8-KLeadership Changes

KLA CORP 8-K Report, Executive Changes (Nov 15, 2024)

Filed November 15, 2024For Securities:KLAC

Summary

KLA Corporation (KLAC) has announced a planned transition for its Executive Vice President and Chief Strategy Officer, Oreste Donzella. Effective April 14, 2025, Mr. Donzella will move from his current full-time role to a part-time senior advisor position, continuing until August 16, 2026. During this transition period, he will focus on handing over his current responsibilities, which is expected to be completed by April 13, 2025. This strategic shift involves a new Senior Advisor Agreement outlining his compensation and benefits during the advisory period, including a reduced annual base salary, continued equity vesting, and participation in retirement and welfare plans. Notably, he will not be eligible for bonuses or new long-term equity awards. The agreement also details a severance package contingent on termination by the company without cause, with specific lump-sum payments depending on the termination date.

Key Highlights

  • 1Oreste Donzella, EVP and Chief Strategy Officer, will transition to a part-time senior advisor role starting April 14, 2025.
  • 2Mr. Donzella will continue as Chief Strategy Officer until April 13, 2025, to facilitate a smooth handover of duties.
  • 3The advisor role is scheduled to last from April 14, 2025, to August 16, 2026.
  • 4During the advisor period, Mr. Donzella will provide at least 10 hours of service per week.
  • 5Compensation during the advisor period includes an annualized base salary of $125,000 (starting April 7, 2025), continued equity vesting, and participation in retirement/welfare plans.
  • 6Mr. Donzella will not be eligible for bonus programs or new long-term equity awards as a senior advisor.
  • 7A severance package of $7 million or $3.5 million is outlined, payable if terminated by the company without cause, depending on the termination date.

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