NVIDIA CORPORATION (NASDAQ:NVDA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

NVIDIA CORPORATION (NASDAQ:NVDA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Adoption of Fiscal Year 2019 Variable Compensation Plan

OnMarch 7, 2018, the Compensation Committee of the Board of Directors of NVIDIA Corporation, or the Company, adopted the Variable Compensation Plan for Fiscal Year 2019, or the 2019 Plan, which provides eligible executive officers the opportunity to earn a variable cash payment based on the level of achievement by the Company of certain corporate performance goals, or the Performance Goals, during fiscal year 2019. The Company operates on a fiscal year ending on the last Sunday in January and designates its fiscal year by the year in which that fiscal year ends (e.g., fiscal year 2019 refers to the Company’s fiscal year ending January 27, 2019).

The Compensation Committee has set the Performance Goals for fiscal year 2019 based upon the achievement of specified fiscal year 2019 revenue and has established threshold, base operating plan, and stretch operating plan levels. An eligible participant’s variable cash compensation under the 2019 Plan will be based on the achievement by the Company of the Performance Goals.

Unless otherwise determined by the Compensation Committee, a participant must remain an employee through the payment date under the 2019 Plan to be eligible to earn an award.

The following table sets forth the respective target award opportunities for base operating plan achievement for the Company’s named executive officers under the 2019 Plan:

Named Executive Officer

Target Award Opportunity for Base Operating Plan

Achievement

Target Award Opportunity for

Base Operating Plan

Achievement as a % of

Fiscal Year 2019 Base Salary

Jen-Hsun Huang

President and Chief Executive Officer

$1,100,000

110%

Colette M. Kress

Executive Vice President and Chief Financial Officer

$300,000

33%

Ajay K. Puri

Executive Vice President, Worldwide Field Operations

$650,000

68%

Debora Shoquist

Executive Vice President, Operations

$250,000

29%

Timothy S. Teter

Executive Vice President, General Counsel and Secretary

$250,000

29%

The 2019 Plan is filed with this report as Exhibit 10.1 and is incorporated herein by reference. The foregoing description is subject to, and qualified in its entirety by, the 2019 Plan.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


NVIDIA CORP Exhibit
EX-10.1 2 exhibit101fy2019variableco.htm EXHIBIT 10.1 FY2019 VARIABLE COMPENSATION PLAN Exhibit VARIABLE COMPENSATION PLAN – FISCAL YEAR 2019    Overview    The compensation philosophy of NVIDIA Corporation (the “Company”) is to attract,…
To view the full exhibit click here

About NVIDIA CORPORATION (NASDAQ:NVDA)

NVIDIA Corporation (NVIDIA) is engaged in visual computing. The Company operates through segments, including GPU and Tegra Processor. Its GPU businesses include GeForce for personal computer (PC) gaming; Quadro for design professionals working in computer-aided design, video editing, special effects and other creative applications; Tesla for deep learning and accelerated computing, leveraging the parallel computing capabilities of graphics processing units (GPUs) for general purpose computing, and GRID to provide the power of NVIDIA graphics through the cloud and datacenters. The Company’s Tegra processors are primarily designed to enable its branded platforms: DRIVE and SHIELD. Tegra is also sold to original equipment manufacturers (OEMs) for devices. DRIVE automotive computers provide supercomputing capabilities to make driving safer. SHIELD consists of a family of devices designed to harness the power of mobile-cloud to revolutionize gaming.

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