Form 4: NVIDIA Director Tench Coxe Receives Annual Equity Grant

NVIDIA Director Tench Coxe was granted 1,799 restricted stock units as part of his annual compensation for board service, vesting in two tranches over the next year.

Summary

• NVIDIA Director Tench Coxe received an annual grant of 1,799 restricted stock units (RSUs) on June 26, 2025, for his service on the Board of Directors.
• These RSUs were awarded at no cost ($0.0000 price).
• 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, Tench Coxe directly beneficially owns 56,167 common shares.
• Additionally, 4,852,480 common shares are indirectly held by a Profit Sharing Plan Trust for his benefit.
• An additional 26,671,360 common shares are indirectly held by a separate trust, though the Reporting Person disclaims beneficial ownership except for his pecuniary interest.

Sentiment

Score: 7

Explanation: The filing reports a routine equity grant to a director, which is a positive sign of continued board engagement and alignment with shareholder interests. It does not contain any negative or concerning information.

Positives

• The grant of 1,799 restricted stock units to Director Tench Coxe aligns his interests with shareholders, as the value of the grant is tied to NVIDIA's stock performance.
• The annual equity grant is a standard component of director compensation, indicating continued commitment to corporate governance and board oversight.

Future Outlook

The restricted stock units granted to Director Tench Coxe are scheduled to vest in two tranches: 50% on November 19, 2025, and the remaining 50% on May 20, 2026. The grant will immediately become fully vested if the Reporting Person's service as a director terminates due to death.

Industry Context

This Form 4 filing reflects a routine equity compensation event for a director at NVIDIA, a leading company in the semiconductor and AI industries. Such grants are common practice across publicly traded companies, particularly in high-growth technology sectors, to align director incentives with long-term shareholder value.

Comparison to Industry Standards

• The practice of granting restricted stock units (RSUs) as part of director compensation is a standard industry practice, particularly in the technology sector, to align director interests with long-term company performance.
• Companies like Apple (AAPL), Microsoft (MSFT), and Google (GOOGL) frequently use RSU grants for their directors and executives, often with multi-year vesting schedules similar to NVIDIA's.
• The $0.0000 price for the RSU acquisition is typical for equity awards where the value is derived from the underlying stock price upon vesting, rather than a purchase.

Corporate Governance

Related Party Transactions

• Shares are indirectly held by a Profit Sharing Plan Trust for the benefit of the Reporting Person.
• Shares are indirectly held by a trust of which the Reporting Person is a trustee, with the Reporting Person disclaiming beneficial ownership except for pecuniary interest.

Stakeholder Impact

• Shareholders: The grant of RSUs to a director aligns the director's financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions.

Next Steps

• The first tranche of 50% of the restricted stock units is scheduled to vest on November 19, 2025.
• The second tranche of 50% of the restricted stock units is scheduled to vest on May 20, 2026.

Key Dates

Keywords

NVIDIA, NVDA, Tench Coxe, Director, Restricted Stock Units, RSU, Equity Grant, SEC Form 4, Insider Transaction, Beneficial Ownership, Corporate Governance