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The company said its Compensation Committee adopted the Variable Compensation Plan for fiscal year 2025 on March 8, 2024. The plan gives eligible executive officers the opportunity to earn a variable cash payment based on the company's achievement of certain Performance Goals during fiscal year 2025.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said its Compensation Committee adopted the Variable Compensation Plan for fiscal year 2025 on March 8, 2024. The plan gives eligible executive officers the opportunity to earn a variable cash payment based on the company's achievement of certain Performance Goals during fiscal year 2025.

  2. NVIDIA said the Compensation Committee set the Performance Goals for fiscal year 2025 based on achievement of specified revenue and established threshold, base and stretch levels. Unless the Compensation Committee determines otherwise, a participant must remain an employee through the payment date to be eligible to receive an award.

  3. The company disclosed target award opportunities for base compensation plan achievement of $3,000,000 for Jen-Hsun Huang (200% of fiscal year 2025 base salary), $300,000 for Colette M. Kress (33%) and $650,000 for Ajay K. Puri (68%).

  4. The company said its Board amended and restated the Bylaws on March 12, 2024, effective immediately upon adoption. Under the amended Bylaws, stockholders of record owning at least 15% of the voting power of outstanding voting stock for at least 1 years may call a special meeting, provided they meet disclosure, timing and other requirements.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Adoption of fiscal year 2025 Variable Compensation Plan

The company said its Compensation Committee adopted the Variable Compensation Plan for fiscal year 2025 on March 8, 2024. The plan gives eligible executive officers the opportunity to earn a variable cash payment based on the company's achievement of certain Performance Goals during fiscal year 2025.

Source · Based on the filing body and exhibits

Performance Goals and payment eligibility conditions

NVIDIA said the Compensation Committee set the Performance Goals for fiscal year 2025 based on achievement of specified revenue and established threshold, base and stretch levels. Unless the Compensation Committee determines otherwise, a participant must remain an employee through the payment date to be eligible to receive an award.

Source · Based on the filing body and exhibits

Target awards for key executives under the base compensation plan

The company disclosed target award opportunities for base compensation plan achievement of $3,000,000 for Jen-Hsun Huang (200% of fiscal year 2025 base salary), $300,000 for Colette M. Kress (33%) and $650,000 for Ajay K. Puri (68%).

Source · Based on the filing body and exhibits

Bylaws amendments and requirements to call a special meeting

The company said its Board amended and restated the Bylaws on March 12, 2024, effective immediately upon adoption. Under the amended Bylaws, stockholders of record owning at least 15% of the voting power of outstanding voting stock for at least 1 years may call a special meeting, provided they meet disclosure, timing and other requirements.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.