| Item 7.01. | Regulation FD Disclosure. |
As previously announced, KLA Corporation (the “Company”) hosted an investor day on June 16, 2022. The investor day included formal presentations by Rick Wallace, President and Chief Executive Officer, Bren Higgins, Executive Vice President and Chief Financial Officer, and other members of executive management.
A replay of the webcast is available on the Investor Relations page of the Company’s website at https://ir.kla.com, and a copy of the presentation slides, which were discussed at the investor day, is attached hereto as Exhibit 99.1.
The press release issued on June 16, 2022 relating to the investor day, which also provided updated financial guidance with respect to the Company, is attached hereto as Exhibit 99.2 and the information set forth therein is incorporated herein by reference and constitutes a part of this Current Report on Form 8-K.
The information set forth in this Item 7.01, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.
On June 15, 2022, the Board of Directors of the Company (the “Board”) established a quarterly dividend level of $1.30 per share on the outstanding shares of the Company’s common stock, which represents the anticipated level at which dividends will be declared by the Board until the Board determines otherwise, beginning with the dividend expected to be declared in August 2022. This new dividend level represents a 24% increase over the Company’s most recent quarterly dividend of $1.05 per share declared in May 2022. The declaration and payment of future dividends is subject to the Board’s discretion and will depend on financial and legal requirements and other considerations.
Also, on June 15, 2022, the Board approved a new share repurchase program that authorizes the repurchase of up to $6 billion of shares of the Company’s common stock. This share repurchase program is in addition to the $2 billion share repurchase program announced in July 2021, which as of March 31, 2022 had approximately $698.8 million of repurchase authority remaining.
Under the repurchase programs, repurchases can be made from time to time using a variety of methods, which may include open market purchases, privately negotiated transactions, accelerated share repurchase programs, or otherwise, all in accordance with the requirements of the Securities and Exchange Commission and other applicable legal requirements. The specific timing, price and size of purchases will depend on prevailing stock prices, general economic and market conditions, and other considerations. The repurchase programs do not obligate the Company to acquire any particular amount of its common stock, and the repurchase programs may be suspended or discontinued at any time at the Company’s discretion.
Note Regarding Forward-Looking Statements:
Statements in this Current Report on Form 8-K other than historical facts, such as statements regarding the Company’s expected dividend level or timing of future dividends, are forward-looking statements and subject to the Safe Harbor provisions created by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations and involve a number of risks and uncertainties. Actual results may differ materially from those projected in such statements due to various factors, including but not limited to: future Board decisions regarding the declaration of dividends, the impact of the COVID-19 pandemic on the global economy and on the Company’s business, financial condition and results of operations, including the supply chain constraints the Company is experiencing as a result of the pandemic; economic, political and social conditions in the countries in which the Company, its customers and its suppliers operate, including rising inflation and interest rates, Russia’s invasion of Ukraine and global trade policies; disruption to the Company’s manufacturing facilities or other operations, or the operations of its customers, due to natural catastrophic events, health epidemics or terrorism; ongoing changes in the technology industry, and the semiconductor industry in particular, including future growth rates, pricing trends in end-markets, or changes in customer capital spending patterns; the Company’s ability to timely develop new technologies and products that successfully anticipate or address changes in the semiconductor industry; the Company’s ability to maintain its technology advantage and protect its proprietary rights; the Company’s ability to compete with new products introduced by its competitors; the Company’s ability to attract and retain key personnel; cybersecurity threats, cyber incidents affecting the Company’s
