X0202 4 2007-11-09 0 0000054991 KEITHLEY INSTRUMENTS INC KEI 0001346583 Chipchase Stephen Arthur 28775 AURORA RD SOLON OH 44139 0 1 0 0 Vice President, Operations Common Stock Option 45.125 2002-08-02 2010-08-01 Common Shares 4000 4000 D Common Stock Option 18.41 2003-07-25 2011-07-24 Common Shares 5000 5000 D Common Stock Option 13.76 2004-07-24 2012-07-23 Common Shares 6500 6500 D Common Stock Option 16.12 2005-08-10 2013-07-18 Common Shares 12000 12000 D Common Stock Option 18.75 2005-02-15 2014-07-16 Common Shares 20000 20000 D Common Stock Option 15.05 2007-10-04 2015-10-03 Common Shares 6000 6000 D Performance Award Unit 0.00 2008-09-30 Common Shares 4600 4600 D Common Stock Option 14.00 2009-01-30 2017-01-30 Common Shares 7200 7200 D Performance Award Unit 0.00 2009-09-30 Common Shares 5500 5500 D Common Stock Option 9.12 2007-11-09 4 A 0 7000 0.00 A 2009-11-09 2017-11-09 Common Shares 7000 7000 D Performance Award Unit 0.00 2007-11-09 4 A 0 5300 0.00 A 2010-09-30 Common Shares 5300 5300 D Date reported applies to 50% of total, one-half of the balance is then exercisable in each succeeding year Option became fully vested on February 15, 2005 Option became fully vested on August 10, 2005 Each Performance Award Unit represents the right to receive one common share. The number of units initially awarded, the target, is shown above. The actual number of units that will be awarded and converted to shares is based upon: a) the Company's revenue growth as compared to a defined Peer Group and, b) the Company maintaining an acceptable level of profitability during the performance period which ends on the date exercisable (the "vesting date"). Awarded units are automatically converted to shares under the Plan on or before the December 31st following the Vesting Date. Mark J. Plush, Attorney-in Fact 2007-11-13