Form 4: NVIDIA CFO Colette Kress Reports Acquisition of Shares Through Performance-Based Awards

Colette Kress, NVIDIA's EVP & Chief Financial Officer, reported acquiring a total of 139,640 shares of NVIDIA common stock on March 3, 2025, through performance-based restricted stock unit awards.

Summary

• On March 3, 2025, Colette Kress, the EVP & Chief Financial Officer of NVIDIA, reported acquiring 95,780 shares of NVIDIA common stock based on the achievement of a pre-established operating plan performance goal during the company's fiscal year ended January 26, 2025.
• These shares will vest in installments, starting with 25% on March 19, 2025, and the remaining 75% vesting at 6.25% every three months thereafter, fully vesting approximately four years from the grant date.
• Kress also acquired 43,860 shares of NVIDIA common stock based on the achievement of a pre-established performance goal from January 30, 2022, through January 26, 2025.
• These shares will vest 100% on March 19, 2025.
• The reported transactions did not involve any monetary consideration, as the shares were received as awards.
• Following these transactions, Kress directly owns 3,199,284 shares of NVIDIA common stock.
• Additionally, she indirectly owns 183,060 shares through a trust, 812,934 shares through a limited liability company, 4,000 shares through immediate family member 1, 4,000 shares through immediate family member 2, 733,676 shares through Grantor Retained Annuity Trust 1, and 733,676 shares through Grantor Retained Annuity Trust 2.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive as the CFO acquiring shares based on performance is a good sign, but it's a routine transaction.

Positives

• The acquisition of shares by the CFO based on performance goals suggests confidence in the company's future performance.
• The vesting schedules of the shares incentivize long-term commitment from the CFO.

Future Outlook

The document does not contain explicit forward-looking statements, but the vesting schedule of the shares suggests an expectation of continued performance over the next four years.

Industry Context

Insider transactions are closely watched by investors as they can provide insights into management's confidence in the company's prospects. The acquisition of shares by the CFO is generally seen as a positive signal.

Comparison to Industry Standards

• Performance-based equity compensation is a common practice among publicly traded companies, particularly in the technology sector.
• Companies like AMD, Intel, and Qualcomm also utilize similar compensation structures to align executive incentives with company performance.
• The vesting schedules and performance metrics used by NVIDIA are likely benchmarked against industry peers to attract and retain top talent.

Stakeholder Impact

• The acquisition of shares by the CFO could positively influence shareholder sentiment.
• Employees may view this as a positive sign of the company's prospects.

Key Dates