | | | (4,295) | | |

| Cash and cash equivalents at end of period | | | $ | 2,078,908 | | | | | $ | 1,977,129 | | | | | $ | 1,927,865 | |

The following table sets forth the estimated useful life for various asset categories:

| Asset Category | | | Range of Useful Lives | | |

| Buildings | | | 30 to 50 years | | |

| Leasehold improvements | | | Shorter of 15 years or lease term | | |

| Machinery and equipment | | | 2 to 10 years | | |

Two customers and one customer on an individual basis accounted for greater than 10% of accounts receivable, net as of June 30, 2025 and 2024, respectively.

The purpose of our foreign exchange hedging program is to manage the effect of exchange rate fluctuations on certain foreign currency denominated revenues, costs and eventual cash flows.

We use foreign exchange contracts to hedge certain foreign currency denominated assets or liabilities.

The gains and losses on these derivative instruments are largely offset by the changes in the fair value of the assets or liabilities being hedged.

Not all of the indicators need to be met for us to conclude that control has transferred to the customer.

*Significant Judgments*

Our contracts with our customers often include promises to transfer multiple products and services.

Based on this evaluation, the CEO and CFO have concluded that as of June 30, [removed: 2025,] [added: 2026,] 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: 2025.][added: 2026.]

The effectiveness of our internal control over financial reporting as of June 30, [removed: 2025] [added: 2026] 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.

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 Securities Exchange Act that occurred during the fourth quarter of the fiscal year ended June 30, [removed: 2025] [added: 2026] that have materially affected, or [removed: is] [added: are] reasonably likely to materially affect, our internal control over financial reporting.

In the fourth quarter of fiscal [removed: 2025,] [added: 2026,] the following officers adopted trading plans, or amendments to existing trading plans, to sell and/or gift shares of our common stock that have been or will be issued upon the vesting of RSUs, or purchased in our [removed: ESPP,] [added: employee stock purchase plan,] that are intended to satisfy the affirmative defense conditions set forth in Rule 10b5-1(c) under the Securities Exchange Act.

| Bren Higgins | | | Executive Vice President and Chief Financial Officer | | | May [removed: 5, 2025] [added: 11, 2026] | | | [removed: 432] [added: 446] days (3) | | | [removed: 18,070] [added: 202,480] | | |

| Ahmad Khan | | | President, Semiconductor Products and Customers | | | May [removed: 30, 2025] [added: 11, 2026] | | | [removed: 211] [added: 285] days (4) | | | [removed: 23,163] [added: 253,159] | | |

| Brian Lorig | | | Executive Vice President, KLA Global Services | | | May [removed: 2, 2025] [added: 14, 2026] | | | [removed: 299] [added: 287] days (5) | | | [removed: 12,482] [added: 122,773] | | |

Shares sold under plans upon the vesting of performance-based RSUs where the performance conditions have not been met at the time of plan adoption [added: or] are [added: to be purchased in the future under our employee stock purchase plan are] calculated at the maximum number of shares that may be issued, with fractional shares disregarded.

The last scheduled trade is on July [removed: 2, 2026;] [added: 6, 2027;] provided that if any scheduled trades are not placed because of trading conditions set forth in the plan, the trading plan will terminate on July [removed: 10, 2026.][added: 30, 2027.]

The last scheduled trade is on [removed: November 10, 2025;] [added: February 8, 2027;] provided that if any scheduled trades are not placed because of trading conditions set forth in the plan, the trading plan will terminate on [removed: December 26, 2025.][added: February 19, 2027.]

(5) Mr. Lorig’s trading plan [removed: was amended on May 2, 2025, and it] terminates when the last trade is placed under the plan.

The last scheduled trade is on [removed: August 12, 2025;] [added: January 4, 2027;] provided that if any scheduled trades are not placed because of trading conditions set forth in the plan, the trading plan will terminate on February 24, [removed: 2026.][added: 2027.]

Shares sold in the future that are issuable under our ESPP, where the number of shares to be purchased have not been determined, are calculated based on a 15% discount to the price at the opening of the purchase period.

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: 2026”] [added: 2027”] in the Proxy Statement, which is incorporated herein by reference.

| [Consolidated Balance Sheets as [removed: of](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: of](#i95defd2630a74df7b8d2db6b1650f178_91)] June 30, [added: 2026 [and](#i95defd2630a74df7b8d2db6b1650f178_91)] 2025 [removed: [and](#iefb2f17466654e7da0e5cf1f54b3bd00_94) 2024] | | | [removed: [50](#iefb2f17466654e7da0e5cf1f54b3bd00_94)] [added: [49](#i95defd2630a74df7b8d2db6b1650f178_91)] | | |

| [Consolidated Statements of Operations for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_94)] June 30, [removed: 2025] [added: 2026] | | | [removed: [51](#iefb2f17466654e7da0e5cf1f54b3bd00_97)] [added: [50](#i95defd2630a74df7b8d2db6b1650f178_94)] | | |

| [Consolidated Statements of Comprehensive Income for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_97)] June 30, [removed: 2025] [added: 2026] | | | [removed: [52](#iefb2f17466654e7da0e5cf1f54b3bd00_100)] [added: [51](#i95defd2630a74df7b8d2db6b1650f178_97)] | | |

| [Consolidated Statements of Stockholders’ Equity for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_103)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_100)] June 30, [removed: 2025] [added: 2026] | | | [removed: [53](#iefb2f17466654e7da0e5cf1f54b3bd00_103)] [added: [52](#i95defd2630a74df7b8d2db6b1650f178_100)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_103)] June 30, [removed: 2025] [added: 2026] | | | [removed: [54](#iefb2f17466654e7da0e5cf1f54b3bd00_106)] [added: [53](#i95defd2630a74df7b8d2db6b1650f178_103)] | | |

| [Notes to Consolidated Financial [removed: Statements](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: Statements](#i95defd2630a74df7b8d2db6b1650f178_106)] | | | [removed: [55](#iefb2f17466654e7da0e5cf1f54b3bd00_109)] [added: [54](#i95defd2630a74df7b8d2db6b1650f178_106)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: Firm](#i95defd2630a74df7b8d2db6b1650f178_184)] (PCAOB ID 238) | | | [removed: [95](#iefb2f17466654e7da0e5cf1f54b3bd00_187)] [added: [93](#i95defd2630a74df7b8d2db6b1650f178_184)] | | |

| [Schedule II—Valuation and Qualifying Accounts for the three years in the period [removed: ended](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: ended](#i95defd2630a74df7b8d2db6b1650f178_187)] June 30, [removed: 2025] [added: 2026] | | | [removed: [97](#iefb2f17466654e7da0e5cf1f54b3bd00_190)] [added: [95](#i95defd2630a74df7b8d2db6b1650f178_187)] | | |

| [removed: [3.1](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit31restatedcertifica.htm)] [added: [3.1](https://www.sec.gov/Archives/edgar/data/319201/000119312526269375/d144278dex32.htm)] | | | | | | [Restated Certificate of [removed: Incorporation](https://www.sec.gov/Archives/edgar/data/319201/000031920119000031/exhibit31restatedcertifica.htm)] [added: Incorporation](https://www.sec.gov/Archives/edgar/data/319201/000119312526269375/d144278dex32.htm) [of KLA](https://www.sec.gov/Archives/edgar/data/319201/000119312526269375/d144278dex32.htm) [Corporation](https://www.sec.gov/Archives/edgar/data/319201/000119312526269375/d144278dex32.htm)] | | | | | | [removed: 10-K] [added: 8-K] | | | | | | No. 000-09992 | | | | | | [removed: 3.1] [added: 3.2] | | | | | | [removed: August 16, 2019] [added: June 12, 2026] | | |

| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/d381333dex31.htm)] [added: [3.2](https://www.sec.gov/Archives/edgar/data/319201/000119312525272448/d30340dex31.htm)] | | | | | | [Amended and Restated [removed: Bylaws](https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/d381333dex31.htm)] [added: Bylaws](https://www.sec.gov/Archives/edgar/data/319201/000119312525272448/d30340dex31.htm)] | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 3.1 | | | | | | November [removed: 4, 2022] [added: 7, 2025] | | |

| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex41.htm)] [added: [4.2](https://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](https://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex41.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.1 | | | | | | November 7, 2014 | | |

| [removed: [4.2](https://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex42.htm)] [added: [4.3](https://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)](https://www.sec.gov/Archives/edgar/data/319201/000119312514403628/d817441dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | November 7, 2014 | | |

| [removed: [4.3](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex41.htm)] [added: [4.4](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex41.htm)] | | | | | | [Indenture, dated as of June 23, 2022 between KLA Corporation and U.S. Bank Trust Company, National Association, as trustee](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex41.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.1 | | | | | | June 24, 2022 | | |

| [removed: [4.4](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex42.htm)] [added: [4.5](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex42.htm)] | | | | | | [Form of Officer’s Certificate setting forth the terms of the 4.650% Senior Notes due 2032, 4.950% Senior Notes due 2052, and 5.250% Senior Notes due 2062 (with form of Notes attached)](https://www.sec.gov/Archives/edgar/data/319201/000119312522181527/d314553dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | June 24, 2022 | | |

| [removed: [4.5](https://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm)] [added: [4.6](https://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)](https://www.sec.gov/Archives/edgar/data/319201/000119312519080819/d725080dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | March 20, 2019 | | |

| [removed: [4.6](https://www.sec.gov/Archives/edgar/data/319201/000119312520060489/d895166dex42.htm)] [added: [4.7](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: [4.7](https://www.sec.gov/Archives/edgar/data/319201/000119312524021853/d723684dex42.htm)] [added: [4.8](https://www.sec.gov/Archives/edgar/data/319201/000119312524021853/d723684dex42.htm)] | | | | | | [Officer’s Certificate, dated February 1, 2024, including the form of the Company’s 4.700% Senior Notes due 2034](https://www.sec.gov/Archives/edgar/data/319201/000119312524021853/d723684dex42.htm) | | | | | | 8-K | | | | | | No. 000-09992 | | | | | | 4.2 | | | | | | February 1, 2024 | | |