Washington, D.C. 20549



Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

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Preliminary Proxy Statement


Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))


Definitive Proxy Statement


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Soliciting Material Pursuant to §240.14a-12

KLA-Tencor Corporation



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Stockholders’ Meeting Notice 02WX4A + + Important Notice Regarding the Availability of Proxy Materials for the KLA-Tencor Corporation Annual Meeting of Stockholders to be Held on November 7, 2018 In compliance with Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual meeting of stockholders are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important! This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to stockholders are available at: Easy Online Access — A Convenient Way to View Proxy Materials and Vote When you go online to view materials, you can also vote your shares. Step 4: Make your selection as instructed on each screen to select delivery preferences and vote. When you go online, you can also help the environment by consenting to receive electronic delivery of future materials. Obtaining a Copy of the Proxy Materials – If you want to receive a paper or email copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before October 28, 2018 to facilitate timely delivery. 2 N O T Step 1: Go to to view the materials. Step 2: Click on Cast Your Vote or Request Materials. Step 3: Follow the instructions on the screen to log in. IMPORTANT ANNUAL MEETING INFORMATION Vote by Internet Go to Or scan the QR code with your smartphone Follow the steps outlined on the secure website 1234 5678 9012 345 C O Y C 1234567890 000004 MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 ADD 3 ADD 4 ADD 5 ADD 6 ENDORSEMENT LINE SACKPACK


Annual Meeting of Stockholders Notice KLA-Tencor Corporation’s Annual Meeting of Stockholders will be held on November 7, 2018 in Building Three of the Company’s Milpitas facility, located at Three Technology Drive, Milpitas, California 95035, at 12:00 p.m. Pacific Time. Proposals to be voted on at the meeting are listed below, along with the Board of Directors’ recommendations. The Board of Directors recommends a vote FOR each of the Director Nominees (Proposal 1), and a vote FOR Proposals 2, 3 and 4. 1. To elect the ten candidates nominated by the Company’s Board of Directors to serve as directors for one-year terms, each until his or her successor is duly elected. 01 - Edward W. Barnholt 02 - Robert M. Calderoni 03 - John T. Dickson 04 - Emiko Higashi 05 - Kevin J. Kennedy 06 - Gary B. Moore 07 - Kiran M. Patel 08 - Ana G. Pinczuk 09 - Robert A. Rango 10 - Richard P. Wallace 2. Ratification and appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2019. 3. Approval on a non-binding, advisory basis of our named executive officer compensation. 4. Adoption of our Amended and Restated 2004 Equity Incentive Plan. In their discretion, the proxy holders are authorized to vote on all such matters as may properly come before the meeting or at any adjournment or postponement thereof. PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you. 02WX4A Directions to KLA-Tencor Corporation’s 2018 Annual Meeting of Stockholders From Highway 237 Heading East: Exit at McCarthy Boulevard. At the stoplight, turn right onto McCarthy Boulevard. At the next intersection, turn right onto Technology Drive. KLA-Tencor is on the right side. From Highway 237 Heading West: Exit at McCarthy Boulevard. At the stoplight, turn left onto McCarthy Boulevard (this will take you back over the freeway). At the next intersection, turn right onto Technology Drive. KLA-Tencor is on the right side. Directions to KLA-Tencor Corporation’s 2018 annual meeting of stockholders are also available in the proxy statement, which can be viewed at Here’s how to order a copy of the proxy materials and select a future delivery preference: Paper copies: Current and future paper delivery requests can be submitted via the telephone, Internet or email options below. Email copies: Current and future email delivery requests must be submitted via the Internet following the instructions below. If you request an email copy of current materials you will receive an email with a link to the materials. PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a set of proxy materials. g Internet – Go to Click Cast Your Vote or Request Materials. Follow the instructions to log in and order a paper or email copy of the current meeting materials and submit your preference for email or paper delivery of future meeting materials. g Telephone – Call us free of charge at 1-866-641-4276 using a touch-tone phone and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future meetings. g Email – Send an email to with “Proxy Materials KLA-Tencor Corporation” in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive a paper copy for future meetings. To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by October 28, 2018.