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00003192012026Q2false408875-300000003192012026-01-292026-01-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 29, 2026
KLA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-09992 04-2564110
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
One Technology Drive Milpitas California 95035
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 875-3000
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 par value per share KLAC The Nasdaq Stock Market, LLC
The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.





Item 2.02 Results of Operations and Financial Condition.
On January 29, 2026, KLA Corporation (the “Company”) issued a press release announcing selected financial and operating results for its second quarter of fiscal year 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this Current Report on Form 8-K and the exhibit attached hereto 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 under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
Exhibit No. Description
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
KLA CORPORATION
Date: January 29, 2026 By: /s/ BREN D. HIGGINS
Name: Bren D. Higgins
Title: Executive Vice President and Chief Financial Officer


EX-99.1 2 exhibit991earningsrelease1.htm EX-99.1 Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
Investor Relations: Media Relations:
Kevin Kessel, CFA Mike Dulin
Vice President, Investor Relations Corporate Communications
(408) 875-6627 michael.dulin@kla.com
kevin.kessel@kla.com
KLA Corporation Reports Fiscal 2026 Second Quarter Results

•Total revenues were $3.30 billion, above the midpoint of the guidance range of $3.225 billion +/- $150 million;
•GAAP diluted EPS was $8.68 and non-GAAP diluted EPS was $8.85, both above the midpoints of the respective guidance ranges;
•Cash flow from operating activities for the quarter and last twelve months were $1.37 billion and $4.77 billion, respectively, and free cash flow was $1.26 billion and $4.38 billion, respectively; and
•Capital returns for the quarter and last twelve months were $797.4 million and $3.01 billion, respectively.
MILPITAS, Calif., January 29, 2026 - KLA Corporation (NASDAQ: KLAC) today announced financial and operating results for its second quarter of fiscal year 2026, which ended on December 31, 2025, and reported GAAP net income of $1.15 billion and GAAP net income per diluted share of $8.68 on revenues of $3.30 billion.
“KLA delivered a record quarter and calendar 2025 for revenue, non-GAAP operating income, and free cash flow generation. This performance was fueled by our differentiated product portfolio and solid company execution in an environment where the relevance of process control at the leading edge for foundry/logic and memory is increasing. As the market leader in process control, KLA is well positioned to take advantage of this long-term trend,” said Rick Wallace, president and CEO of KLA Corporation. “As we look forward to calendar year 2026, KLA is a key enabler of the AI ecosystem and continues to uniquely benefit from the AI infrastructure buildout across all major growth vectors, including foundry/logic, memory, advanced packaging, and services.”
GAAP Results
Q2 FY 2026 Q1 FY 2026 Q2 FY 2025
Total Revenues $3,297 million $3,210 million $3,077 million
Net Income $1,146 million $1,121 million $825 million
Net Income per Diluted Share $8.68 $8.47 $6.16
Non-GAAP Results
Q2 FY 2026 Q1 FY 2026 Q2 FY 2025
Net Income $1,168 million $1,167 million $1,098 million
Net Income per Diluted Share $8.85 $8.81 $8.20
A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements included in this release. KLA will discuss the results for its fiscal year 2026 second quarter, along with its outlook, on a conference call today beginning at 2:00 p.m. Pacific Time. A webcast of the call will be available at: www.kla.com.
Third Quarter Fiscal 2026 Guidance
The following details our guidance for the third quarter of fiscal 2026 ending in March:
•Total revenues are expected to be in a range of $3.35 billion +/- $150 million
•GAAP gross margin is expected to be in a range of 60.62% +/- 1.00%
•Non-GAAP gross margin is expected to be in a range of 61.75% +/- 1.00%
•GAAP diluted EPS is expected to be in a range of $8.85 +/- $0.78
•Non-GAAP diluted EPS is expected to be in a range of $9.08 +/- $0.78
For additional details and assumptions underlying our guidance metrics, please see the company’s published Letter to Shareholders, Earnings Slide Presentation and Earnings Infographic on the KLA investor relations website (ir.kla.com).
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Such Letter to Shareholders, Earnings Slide Presentation and Earnings Infographic are not incorporated by reference into this earnings release.
About KLA:
KLA Corporation (“KLA”) develops industry-leading equipment and services that enable innovation throughout the electronics industry. We provide advanced process control and process-enabling solutions for manufacturing wafers and reticles, integrated circuits, packaging and printed circuit boards. In close collaboration with leading customers across the globe, our expert teams of physicists, engineers, data scientists and problem-solvers design solutions that move the world forward. Investors and others should note that KLA announces material financial information including SEC filings, press releases, public earnings calls and conference webcasts using an investor relations website (ir.kla.com). Additional information may be found at: www.kla.com.
Note Regarding Forward-Looking Statements:
Statements in this press release other than historical facts, such as statements pertaining to the amount and timing of dividends, the amount and timing of share repurchases, total revenues, GAAP and non-GAAP gross margin and GAAP and non-GAAP diluted EPS for the quarter ending March 31, 2026, are forward-looking statements and are 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: our vulnerability to a weakening in the condition of the financial markets and the global economy; risks related to our international operations; evolving Bureau of Industry and Security of the U.S. Department of Commerce rules and regulations and their impact on our ability to sell products to and provide services to certain customers in China; tariffs and other trade restrictions; costly intellectual property disputes that could result in our inability to sell or use the challenged technology; risks related to the legal, regulatory and tax environments in which we conduct our business; differing stakeholder expectations, requirements and attention to environment, social and governance (“ESG”) matters and the resulting costs, risks and impact on our business; unexpected delays, difficulties and expenses in executing against our environmental, climate, or other ESG targets, goals and commitments; our ability to attract, retain and motivate key personnel; our vulnerability to disruptions and delays at our third-party service providers; cybersecurity threats, cyber incidents affecting our and our business partners’ systems and networks; our inability to access critical information in a timely manner due to system failures; risks related to acquisitions, integrations, strategic alliances or collaborative arrangements; climate change, earthquake, flood or other natural catastrophic events, public health crises or terrorism and the adverse impact on our business operations; the war between Ukraine and Russia, escalation of hostilities in the Middle East, and the significant military activity in those regions; lack of insurance for losses and interruptions caused by terrorists and acts of war, and our self-insurance of certain risks including earthquake risk; risks related to fluctuations in foreign currency exchange rates; risks related to fluctuations in interest rates and the market values of our portfolio investments; risks related to tax and regulatory compliance audits; any change in taxation rules or practices and our effective tax rate; compliance costs with federal securities laws, rules, regulations, NASDAQ requirements, and evolving accounting standards and practices; ongoing changes in the technology industry, and the semiconductor industry in particular, including future growth rates, pricing trends in end-markets, or changes in customer capital spending patterns; our vulnerability to a highly concentrated customer base; the cyclicality of the industries in which we operate; our ability to timely develop new technologies and products that successfully address changes in the industry; risks related to artificial intelligence; our ability to maintain our technology advantage and protect proprietary rights; our ability to compete in the industry; availability and cost of the materials and parts used in the production of our products; our ability to operate our business in accordance with our business plan; risks related to our debt and leveraged capital structure; we may not be able to declare cash dividends at all or in any particular amount; liability to our customers under indemnification provisions if our products fail to operate properly or contain defects or our customers are sued by third parties due to our products; our government funding for research and development is subject to audit, and potential termination or penalties; we may incur significant restructuring charges or other asset impairment charges or inventory write offs; we are subject to risks related to receivables factoring arrangements and compliance risk of certain settlement agreements with the government; and risks related to the Court of Chancery of the State of Delaware being the sole and exclusive forum for certain actions and proceedings. For other factors that may cause actual results to differ materially from those projected and anticipated in forward-looking statements in this press release, please refer to KLA’s Annual Report on Form 10-K for the year ended June 30, 2025, and other subsequent filings with the Securities and Exchange Commission (including, but not limited to, the risk factors described therein). KLA assumes no obligation to, and does not currently intend to, update these forward-looking statements.
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KLA Corporation
Condensed Consolidated Unaudited Balance Sheets
(In thousands) December 31, 2025 June 30, 2025
ASSETS
Current assets:
Cash and cash equivalents $ 2,452,124  $ 2,078,908 
Marketable securities 2,755,340  2,415,715 
Accounts receivable, net 2,073,581  2,263,915 
Inventories 3,282,605  3,212,149 
Other current assets 700,155  728,102 
Total current assets 11,263,805  10,698,789 
Land, property and equipment, net 1,344,768  1,252,775 
Goodwill, net 1,790,597  1,792,193 
Deferred income taxes 1,144,113  1,105,770 
Purchased intangible assets, net 348,018  444,785 
Other non-current assets 828,927  773,614 
Total assets $ 16,720,228  $ 16,067,926 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 425,189  $ 458,509 
Deferred system revenue 858,088  816,834 
Deferred service revenue 599,254  548,011 
Other current liabilities 2,099,941  2,262,441 
Total current liabilities 3,982,472  4,085,795 
Long-term debt 5,886,128  5,884,257 
Deferred tax liabilities 452,678  446,945 
Deferred service revenue 270,549  348,844 
Other non-current liabilities 662,670  609,632 
Total liabilities 11,254,497  11,375,473 
Stockholders’ equity:
Common stock and capital in excess of par value 2,604,177  2,511,922 
Retained earnings 2,860,594  2,179,330 
Accumulated other comprehensive income 960  1,201 
Total stockholders’ equity 5,465,731  4,692,453 
Total liabilities and stockholders’ equity $ 16,720,228  $ 16,067,926 
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KLA Corporation
Condensed Consolidated Unaudited Statements of Operations
Three Months Ended December 31, Six Months Ended December 31,
(In thousands, except per share amounts) 2025 2024 2025 2024
Revenues:
Product $ 2,511,093  $ 2,409,462  $ 4,976,099  $ 4,606,851 
Service 786,053  667,389  1,530,743  1,311,541 
Total revenues 3,297,146  3,076,851  6,506,842  5,918,392 
Costs and expenses:
Costs of revenues 1,271,210  1,221,461  2,514,280  2,368,892 
Research and development 383,871  346,157  744,332  669,302 
Selling, general and administrative 279,919  267,081  548,907  518,123 
Impairment of goodwill and purchased intangible assets —  239,100  —  239,100 
Interest expense 69,668  74,981  140,743  157,152 
Other expense (income), net (37,825) (44,458) (81,199) (85,393)
Income before income taxes 1,330,303  972,529  2,639,779  2,051,216 
Provision for income taxes 184,621  148,002  373,057  280,838 
Net income $ 1,145,682  $ 824,527  $ 2,266,722  $ 1,770,378 
Net income per share
Basic $ 8.73  $ 6.18  $ 17.24  $ 13.24 
Diluted $ 8.68  $ 6.16  $ 17.15  $ 13.17 
Weighted-average number of shares:
Basic 131,278  133,327  131,517  133,730 
Diluted 132,009  133,926  132,205  134,415 
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KLA Corporation
Condensed Consolidated Unaudited Statements of Cash Flows
Three Months Ended December 31,
(In thousands) 2025 2024
Cash flows from operating activities:
Net income $ 1,145,682  $ 824,527 
Adjustments to reconcile net income to net cash provided by operating activities:
Impairment of goodwill and purchased intangible assets —  239,100 
Depreciation and amortization 99,268  103,922 
Unrealized foreign exchange loss and other 2,304  11,346 
Stock-based compensation expense 73,947  61,841 
Deferred income taxes (31,728) (68,976)
Net gain on sale of assets —  (161)
Changes in assets and liabilities:
Accounts receivable 191,158  (394,604)
Inventories 1,214  64,958 
Other assets (65,267) (90,845)
Accounts payable (5,027) 67,080 
Deferred system revenue 39,285  195,357 
Deferred service revenue (22,082) 22,927 
Other liabilities (61,147) (186,957)
Net cash provided by operating activities 1,367,607  849,515 
Cash flows from investing activities:
Proceeds from sale of assets —  161 
Capital expenditures (105,576) (92,323)
Proceeds from capital-related government assistance 15,241  — 
Purchases of available-for-sale and equity securities (861,613) (489,033)
Proceeds from maturity and sale of available-for-sale securities 840,909  1,193,757 
Purchases of trading securities (23,944) (17,276)
Proceeds from sale of trading securities 22,301  18,420 
Net cash provided by (used in) investing activities (112,682) 613,706 
Cash flows from financing activities:
Repayment of debt —  (750,000)
Common stock repurchases (547,750) (650,121)
Payment of dividends to stockholders (249,654) (226,776)
Issuance of common stock 55,542  47,538 
Tax withholding payments related to vested and released restricted stock units (5,717) (3,608)
Net cash used in financing activities (747,579) (1,582,967)
Effect of exchange rate changes on cash and cash equivalents (1,433) (19,178)
Net increase (decrease) in cash and cash equivalents 505,913  (138,924)
Cash and cash equivalents at beginning of period 1,946,211  1,977,202 
Cash and cash equivalents at end of period $ 2,452,124  $ 1,838,278 
Supplemental cash flow disclosures:
Income taxes paid, net $ 283,901  $ 361,833 
Interest paid, net of capitalized interest $ 7,700  $ 25,059 
Non-cash activities:
Dividends payable - financing activities $ 2,174  $ 2,104 
Unsettled common stock repurchase - financing activities $ 5,500  $ 5,500 
Accrued purchase of land, property and equipment - investing activities $ 26,040  $ 11,354 
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KLA Corporation
Segment Information (Unaudited)
The following is a summary of results for each of our three reportable segments and reconciliations to total revenues for the indicated periods:
  Three Months Ended December 31, Six Months Ended December 31,
(In thousands)
2025 2024 2025 2024
Revenues:
Semiconductor Process Control $ 3,004,648  $ 2,755,743  $ 5,904,040  $ 5,330,894 
Specialty Semiconductor Process 140,577  160,407  260,332  288,741 
PCB and Component Inspection 152,175  161,080  341,663  299,063 
Total revenues for reportable segments 3,297,400  3,077,230  6,506,035  5,918,698 
Effects of changes in foreign currency exchange rates (254) (379) 807  (306)
Total revenues $ 3,297,146  $ 3,076,851  $ 6,506,842  $ 5,918,392 
KLA Corporation
Condensed Consolidated Unaudited Supplemental Information
Reconciliation of GAAP Net Income to Non-GAAP Net Income
Three Months Ended Six Months Ended
(In thousands, except per share amounts) December 31,
2025
September 30,
2025
December 31,
2024
December 31,
2025
December 31,
2024
GAAP net income $ 1,145,682  $ 1,121,040  $ 824,527  $ 2,266,722  $ 1,770,378 
Adjustments to reconcile GAAP net income to non-GAAP net income:
Acquisition-related charges a 49,002  49,026  58,656  98,028  115,350 
Restructuring, severance and other charges b —  —  2,133  —  4,995 
Impairment of goodwill and purchased intangible assets c —  —  239,100  —  239,100 
Income tax effect of non-GAAP adjustments d (18,103) (18,348) (23,160) (36,451) (42,646)
Discrete tax items e (8,399) 15,087  (2,812) 6,688  (579)
Non-GAAP net income $ 1,168,182  $ 1,166,805  $ 1,098,444  $ 2,334,987  $ 2,086,598 
GAAP net income per diluted share $ 8.68  $ 8.47  $ 6.16  $ 17.15  $ 13.17 
Non-GAAP net income per diluted share $ 8.85  $ 8.81  $ 8.20  $ 17.66  $ 15.52 
Shares used in diluted net income per share calculation 132,009  132,381  133,926  132,205  134,415 
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Pre-tax Impact of GAAP to Non-GAAP Adjustments Included in Condensed Consolidated Unaudited Statements of Operations
(In thousands) Acquisition - Related Charges Restructuring, Severance and Other Charges Goodwill and Purchased Intangible Asset Impairment Total Pre-tax GAAP to Non-GAAP Adjustments
Three Months Ended December 31, 2025
Costs of revenues $ 38,052  $ —  $ —  $ 38,052 
Selling, general and administrative 10,950  —  —  10,950 
Total in three months ended December 31, 2025 $ 49,002  $ —  $ —  $ 49,002 
Three Months Ended September 30, 2025
Costs of revenues $ 38,053  $ —  $ —  $ 38,053 
Selling, general and administrative 10,973  —  —  10,973 
Total in three months ended September 30, 2025 $ 49,026  $ —  $ —  $ 49,026 
Three Months Ended December 31, 2024
Costs of revenues $ 43,348  $ 429  $ —  $ 43,777 
Research and development 2,994  1,166  —  4,160 
Selling, general and administrative 12,314  538  —  12,852 
Impairment of goodwill and purchased intangible assets —  —  239,100  239,100 
Total in three months ended December 31, 2024 $ 58,656  $ 2,133  $ 239,100  $ 299,889 
Reconciliation of Net Cash Provided by Operating Activities (GAAP) to Free Cash Flow
Three Months Ended December 31, Twelve Months Ended December 31,
(In thousands) 2025 2024 2025 2024
Net cash provided by operating activities $ 1,367,607  $ 849,515  $ 4,766,348  $ 3,647,346 
Capital expenditures (105,576) (92,323) (384,013) (285,254)
Free cash flow $ 1,262,031  $ 757,192  $ 4,382,335  $ 3,362,092 
Capital Returns Calculation
Three Months Ended December 31, Twelve Months Ended December 31,
(In thousands) 2025 2024 2025 2024
Payments of dividends to stockholders $ 249,654  $ 226,776  $ 983,401  $ 819,530 
Common stock repurchases 547,750  650,121  2,025,259  2,060,021 
Capital returns $ 797,404  $ 876,897  $ 3,008,660  $ 2,879,551 
Third Quarter Fiscal 2026 Guidance
Reconciliation of GAAP Diluted EPS to Non-GAAP Diluted EPS
Three Months Ending March 31, 2026
(In millions, except per share amounts)
Low High
GAAP net income per diluted share $8.07 $9.63
Acquisition-related charges a 0.36 0.36
Income tax effect of non-GAAP adjustments d (0.13) (0.13)
Non-GAAP net income per diluted share $8.30 $9.86
Shares used in net income per diluted share calculation 131.7 131.7
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Reconciliation of GAAP Gross Margin to Non-GAAP Gross Margin
Three Months Ending March 31, 2026
Low High
GAAP gross margin 59.62% 61.62%
Acquisition-related charges a 1.13% 1.13%
Non-GAAP gross margin 60.75% 62.75%
The non-GAAP and supplemental information provided in this press release is a supplement to, and not a substitute for, KLA’s financial results presented in accordance with United States GAAP.
To supplement our Condensed Consolidated Financial Statements presented in accordance with GAAP, we provide certain non-GAAP financial information, which is adjusted from results based on GAAP to exclude certain gains, costs and expenses, as well as other supplemental information. The non-GAAP and supplemental information is provided to enhance the user’s overall understanding of our operating performance and our prospects in the future. Specifically, we believe that the non-GAAP information, including non-GAAP net income, non-GAAP net income per diluted share, non-GAAP gross margin and free cash flow, provides useful measures to both management and investors regarding financial and business trends relating to our financial performance by excluding certain costs and expenses that we believe are not indicative of our core operating results to help investors compare our operating performances with our results in prior periods as well as with the performance of other companies. The non-GAAP information is among the budgeting and planning tools that management uses for future forecasting. However, because there are no standardized or generally accepted definitions for most non-GAAP financial metrics, definitions of non-GAAP financial metrics are inherently subject to significant discretion (for example, determining which costs and expenses to exclude when calculating such a metric). As a result, non-GAAP financial metrics may be defined very differently from company to company, or even from period to period within the same company, which can potentially limit the usefulness of such information to an investor. The presentation of non-GAAP and supplemental information is not meant to be considered in isolation or as a substitute for results prepared and presented in accordance with United States GAAP. The following are descriptions of the adjustments made to reconcile GAAP net income to non-GAAP net income:
a.Acquisition-related charges primarily include amortization of intangible assets and write-offs due to abandonment of in-process research and development projects. Although we exclude the effect of amortization of all acquired intangible assets from these non-GAAP financial measures, management believes that it is important for investors to understand that such intangible assets were recorded as part of purchase price accounting arising from acquisitions, and such amortization of intangible assets related to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Investors should note that the use of these intangible assets contributed to our revenues earned during the periods presented and are expected to contribute to our future period revenues as well.
b.Restructuring, severance and other charges primarily include costs associated with employee severance.
c.Impairment of goodwill and purchased intangible assets in the three and six months ended December 31, 2024 included non-cash expense recognized as a result of the company's testing for goodwill impairment and long-lived assets impairment, which resulted from the continued deterioration of the long-term forecast for our PCB business. Management believes that it is appropriate to exclude these impairment charges as they are not indicative of ongoing operating results and therefore limit comparability. Management also believes excluding this item helps investors compare our operating performance with our results in prior periods as well as with the performance of other companies.
d.Income tax effect of non-GAAP adjustments includes the income tax effects of the excluded items noted above.
e.Discrete tax items in the three and six months ended December 31, 2025 and in the three months ended September 30, 2025 include the recognition or adjustment of a deferred tax liability for withholding taxes on future remittance of previously taxed income as a result of new tax legislation. Discrete tax items in the three months ended December 31, 2025 also include an adjustment of certain deferred tax benefits for a change in tax rate due to change in tax incentives. Discrete tax items in the three and six months ended December 31, 2024 include the recognition of a net deferred tax asset on foreign currency gains/losses resulting from new tax legislation. Discrete tax items in all periods presented include a tax impact relating to the amortization of tax benefits from internal restructuring or similar tax benefits recorded in other periods.
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