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☐QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended December 31, 2024 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission File Number 000-09992 KLA CORPORATION (Exact name of registrant as specified in its charter) 04-2564110 Delaware (State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.) One TechnologyDrive,Milpitas,California95035(Address of principal executive offices)(Zip Code)(408) 875-3000(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: The Nasdaq Global Select Market Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit such files). Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Largeaccelerated filerNon-accelerated filer Accelerated filerSmaller reporting companyEmerging growthcompany If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ PART IFINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)Condensed Consolidated Balance Sheets as of December 31, 2024andJune 30, 20243Condensed Consolidated Statements of Operations for the Three Months andSix Months EndedDecember 31, 2024and 20234Condensed Consolidated Statements of Comprehensive Income for the ThreeMonths and Six Months EndedDecember 31, 2024and 20235Condensed Consolidated Statements of Stockholders’Equity for the ThreeMonths and Six Months Ended December 31, 2024and 20236Condensed Consolidated Statements of Cash Flows for the Six MonthsEndedDecember 31, 2024and 20237Notes to Condensed Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results ofOperations35Item 3.Quantitative and Qualitative Disclosures About Market Risk50Item 4.Controls and Procedures51 PART IIOTHER INFORMATION Item 1.Legal Proceedings52Item 1A.Risk Factors52Item 2.Unregistered Sales of Equity Securitiesand Use of Proceeds74Item 3.Defaults Upon Senior Securities74Item 4.Mine Safety Disclosures74Item 5.Other Information74Item 6.Exhibits76 SIGNATURES 77 KLA CORPORATIONCondensed Consolidated Balance Sheets(Unaudited) Table of Contents See accompanying notes to Condensed Consolidated Financial Statements (unaudited).6 Six Months Ended December31, Table of Contents KLA CORPORATIONNotes to Condensed Consolidated Financial Statements(Unaudited) NOTE 1 – BASIS OF PRESENTATION Basis of Presentation.For purposes of this report, “KLA,” the “Company,” “we,” “our,” “us” orsimilar references mean KLA Corporation and its majority-owned subsidiaries unless the context requiresotherwise. The Condensed Consolidated Financial Statements have been prepared by us pursuant to therules and regulations of the U.S. Securities and Exchange Commission. Certain information and footnotedisclosures normally included in financial statements prepared in accordance with accounting principlesgenerally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuantto such rules and regulations. The unaudited interim Condensed Consolidated Financial Statements do not include all of theinformation and footnotes required by GAAP for audited financial statements. The balance sheet as ofJune 30, 2024 was derived from the Company’s audited Consolidated Financial Statements included inour Annual Report on Form 10-K for the fiscal year ended June 30, 2024, but does not include alldisclosures required by GAAP for audited financial statements. The unaudited interim CondensedConsolidated Financial Statements reflect all adjustments (consisting only of normal, recurringadjustments) necessary for a fair statement of the financial position, results of operations, comprehensiveincome, stockholders’ equity and cash flows for the periods indicated. These Condensed ConsolidatedFinanci