Form 4: NVIDIA Director Persis Drell Receives Annual Equity Grant

NVIDIA Director Persis Drell was granted 1,799 restricted stock units as part of her annual compensation for board service, vesting in two tranches through May 2026.

Summary

• Persis Drell, a Director at NVIDIA Corp (NVDA), received an annual grant of 1,799 shares of common stock on June 26, 2025.
• The shares represent restricted stock units (RSUs) awarded for no consideration, as part of her service on the Board of Directors.
• The RSUs will vest in two equal tranches: 50% on November 19, 2025, and the remaining 50% on May 20, 2026.
• In the event of the Reporting Person's death, the grant will immediately become fully vested.
• Following this transaction, Persis Drell directly beneficially owns 3,887 shares of common stock.
• Additionally, 178,740 shares are indirectly beneficially owned through The Welch-Drell 2009 Revocable Trust, where she serves as a trustee.

Sentiment

Score: 7

Explanation: The filing reports a routine equity grant to a director, which is a positive sign of continued alignment between management and shareholder interests, but it does not contain new financial performance data or strategic announcements that would significantly alter sentiment.

Positives

• Director Persis Drell received an equity grant, aligning her interests with shareholders.
• The grant is part of standard annual compensation for board service, indicating ongoing commitment to the company.

Future Outlook

The restricted stock units granted to Director Persis Drell are scheduled to vest in two tranches, with 50% vesting on November 19, 2025, and the remaining 50% on May 20, 2026, aligning her future compensation with company performance.

Management Comments

• The shares represent restricted stock units that were received as an award, for no consideration.
• The restricted stock units shall vest as to 50% of the shares on November 19, 2025 and 50% of the shares on May 20, 2026.
• If the Reporting Person's service as a director terminates at any time due to death, the grant shall immediately become fully vested.

Industry Context

This Form 4 filing reflects a routine equity compensation grant to a director, a common practice across publicly traded companies, particularly in the technology sector, to align executive and board member interests with long-term shareholder value.

Comparison to Industry Standards

• Equity grants to directors are a standard component of compensation in the technology industry, similar to practices at companies like Apple, Microsoft, and Google, which commonly use restricted stock units to incentivize long-term commitment and performance.
• The vesting schedule, with tranches over approximately one year, is typical for annual director grants, ensuring continued service and alignment with company objectives.

Stakeholder Impact

• Shareholders: The equity grant aligns the director's interests with long-term shareholder value.
• Employees: No direct impact on employees is indicated by this director compensation filing.

Next Steps

• Vesting of 50% of the granted restricted stock units on November 19, 2025.
• Vesting of the remaining 50% of the granted restricted stock units on May 20, 2026.

Key Dates

Keywords

NVIDIA, NVDA, Form 4, SEC filing, insider transaction, restricted stock units, equity grant, director compensation, Persis Drell