---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-277886"
form_type: "8-K"
ticker: "KLAC"
cik: "0000319201"
company_name: "KLA CORP"
filed_at: "2022-11-04T23:59:59+00:00"
generated_at: "2026-06-22T07:20:42.434034+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# KLA declares $1.30 quarterly dividend; shareholders re-elect all directors and reject climate proposal

## Summary
- Declared quarterly cash dividend of $1.30 per share, payable Dec 1, 2022 to holders of record Nov 15, 2022.
- All 10 board nominees elected with 72%-93% of votes cast; Kevin Kennedy received lowest support at 73%.
- Stockholders ratified PwC as auditor for FY2023 with 122.3M for, 6.7M against; non-binding say-on-pay approved with 110.8M for.
- Shareholder proposal on net zero targets and climate transition planning rejected with 88.7M against vs 30.4M for.
- Bylaws amended to strengthen advance notice requirements, comply with universal proxy rules, and designate federal courts for Securities Act claims.

## SEC filing metadata
- accession: 0001193125-22-277886
- form_type: 8-K
- ticker: KLAC
- cik: 0000319201
- company_name: KLA CORP
- filed_at: 2022-11-04T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 5.03, 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/d381333d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-277886
- JSON: https://secwatch.observer/filing/0001193125-22-277886.json
- Plain text: https://secwatch.observer/filing/0001193125-22-277886.txt

## Key facts
- Governance Changes
  KLA CORP: Amendments to Amended and Restated By-Laws revising advance notice disclosure requirements, director nomination limits, background information requirements, universal proxy rules, and forum selection provision (effective 2022-11-03).
  - Change: bylaw amendment
  - Effective: 2022-11-03
  source text: On November 3, 2022, the Board of Directors (the “Board”) of KLA Corporation (the “Company”) approved and adopted amendments to the Amended and Restated By-Laws of the Company (as so amended, the “By-laws”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm
- Shareholder Votes
  KLA CORP shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2022-11-02 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2022-11-02
  source text: The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm
- Shareholder Votes
  KLA CORP shareholders rejected Stockholder proposal requesting report regarding net zero targets and climate transition planning at the 2022-11-02 meeting.
  - Outcome: failed
  - Meeting: 2022-11-02
  source text: The stockholders did not approve a stockholder proposal requesting the Board to issue a report regarding net zero targets and climate transition planning, as disclosed in the Proxy Statement for the 2022 Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm
- Shareholder Votes
  KLA CORP shareholders approved Election of ten director nominees at the 2022-11-02 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2022-11-02
  source text: The Company held its 2022 annual meeting of stockholders (the “2022 Annual Meeting”) on November 2, 2022.
  evidence_url: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm
- Shareholder Votes
  KLA CORP shareholders approved Non-binding advisory approval of named executive officer compensation at the 2022-11-02 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2022-11-02
  source text: The stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement for the 2022 Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/319201/000119312522277886/0001193125-22-277886-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.