What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-05-27 compared with 2021-11-22 · 183 added, 283 removed, 413 unchanged (53% of the section changed)

3 unchanged sentences

(In millions, except per share data)

Three Months Ended Nine Months Ended

October 31, October 25, October 31, October 25,

2021 2020 2021 2020

Three Months Ended

May 1, May 2,

Revenue $ 8,288 $ 5,661

4 unchanged sentences

Sales, general and administrative 592 520

Acquisition termination cost

Total operating expenses 3,563 1,673

4 unchanged sentences

Other income (expense), net

( 33 ) ( 50 ) 5 ( 86 )

Income before income tax 1,805 2,044

11 unchanged sentences

(In millions)

Three Months Ended Nine Months Ended

October 31, October 25, October 31, October 25,

2021 2020 2021 2020

Three Months Ended

May 1, May 2,

Net income $ 1,618 $ 1,912

Other comprehensive income (loss), net of tax

Other comprehensive loss, net of tax

Available-for-sale securities:

Net change in unrealized gain (loss) ( 4 ) ( 1 ) ( 5 ) 3

Reclassification adjustments for net realized gain (loss) included in net income — — — ( 2 )

Net change in unrealized gain (loss) ( 4 ) ( 1 ) ( 5 ) 1

Net change in unrealized loss ( 22 ) —

Cash flow hedges:

Net unrealized gain (loss) 22 5 ( 5 ) 10

Net unrealized loss ( 29 ) ( 14 )

Reclassification adjustments for net realized gain (loss) included in net income ( 2 ) 9

Net change in unrealized gain (loss) 5 9 ( 5 ) 10

Other comprehensive income (loss), net of tax 1 8 ( 10 ) 11

Net change in unrealized loss ( 31 ) ( 5 )

Other comprehensive loss, net of tax ( 53 ) ( 5 )

Total comprehensive income $ 1,565 $ 1,907

3 unchanged sentences

(In millions)

October 31, January 31,

May 1, January 30,

Current assets:

16 unchanged sentences

Accrued and other current liabilities 3,563 2,552

Short-term debt — 999

Total current liabilities 5,562 4,335

8 unchanged sentences

Additional paid-in capital 10,623 10,385

Treasury stock, at cost ( 12,038 ) ( 10,756 )

Accumulated other comprehensive income 9 19

Accumulated other comprehensive loss ( 64 ) ( 11 )

Retained earnings 15,758 16,235

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED OCTOBER 31, 2021 AND OCTOBER 25, 2020

Additional Paid-in Capital Treasury Stock Accumulated Other Comprehensive Income Retained Earnings Total Shareholders' Equity

(In millions, except per share data) Shares Amount

Balances, August 1, 2021 2,496 $ 3 $ 9,745 $ ( 11,604 ) $ 8 $ 22,995 $ 21,147

Net income — — — — — 2,464 2,464

Other comprehensive income — — — — 1 — 1

Issuance of common stock from stock plans 8 — 150 — — — 150

Tax withholding related to vesting of restricted stock units ( 2 ) — — ( 434 ) — — ( 434 )

Cash dividends declared and paid ($ 0.04 per common share)

— — — — — ( 100 ) ( 100 )

Fair value of partially vested equity awards assumed in connection with acquisitions — — 18 — — — 18

Stock-based compensation — — 552 — — — 552

Balances, October 31, 2021 2,502 $ 3 $ 10,465 $ ( 12,038 ) $ 9 $ 25,359 $ 23,798

Balances, July 26, 2020 2,467 $ 3 $ 7,826 $ ( 10,232 ) $ 4 $ 16,313 $ 13,914

Net income — — — — — 1,336 1,336

Other comprehensive income — — — — 8 — 8

Issuance of common stock from stock plans 10 — 96 — — — 96

Tax withholding related to vesting of restricted stock units ( 2 ) — — ( 298 ) — — ( 298 )

Cash dividends declared and paid ($ 0.04 per common share)

— — — — — ( 99 ) ( 99 )

Stock-based compensation — — 377 — — — 377

Balances, October 25, 2020 2,475 $ 3 $ 8,299 $ ( 10,530 ) $ 12 $ 17,550 $ 15,334

See accompanying Notes to Condensed Consolidated Financial Statements.

NVIDIA CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED OCTOBER 31, 2021 AND OCTOBER 25, 2020

Additional Paid-in Capital Treasury Stock Accumulated Other Comprehensive Income Retained Earnings Total Shareholders' Equity

FOR THE THREE MONTHS ENDED MAY 1, 2022 AND MAY 2, 2021

Additional Paid-in Capital Treasury Stock Accumulated Other Comprehensive Income (Loss) Retained Earnings Total Shareholders' Equity

(In millions, except per share data) Shares Amount

4 unchanged sentences

Tax withholding related to vesting of restricted stock units ( 2 ) — ( 538 ) — — — ( 538 )

Share repurchase ( 9 ) — ( 1 ) — — ( 1,995 ) ( 1,996 )

Cash dividends declared and paid ($ 0.04 per common share)

— — — — — ( 100 ) ( 100 )

Fair value of partially vested equity awards assumed in connection with acquisitions — — 18 — — — 18

Stock-based compensation — — 573 — — — 573

Balances, October 31, 2021 2,502 $ 3 $ 10,465 $ ( 12,038 ) $ 9 $ 25,359 $ 23,798

Balances, May 1, 2022 2,504 $ 3 $ 10,623 $ — $ ( 64 ) $ 15,758 $ 26,320

Balances, January 31, 2021 2,479 $ 3 $ 8,719 $ ( 10,756 ) $ 19 $ 18,908 $ 16,893

Net income — — — — — 1,912 1,912

Other comprehensive income — — — — 11 — 11

Other comprehensive loss — — — — ( 5 ) — ( 5 )

Issuance of common stock from stock plans 15 — 126 — — — 126

2 unchanged sentences

— — — — — ( 99 ) ( 99 )

Fair value of partially vested equity awards assumed in connection with acquisitions — — 86 — — — 86

Stock-based compensation — — 433 — — — 433

Balances, October 25, 2020 2,475 $ 3 $ 8,299 $ ( 10,530 ) $ 12 $ 17,550 $ 15,334

Balances, May 2, 2021 2,491 $ 3 $ 9,278 $ ( 11,242 ) $ 14 $ 20,721 $ 18,774

See accompanying Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(In millions)

Nine Months Ended

October 31, October 25,

Three Months Ended

May 1, May 2,

Cash flows from operating activities:

1 unchanged sentence

Adjustments to reconcile net income to net cash provided by operating activities:

Acquisition termination cost

Stock-based compensation expense 578 429

Depreciation and amortization 334 281

Losses (gains) on investments in non-affiliates, net 17 ( 133 )

Deferred income taxes ( 542 ) 24

(Gains) losses on investments in non-affiliates, net ( 152 ) 9

Other 23 ( 3 )

14 unchanged sentences

Investments and other, net ( 35 ) ( 2 )

Net cash used in investing activities ( 8,244 ) ( 16,546 )

Net cash provided by (used in) investing activities 2,612 ( 1,272 )

Cash flows from financing activities:

Issuance of debt, net of issuance costs 4,977 4,971

Proceeds related to employee stock plans 204 126

Payments related to repurchases of common stock ( 1,996 ) —

Payments related to tax on restricted stock units ( 532 ) ( 477 )

Repayment of debt ( 1,000 ) —

Dividends paid ( 100 ) ( 99 )

Principal payments on property and equipment ( 62 ) —

Principal payments on property and equipment and intangible asset ( 22 ) ( 19 )

Other — ( 2 )

Net cash provided by financing activities 2,610 4,146

Net cash used in financing activities ( 2,446 ) ( 471 )

Change in cash and cash equivalents 1,897 131

12 unchanged sentences

The following information should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended January 30, 2022.

On May 21, 2021, our Board of Directors declared a four -for-one split of our common stock in the form of a stock dividend, or the Stock Split, which was conditioned upon obtaining stockholder approval to increase the number of our authorized shares of common stock from 2 billion to 4 billion.

On June 3, 2021, at the 2021 Annual Meeting of Stockholders, our stockholders approved the amendment to our Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock to 4 billion.

As a result, each stockholder of record at the close of business on June 21, 2021 received a dividend of three additional shares of common stock for every share held on the record date, distributed after the close of trading on July 19, 2021.

On July 19, 2021, we executed a four -for-one stock split of our common stock.

All share, equity award, and per share amounts and related shareholders' equity balances presented herein have been retroactively adjusted to reflect the stock split.

2 unchanged sentences

We operate on a 52- or 53-week year, ending on the last Sunday in January.

Fiscal year 2022 is a 52-week year and fiscal year 2021 was a 53-week year.

The third quarters of fiscal years 2022 and 2021 were both 13-week quarters.

Fiscal years 2023 and 2022 are both 52-week years.

The first quarters of fiscal years 2023 and 2022 were both 13-week quarters.

Reclassifications

3 unchanged sentences

All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

Actual results could differ materially from our estimates.

On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, cash equivalents and marketable securities, accounts receivable, inventories, income taxes, goodwill, stock-based compensation, litigation, investigation and settlement costs, restructuring and other charges, and other contingencies.

The inputs into our judgments and estimates consider the economic implications of COVID-19.

These estimates are based on historical facts and various other assumptions that we believe are reasonable.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Adoption of New and Recently Issued Accounting Pronouncement

Recently Adopted Accounting Pronouncement

In October 2021, the Financial Accounting Standards Board issued a new accounting standard to require that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with Accounting Standards Codification 606, Revenue from Contracts with Customers .

We early adopted this accounting standard in the third quarter of fiscal year 2022 and the impact was immaterial.

Note 2 - Business Combination

Pending Acquisition of Arm Limited

On September 13, 2020, we entered into a Share Purchase Agreement, or the Purchase Agreement, with Arm Limited, or Arm, and SoftBank Group Capital Limited and SVF Holdco (UK) Limited, or together, SoftBank, to acquire, from SoftBank, all allotted and issued ordinary shares of Arm in a transaction valued at $ 40 billion.

We paid $ 2 billion in cash at signing, or the Signing Consideration, and will pay upon closing of the acquisition $ 10 billion in cash and issue to SoftBank 177.5 million shares of our common stock, which had an aggregate value of $ 21.5 billion as of the date of the Purchase Agreement, and was valued at $ 56.2 billion as of November 18, 2021.

The transaction includes a potential earn out, which is contingent on the achievement of certain financial performance targets by Arm during the fiscal year ending March 31, 2022.

If the financial targets are achieved, SoftBank can elect to receive either up to an additional $ 5 billion in cash or up to an additional 41.3 million shares of our common stock, which was valued at $ 13.1 billion as of November 18, 2021.

We will issue up to $ 1.5 billion in restricted stock units to Arm employees after closing.

The Signing Consideration was allocated between advanced consideration for the acquisition of $ 1.36 billion and the prepayment of intellectual property licenses from Arm of $ 0.17 billion and royalties of $ 0.47 billion, both with a 20-year term.

The Signing Consideration was allocated on a fair value basis and any refund of the Signing Consideration will use stated values in the Purchase Agreement.

The Purchase Agreement can be terminated by either party if the transaction has not closed by September 2022, subject to certain qualifications.

If the transaction does not close due to failure to receive regulatory approval, and all other covenants have been met, we will not be refunded $ 1.25 billion of the advanced consideration for the acquisition we paid at signing.

The closing of the acquisition is subject to customary closing conditions, including receipt of specified governmental and regulatory consents and approvals and the expiration of any related mandatory waiting period, and Arm's implementation of the reorganization and distribution of Arm’s IoT Services Group and certain other assets and liabilities.

We are seeking regulatory approval in the United States, the United Kingdom, the European Union, China and other jurisdictions.

Regulators at the United States Federal Trade Commission, or the FTC, have expressed concerns regarding the transaction, and we are engaged in discussions with the FTC regarding remedies to address those concerns.

The transaction has been under the review of China’s antitrust authority, pending the formal case initiation.

Regulators in the United Kingdom and the European Union declined to approve the transaction in Phase 1 of their review processes, expressed numerous concerns, began a more in-depth Phase 2 review on the transaction’s impact on competition, and, in the United Kingdom, a Phase 2 review of the impact on the United Kingdom’s national security interests.

Although regulators and some Arm licensees have expressed concerns or objected to the transaction, we continue to believe in the merits and benefits of the acquisition to Arm, its licensees, and the industry.

Acquisition of Mellanox Technologies, Ltd.

On April 27, 2020, we completed the acquisition of all outstanding shares of Mellanox for a total purchase consideration of $ 7.13 billion.

Mellanox is a supplier of high-performance interconnect products for computing, storage and communications applications.

We acquired Mellanox to optimize data center workloads to scale across the entire computing, networking, and storage stack.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Supplemental Unaudited Pro Forma Information

The following unaudited pro forma financial information summarizes the combined results of operations for NVIDIA and Mellanox as if the companies were combined as of the beginning of fiscal year 2020:

Three Months Ended Nine Months Ended

October 25, 2020 October 25, 2020

(In millions)

Revenue $ 4,726 $ 12,101

Net income $ 1,388 $ 3,267

The unaudited pro forma information includes adjustments related to amortization of acquired intangible assets, adjustments to stock-based compensation expense, fair value of acquired inventory, and transaction costs.

The unaudited pro forma information presented above is for informational purposes only and is not necessarily indicative of our consolidated results of operations of the combined business had the acquisition occurred at the beginning of fiscal year 2020 or of the results of our future operations of the combined businesses.

The pro forma results exclude the inventory step-up expense of $ 161 million for the first nine months of fiscal year 2021.

There were no other material nonrecurring adjustments.

Termination of the Arm Share Purchase Agreement

On February 8, 2022, NVIDIA and SoftBank Group Corp, or SoftBank, announced the termination of the Share Purchase Agreement whereby NVIDIA would have acquired Arm Limited from SoftBank.

The parties agreed to terminate because of significant regulatory challenges preventing the completion of the transaction.

We recorded an acquisition termination cost of $ 1.35 billion in the first quarter of fiscal year 2023 reflecting the write-off of the prepayment provided at signing in September 2020.

Note 3 - Leases

Our lease obligations primarily consist of operating leases for our headquarters complex, domestic and international office facilities, and data center space, with lease periods expiring between fiscal years 2023 and 2035.

Future minimum lease payments under our non-cancelable operating leases as of October 31, 2021, are as follows:

Future minimum lease payments under our non-cancelable operating leases as of May 1, 2022 are as follows:

Operating Lease Obligations

(In millions)

2022 (excluding first nine months of fiscal year 2022)

2023 (excluding first quarter of fiscal year 2023)

2028 and thereafter

3 unchanged sentences

Long-term operating lease liabilities $ 752

In addition to our existing operating lease obligations, we have operating leases that are expected to commence between the fourth quarter of fiscal year 2022 and fiscal year 2023 with lease terms of 7 years for $ 132 million.

Operating lease expenses were $ 44 million and $ 37 million for the third quarter of fiscal years 2022 and 2021, respectively, and $ 125 million and $ 104 million for the first nine months of fiscal years 2022 and 2021, respectively.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Short-term and variable lease expenses for the third quarter and first nine months of fiscal years 2022 and 2021 were not significant.

In addition to our existing operating lease obligations, we have operating leases that are expected to commence between the second quarter of fiscal year 2023 and fiscal year 2024 with lease terms of 3 to 8 years for $ 755 million, consisting primarily of data center space.

Operating lease expenses were $ 44 million and $ 39 million for the first quarter of fiscal years 2023 and 2022, respectively.

Short-term and variable lease expenses for the first quarter of fiscal years 2023 and 2022 were not significant.

Other information related to leases was as follows:

Nine Months Ended

October 31, 2021 October 25, 2020

Three Months Ended

May 1, 2022 May 2, 2021

(In millions)

2 unchanged sentences

Operating lease assets obtained in exchange for lease obligations $ 62 $ 54

As of October 31, 2021, our operating leases had a weighted average remaining lease term of 7.3 years and a weighted average discount rate of 2.54 %.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of May 1, 2022, our operating leases had a weighted average remaining lease term of 7.2 years and a weighted average discount rate of 2.51 %.

As of January 30, 2022, our operating leases had a weighted average remaining lease term of 7.1 years and a weighted average discount rate of 2.51 %.

2 unchanged sentences

Our Condensed Consolidated Statements of Income include stock-based compensation expense, net of amounts allocated to inventory, as follows:

Three Months Ended Nine Months Ended

2021 October 25,

2020 October 31,

2021 October 25,

Three Months Ended

(In millions)

4 unchanged sentences

Equity Award Activity

The following is a summary of equity award transactions under our equity incentive plans:

The following is a summary of our equity award transactions under our equity incentive plans:

RSUs, PSUs, and Market-based PSUs Outstanding

4 unchanged sentences

Vested restricted stock ( 7 ) $ 83.70

Canceled and forfeited ( 1 ) $ 80.50

Balances, October 31, 2021 52 $ 107.42

As of October 31, 2021, there was $ 5.16 billion of aggregate unearned stock-based compensation expense, net of forfeitures.

This amount is expected to be recognized over a weighted average period of 2.6 years for RSUs, PSUs, and market-based PSUs, and 1 year for ESPP.

Balances, May 1, 2022 42 $ 125.32

As of May 1, 2022, there was $ 4.95 billion of aggregate unearned stock-based compensation expense.

This amount is expected to be recognized over a weighted average period of 2.3 years for RSUs, PSUs, and market-based PSUs, and 1.1 years for ESPP.

NVIDIA CORPORATION AND SUBSIDIARIES

2 unchanged sentences

The following is a reconciliation of the denominator of the basic and diluted net income per share computations for the periods presented:

Three Months Ended Nine Months Ended

October 31, October 25, October 31, October 25,

2021 2020 2021 2020

Three Months Ended

May 1, May 2,

(In millions, except per share data)

1 unchanged sentence

Basic weighted average shares

2,499 2,472 2,493 2,464

Dilutive impact of outstanding equity awards

Diluted weighted average shares

2,538 2,520 2,532 2,504

Net income per share:

5 unchanged sentences

Note 6 – Income Taxes

We recognized an income tax expense of $ 174 million and $ 327 million for the third quarter and first nine months of fiscal year 2022, respectively, and an income tax expense of $ 12 million and $ 64 million for the third quarter and first nine months of fiscal year 2021, respectively.

The income tax expense as a percentage of income before income tax was 6.6 % and 4.6 % for the third quarter and first nine months of fiscal year 2022, respectively, and 0.9 % and 2.2 % for the third quarter and first nine months of fiscal year 2021, respectively.

On June 28, 2021, we simplified our corporate structure by repatriating the economic rights of certain non-U.S.

intellectual property to the United States via domestication of a foreign subsidiary, or the Domestication.

The Domestication more closely aligns our corporate structure to our operating structure in accordance with the Organization for Economic Cooperation and Development’s Base Erosion and Profit Shifting conclusions and changes to U.S.

and European tax laws.

The impact of the Domestication, which is regarded as a change in tax status, resulted in a discrete benefit primarily from re-valuing certain deferred tax assets, net of deferred tax liabilities, of $ 252 million in the second quarter of fiscal year 2022.

The increase in our effective tax rate for the third quarter and first nine months of fiscal year 2022 as compared to the same periods of fiscal year 2021 was primarily due to an increase in the amount of earnings subject to U.S.

tax, and a decreased impact of tax benefits from stock-based compensation and the U.S.

federal research tax credit, partially offset, for the first nine months, by the discrete benefit of the Domestication.

Our effective tax rate for the first nine months of fiscal year 2021 was lower than the U.S.

We recognized an income tax expense of $ 187 million and $ 132 million for the first quarter of fiscal years 2023 and 2022, respectively.

The income tax expense as a percentage of income before income tax was 10.3 % and 6.5 % for the first quarter of fiscal years 2023 and 2022, respectively.

The increase in our effective tax rate was primarily due to an increase in the amount of earnings subject to U.S.

tax, the Arm acquisition termination cost recorded in the first quarter of fiscal year 2023 which did not result in any material tax benefit, and a decreased impact of tax benefit from the U.S.

federal research tax credit, partially offset by the increased benefits from the foreign-derived intangible income deduction and stock-based compensation.

Our effective tax rate for the first quarter of fiscal year 2023 was lower than the U.S.

federal statutory rate of 21% due to tax benefits from the foreign-derived intangible income deduction, stock-based compensation and the U.S.

federal research tax credit.

Our effective tax rate for the first quarter of fiscal year 2022 was lower than the U.S.

federal statutory rate of 21% due to income earned in jurisdictions that are subject to taxes lower than the U.S.

federal statutory tax rate, the benefit of the U.S.

federal research tax credit, and tax benefits related to stock-based compensation.

Our effective tax rate for the first nine months of fiscal year 2022 was lower than the U.S.

federal statutory rate of 21% due to tax benefits from the foreign-derived intangible income deduction, income earned in jurisdictions that are subject to taxes lower than the U.S.

federal statutory tax rate, the discrete benefit of the Domestication, and tax benefits related to stock-based compensation and the U.S.

federal statutory tax rate and tax benefits related to stock-based compensation and the U.S.

federal research tax credit.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

As of October 31, 2021, we intend to indefinitely reinvest approximately $ 1.7 billion and $ 231 million of cumulative undistributed earnings held by certain subsidiaries in Israel and the United Kingdom, respectively.

We have not provided the amount of unrecognized deferred tax liabilities for temporary differences related to these investments as the determination of such amount is not practicable.

For the first nine months of fiscal year 2022, there have been no material changes to our tax years that remain subject to examination by major tax jurisdictions.

For the first quarter of fiscal year 2023, there have been no material changes to our tax years that remain subject to examination by major tax jurisdictions.

We are currently under examination by the Internal Revenue Service for our fiscal years 2018 and 2019.

2 unchanged sentences

Accordingly, our provisions on federal, state and foreign tax related matters to be recorded in the future may change as revised estimates are made or the underlying matters are settled or otherwise resolved with the respective tax authorities.

As of October 31, 2021, we do not believe that our estimates, as otherwise provided for, on such tax positions will significantly increase or decrease within the next 12 months.

As of May 1, 2022, we do not believe that our estimates, as otherwise provided for, on such tax positions will significantly increase or decrease within the next 12 months.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 7 - Cash Equivalents and Marketable Securities

Our cash equivalents and marketable securities related to debt securities are classified as “available-for-sale” debt securities.

The following is a summary of cash equivalents and marketable securities as of October 31, 2021 and January 31, 2021:

October 31, 2021

The following is a summary of cash equivalents and marketable securities as of May 1, 2022 and January 30, 2022:

Cost Unrealized

19 unchanged sentences

Corporate debt securities $ 9,977 $ — $ ( 3 ) $ 9,974 $ 1,102 $ 8,872

Debt securities issued by United States government agencies 2,975 1 — 2,976 28 2,948

Debt securities issued by the United States Treasury 7,314 — ( 14 ) 7,300 — 7,300

Debt securities issued by United States government agencies 1,612 — — 1,612 256 1,356

Certificates of deposit 1,561 — — 1,561 21 1,540

2 unchanged sentences

Total $ 20,930 $ — $ ( 17 ) $ 20,913 $ 1,695 $ 19,218

The following tables provide the breakdown of unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous loss position:

Less than 12 Months 12 Months or Greater Total

Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss

(In millions)

Debt securities issued by the United States Treasury $ 2,955 $ ( 38 ) $ — $ — $ 2,955 $ ( 38 )

Corporate debt securities 2,594 ( 9 ) 19 — 2,613 ( 9 )

Total $ 5,549 $ ( 47 ) $ 19 $ — $ 5,568 $ ( 47 )

January 30, 2022

Less than 12 Months 12 Months or Greater Total

Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss

(In millions)

Debt securities issued by the United States Treasury $ 5,292 $ ( 14 ) $ — $ — $ 5,292 $ ( 14 )

Corporate debt securities 2,445 ( 3 ) 19 — 2,464 ( 3 )

Total $ 7,737 $ ( 17 ) $ 19 $ — $ 7,756 $ ( 17 )

The gross unrealized losses are related to fixed income securities, driven primarily by changes in interest rates.

Net realized gains and unrealized gains and losses were not significant for all periods presented.

The amortized cost and estimated fair value of cash equivalents and marketable securities as of October 31, 2021 and January 31, 2021 are shown below by contractual maturity.

October 31, 2021 January 31, 2021

The amortized cost and estimated fair value of cash equivalents and marketable securities as of May 1, 2022 and January 30, 2022 are shown below by contractual maturity.

May 1, 2022 January 30, 2022

Amortized Cost Estimated Fair Value Amortized Cost Estimated Fair Value

9 unchanged sentences

Fair Value at

Pricing Category October 31, 2021 January 31, 2021

Pricing Category May 1, 2022 January 30, 2022

(In millions)

7 unchanged sentences

Other assets (Investment in non-affiliated entities):

Publicly-held equity security (1) Level 1 $ 136 $ —

Publicly-held equity securities (1) Level 1 $ 48 $ 58

Privately-held equity securities Level 3 $ 238 $ 208

18 unchanged sentences

Level 2 $ 433 $ 551

3.70 % Notes Due 2060

Level 2 $ 594 $ 602

(1) Unrealized gains of $ 8 million and $ 126 million from an investment in a publicly-traded equity security were recorded in other income (expense), net, in the third quarter and first nine months of fiscal year 2022, respectively.

(2) These liabilities are carried on our Consolidated Balance Sheets at their original issuance value, net of unamortized debt discount and issuance costs.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(1) Unrealized losses of $ 24 million and an unrealized gain of $ 124 million from investments in publicly-traded equity securities were recorded in other income (expense), net, in the first quarter of fiscal years 2023 and 2022, respectively.

(2) These liabilities are carried on our Condensed Consolidated Balance Sheets at their original issuance value, net of unamortized debt discount and issuance costs.

Note 9 - Amortizable Intangible Assets and Goodwill

The components of our amortizable intangible assets are as follows:

October 31, 2021 January 31, 2021

May 1, 2022 January 30, 2022

Amount Accumulated

6 unchanged sentences

Total intangible assets $ 3,972 $ ( 1,761 ) $ 2,211 $ 4,135 $ ( 1,796 ) $ 2,339

(1) As of October 31, 2021, acquisition-related intangible assets include the fair value of a Mellanox in-process research and development project of $ 630 million, which has not yet commenced amortization.

Amortization expense associated with intangible assets was $ 143 million and $ 418 million for the third quarter and first nine months of fiscal year 2022, respectively, and $ 174 million and $ 465 million for the third quarter and first nine months of fiscal year 2021, respectively.

Future amortization expense related to the net carrying amount of intangible assets, excluding in-process research and development, as of October 31, 2021 is estimated to be $ 145 million for the remainder of fiscal year 2022, $ 576 million in fiscal year 2023, $ 453 million in fiscal year 2024, $ 400 million in fiscal year 2025, $ 117 million in fiscal year 2026, and $ 133 million in fiscal year 2027 and thereafter.

In both the third quarter and first nine months of fiscal year 2022, goodwill increased by $ 109 million and intangible assets increased by $ 119 million from acquisitions.

We assigned $ 96 million of the increase in goodwill to our Compute & Networking segment and assigned $ 13 million of the increase to our Graphics segment.

(1) During the first quarter of fiscal year 2023, we commenced amortization of the $ 630 million in-process research and development intangible asset related to our acquisition of Mellanox.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Amortization expense associated with intangible assets was $ 155 million and $ 137 million for the first quarter of fiscal years 2023 and 2022, respectively.

Future amortization expense related to the net carrying amount of intangible assets as of May 1, 2022 is estimated to be $ 541 million for the remainder of fiscal year 2023, $ 597 million in fiscal year 2024, $ 536 million in fiscal year 2025, $ 248 million in fiscal year 2026, $ 143 million in fiscal year 2027, and $ 146 million in fiscal year 2028 and thereafter.

In the first quarter of fiscal year 2023, goodwill increased by $ 16 million and intangible assets increased by $ 25 million from acquisitions.

We assigned $ 14 million of the increase in goodwill to our Compute & Networking segment and $ 2 million of the increase to our Graphics segment.

Note 10 - Balance Sheet Components

Certain balance sheet components are as follows:

October 31, January 31,

May 1, January 30,

(In millions)

3 unchanged sentences

Total inventories $ 3,163 $ 2,605

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

October 31, January 31,

May 1, January 30,

Other assets:

1 unchanged sentence

Prepaid supply agreements $ 2,752 $ 1,747

Advanced consideration for acquisition 1,357 1,357

Prepaid royalties 405 409

Investment in non-affiliated entities 285 266

Deposits 22 136

Advanced consideration for acquisition (1) — 1,353

Total other assets $ 3,505 $ 3,841

October 31, January 31,

(1) Refer to Note 2 - Business Combination for further details on the Arm acquisition.

May 1, January 30,

Accrued and Other Current Liabilities:

1 unchanged sentence

Customer program accruals $ 1,088 $ 1,000

Taxes payable 736 132

Deferred revenue (1) 334 300

Accrued payroll and related expenses 327 409

Operating leases 140 121

Licenses and royalties 108 128

Product warranty and return provisions 45 39

Coupon interest on debt obligations 37 74

Taxes payable 36 61

Professional service fees 30 26

Payables to brokers for unsettled investment trades 325 —

Excess inventory purchase obligations 258 196

Other 495 515

Total accrued and other current liabilities $ 3,563 $ 2,552

(1) Deferred revenue primarily includes customer advances and deferrals related to license and development arrangements and post-contract customer support, or PCS.

October 31, January 31,

(1) Deferred revenue primarily includes customer advances and deferrals related to license and development arrangements, support for hardware and software, and cloud services.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

May 1, January 30,

Other Long-Term Liabilities:

3 unchanged sentences

Deferred revenue (2) 203 202

Employee benefits 38 33

Licenses payable 21 56

Other 120 126

Total other long-term liabilities $ 1,631 $ 1,553

(1) As of October 31, 2021, income tax payable represents the long-term portion of the one-time transition tax payable of $ 251 million, unrecognized tax benefits of $ 578 million, related interest and penalties of $ 60 million, and other foreign long-term tax payable of $ 162 million.

(2) Deferred revenue primarily includes deferrals related to PCS.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(1) As of May 1, 2022, income tax payable represents the long-term portion of the one-time transition tax payable of $ 251 million, unrecognized tax benefits of $ 733 million, and related interest and penalties of $ 67 million.

As of January 30, 2022, income tax payable represents the long-term portion of the one-time transition tax payable of $ 251 million, unrecognized tax benefits of $ 670 million, and related interest and penalties of $ 59 million.

(2) Deferred revenue primarily includes deferrals related to support for hardware and software.

Deferred Revenue

The following table shows the changes in deferred revenue during the first nine months of fiscal years 2022 and 2021:

October 31, October 25,

The following table shows the changes in deferred revenue during the first quarter of fiscal years 2023 and 2022:

May 1, May 2,

(In millions)

Balance at beginning of period $ 502 $ 451

Deferred revenue added during the period 621 361

Addition due to business combinations — 75

Deferred revenue additions during the period 212 178

Revenue recognized during the period ( 177 ) ( 123 )

Balance at end of period $ 537 $ 506

Revenue related to remaining performance obligations represents the contracted license, development arrangements and PCS that has not been recognized.

Revenue related to remaining performance obligations represents the contracted license and development arrangements and support for hardware and software.

This includes deferred revenue currently recorded and amounts that will be invoiced in future periods.

As of October 31, 2021, $ 620 million of revenue related to performance obligations had not been recognized, of which we expect to recognize approximately 49 % over the next 12 months and the remainder thereafter.

As of May 1, 2022, $ 652 million of revenue related to performance obligations had not been recognized, of which we expect to recognize approximately 47 % over the next twelve months and the remainder thereafter.

This excludes revenue related to performance obligations for contracts with a length of one year or less.

3 unchanged sentences

Gains or losses on the contracts are recorded in accumulated other comprehensive income or loss and reclassified to operating expense when the related operating expenses are recognized in earnings or ineffectiveness should occur.

The fair value of the contracts was not significant as of October 31, 2021 and January 31, 2021.

The fair value of the contracts was not significant as of May 1, 2022 and January 30, 2022.

We also enter into foreign currency forward contracts to mitigate the impact of foreign currency movements on monetary assets and liabilities that are denominated in currencies other than the U.S.

1 unchanged sentence

Therefore, the change in fair value of these contracts is recorded in other income or expense and offsets the change in fair value of the hedged foreign currency denominated monetary assets and liabilities, which is also recorded in other income or expense.

The table below presents the notional value of our foreign currency forward contracts outstanding as of October 31, 2021 and January 31, 2021:

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The table below presents the notional value of our foreign currency forward contracts outstanding as of May 1, 2022 and January 30, 2022:

2022 January 30,

2 unchanged sentences

Not designated for hedge accounting $ 382 $ 408

As of October 31, 2021, all designated foreign currency forward contracts mature within 18 months.

The expected realized gains and losses deferred into accumulated other comprehensive income or loss related to foreign currency forward contracts within the next 12 months was not significant.

During the first nine months of fiscal years 2022 and 2021, the impact of derivative financial instruments designated for hedge accounting treatment on other comprehensive income or loss was not significant.

As of May 1, 2022, all designated foreign currency forward contracts mature within eighteen months .

The expected realized gains and losses deferred into accumulated other comprehensive income or loss related to foreign currency forward contracts within the next twelve months was not significant.

During the first quarter of fiscal years 2023 and 2022, the impact of derivative financial instruments designated for hedge accounting treatment on other comprehensive income or loss was not significant.

Note 12 - Debt

Long-Term Debt

In June 2021, we issued $ 1.25 billion of the 0.309 % Notes Due 2023, $ 1.25 billion of the 0.584 % Notes Due 2024, $ 1.25 billion of the 1.55 % Notes Due 2028, and $ 1.25 billion of the 2.00 % Notes Due 2031, or collectively, the June 2021 Notes.

Interest on the 0.584 % Notes Due 2024 is payable on June 14 and December 14 of each year, beginning on

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

December 14, 2021.

Interest on all other series of the June 2021 Notes is payable on June 15 and December 15 of each year, beginning on December 15, 2021.

We may redeem the June 2021 Notes for cash prior to maturity.

However, no make-whole premium will be paid for redemptions of the Notes Due 2023 on or after June 15, 2022, the Notes Due 2024 on or after June 14, 2023, the Notes Due 2028 on or after April 15, 2028, or the Notes Due 2031 on or after March 15, 2031.

The net proceeds from the June 2021 Notes were $ 4.98 billion, after deducting debt discount and issuance costs.

In March 2020, we issued $ 1.50 billion of the 2.85 % Notes Due 2030, $ 1.00 billion of the 3.50 % Notes Due 2040, $ 2.00 billion of the 3.50 % Notes Due 2050, and $ 500 million of the 3.70 % Notes Due 2060, or collectively, the March 2020 Notes.

Interest on the March 2020 Notes is payable on April 1 and October 1 of each year.

On August 16, 2021, we repaid the $ 1.00 billion of 2.20 % Notes Due 2021.

Interest on the $ 1.00 billion of the 3.20 % Notes Due 2026, or September 2016 Notes, is payable on March 16 and September 16 of each year.

The September 2016 Notes, the March 2020 Notes, and the June 2021 Notes, or collectively, the Notes, are our unsecured senior obligations.

All existing and future liabilities of our subsidiaries will be effectively senior to the Notes.

The carrying value of the Notes and the associated interest rates were as follows:

The carrying values of our outstanding notes and their associated interest rates were as follows:

Carrying Value at

Remaining Term (years)

Interest Rate October 31, 2021 January 31, 2021

Interest Rate May 1, 2022 January 30, 2022

(In millions)

17 unchanged sentences

37.9 3.73 % 500 500

3.70 % Notes Due 2060

38.4 3.73 % 500 500

Unamortized debt discount and issuance costs ( 53 ) ( 54 )

Net carrying amount $ 10,947 $ 10,946

Less short-term portion — ( 999 )

Total long-term portion $ 10,944 $ 5,964

As of October 31, 2021, we were in compliance with the required covenants under the Notes.

All our notes are unsecured senior obligations.

All existing and future liabilities of our subsidiaries will be effectively senior to the notes.

Our notes pay interest semi-annually.

We may redeem each of our notes prior to maturity, subject to a make-whole premium as defined in the applicable form of note.

As of May 1, 2022, we have complied with the required covenants under the notes.

Commercial Paper

We have a $ 575 million commercial paper program to support general corporate purposes.

As of October 31, 2021, we had no t issued any commercial paper.

As of May 1, 2022, we had no t issued any commercial paper.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 13 - Commitments and Contingencies

1 unchanged sentence

Our purchase obligations primarily include our commitments to purchase components used to manufacture our products, including long-term supply agreements, certain software and technology licenses, other goods and services and long-lived assets.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

We recently entered into several long-term supply agreements, under which we have made advance payments and have $ 1.79 billion remaining unpaid.

As of October 31, 2021, we had outstanding inventory purchase and long-term supply obligations totaling $ 6.90 billion, inclusive of the $ 1.79 billion, and other purchase obligations totaling $ 935 million.

Total future unconditional purchase commitments as of October 31, 2021, are as follows:

We have entered into several long-term supply agreements, under which we have made advance payments and have $ 1.02 billion remaining unpaid.

As of May 1, 2022, we had outstanding inventory purchase and long-term supply obligations totaling $ 9.59 billion, inclusive of the $ 1.02 billion.

We also had other purchase obligations totaling $ 1.85 billion.

Total future unconditional purchase commitments as of May 1, 2022, are as follows:

(In millions)

2022 (excluding first nine months of fiscal year 2022)

2023 (excluding first quarter of fiscal year 2023)

2028 and thereafter

Total $ 11,436

Accrual for Product Warranty Liabilities

The estimated amount of product warranty liabilities was $ 32 million and $ 22 million as of October 31, 2021 and January 31, 2021, respectively, and the activities were not significant.

In connection with certain agreements that we have entered in the past, we have provided indemnities for matters such as tax, product, and employee liabilities.

The estimated amount of product warranty liabilities was $ 55 million and $ 46 million as of May 1, 2022 and January 30, 2022, respectively, and the activities were not significant.

With certain agreements that we have entered in the past, we have provided indemnities for matters such as tax, product, and employee liabilities.

We have included intellectual property indemnification provisions in our technology related agreements with third parties.

7 unchanged sentences

On March 2, 2021, the district court granted NVIDIA’s motion to dismiss the complaint without leave to amend, entered judgment in favor of NVIDIA and closed the case.

On August 11, 2021, plaintiffs filed an appeal from judgment in the United States Court of Appeals for the Ninth Circuit, case number 21-15604.

The putative derivative lawsuit pending in the United States District Court for the Northern District of California, captioned 4:19-cv-00341-HSG, initially filed January 18, 2019 and titled In re NVIDIA Corporation Consolidated Derivative Litigation, remains stayed pending resolution of the plaintiffs’ appeal in the In Re NVIDIA Corporation Securities Litigation action.

The lawsuit asserts claims for breach of fiduciary duty, unjust enrichment, waste of corporate assets, and violations of Sections 14(a), 10(b), and 20(a) of the Exchange Act based on the dissemination of allegedly false and misleading statements related to channel inventory and the impact of cryptocurrency mining on GPU demand.

On March 30, 2021, plaintiffs filed an appeal from judgment in the United States Court of Appeals for the Ninth Circuit, case number 21-15604.

Oral argument on the appeal was held on May 10, 2022.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

The putative derivative lawsuit pending in the United States District Court for the Northern District of California, captioned 4:19-cv-00341-HSG, initially filed January 18, 2019 and titled In re NVIDIA Corporation Consolidated Derivative Litigation , was stayed pending resolution of the plaintiffs’ appeal in the In Re NVIDIA Corporation Securities Litigation action.

On February 22, 2022, the court administratively closed the case, but stated that it would reopen the case once the appeal in the In Re NVIDIA Corporation Securities Litigation action is resolved.

The lawsuit asserts claims, purportedly on behalf of us, against certain officers and directors of the Company for breach of fiduciary duty, unjust enrichment, waste of corporate assets, and violations of Sections 14(a), 10(b), and 20(a) of the Exchange Act based on the dissemination of allegedly false and misleading statements related to channel inventory and the impact of cryptocurrency mining on GPU demand.

The plaintiffs are seeking unspecified damages and other relief, including reforms and improvements to NVIDIA’s corporate governance and internal procedures.

2 unchanged sentences

1:19-cv-01795-UNA) and Nelson v.

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

1:19-cv-01798- UNA), remain stayed pending resolution of the plaintiffs’ appeal in the In Re NVIDIA Corporation Securities Litigation action.

The lawsuits assert claims for breach of fiduciary duty, unjust enrichment, insider trading, misappropriation of information, corporate waste and violations of Sections 14(a), 10(b), and 20(a) of the Exchange Act based on the dissemination of allegedly false, and misleading statements related to channel inventory and the impact of cryptocurrency mining on GPU demand.

The lawsuits assert claims, purportedly on behalf of us, against certain officers and directors of the Company for breach of fiduciary duty, unjust enrichment, insider trading, misappropriation of information, corporate waste and violations of Sections 14(a), 10(b), and 20(a) of the Exchange Act based on the dissemination of allegedly false, and misleading statements related to channel inventory and the impact of cryptocurrency mining on GPU demand.

The plaintiffs seek unspecified damages and other relief, including disgorgement of profits from the sale of NVIDIA stock and unspecified corporate governance measures.

In May 2022, NVIDIA entered into a settlement with the SEC relating to MD&A disclosures in our Forms 10-Q for the second and third quarters of fiscal year 2018 concerning the impact of cryptocurrency mining on year-over-year growth in revenue for our gaming specialized market during those periods.

As part of the settlement, without admitting or denying the findings in the administrative order issued by the SEC, NVIDIA agreed to cease-and-desist from violating certain federal securities laws and paid a $ 5.5 million civil penalty.

Accounting for Loss Contingencies

As of October 31, 2021, we have not recorded any accrual for contingent liabilities associated with the legal proceedings described above based on our belief that liabilities, while possible, are not probable.

As of May 1, 2022, we have not recorded any accrual for contingent liabilities associated with the legal proceedings described above based on our belief that liabilities, while possible, are not probable.

Further, except as specifically described above, any possible loss or range of loss in these matters cannot be reasonably estimated at this time.

3 unchanged sentences

Beginning August 2004, our Board of Directors authorized us to repurchase our stock.

Through October 31, 2021, we have repurchased an aggregate of 1.04 billion shares under our share repurchase program for a total cost of $ 7.08 billion.

All shares delivered from these repurchases have been placed into treasury stock.

As of October 31, 2021, we were authorized, subject to certain specifications, to repurchase additional shares of our common stock up to $ 7.24 billion through December 2022.

During the third quarter and first nine months of fiscal year 2022, we paid $ 100 million and $ 298 million in cash dividends to our shareholders, respectively.

During the third quarter and first nine months of fiscal year 2021, we paid $ 99 million and $ 296 million in cash dividends to our shareholders, respectively.

During the first quarter of fiscal year 2023, we repurchased a total of 8.6 million shares for $ 2.00 billion.

Through May 1, 2022, we have repurchased an aggregate of 1.05 billion shares under our share repurchase program for a total cost of $ 9.08 billion.

On May 23, 2022, our Board of Directors increased and extended our share repurchase program to repurchase additional common stock up to a total of $ 15 billion through December 2023.

During the first quarter of fiscal years 2023 and 2022, we paid $ 100 million and $ 99 million in cash dividends to our shareholders, respectively.

Note 15 - Segment Information

Our Chief Executive Officer, who is considered to be our chief operating decision maker, or CODM, reviews financial information presented on an operating segment basis for purposes of making decisions and assessing financial performance.

Our two operating segments are "Graphics" and "Compute & Networking." Our operating segments are equivalent to our reportable segments.

Our Graphics segment includes GeForce GPUs for gaming and PCs, the GeForce NOW game streaming service and related infrastructure, and solutions for gaming platforms;

Quadro/NVIDIA RTX GPUs for enterprise design;

GRID software for cloud-based visual and virtual computing;

and automotive platforms for infotainment systems.

Our Compute & Networking segment includes Data Center platforms and systems for artificial intelligence, or AI, high performance computing, or HPC, and accelerated computing;

networking and interconnect solutions;

Quadro/NVIDIA RTX GPUs for enterprise workstation

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

vGPU software for cloud-based visual and virtual computing;

automotive platforms for infotainment systems;

and Omniverse software for building 3D designs and virtual worlds.

Our Compute & Networking segment includes Data Center platforms and systems for artificial intelligence, or AI, high-performance computing, and accelerated computing;

Mellanox networking and interconnect solutions;

automotive AI Cockpit, autonomous driving development agreements, and autonomous vehicle solutions;

cryptocurrency mining processors, or CMP;

and Jetson for robotics and other embedded platforms.

Jetson for robotics and other embedded platforms;

and NVIDIA AI Enterprise and other software.

Operating results by segment include costs or expenses that are directly attributable to each segment, and costs or expenses that are leveraged across our unified architecture and therefore allocated between our two segments.

5 unchanged sentences

There is no intersegment revenue.

The accounting policies for segment reporting are the

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

same as for our consolidated financial statements.

The accounting policies for segment reporting are the same as for our consolidated financial statements.

The table below presents details of our reportable segments and the “All Other” category.

1 unchanged sentence

(In millions)

Three Months Ended October 31, 2021

Revenue $ 4,092 $ 3,011 $ — $ 7,103

Operating income (loss) $ 2,160 $ 1,332 $ ( 821 ) $ 2,671

Three Months Ended October 25, 2020

Revenue $ 2,787 $ 1,939 $ — $ 4,726

Operating income (loss) $ 1,345 $ 738 $ ( 685 ) $ 1,398

Nine Months Ended October 31, 2021

Three Months Ended May 1, 2022

Revenue $ 4,616 $ 3,672 $ — $ 8,288

Operating income (loss) $ 2,476 $ 1,606 $ ( 2,214 ) $ 1,868

Nine Months Ended October 25, 2020

Three Months Ended May 2, 2021

Revenue $ 3,451 $ 2,210 $ — $ 5,661

Operating income (loss) $ 1,786 $ 861 $ ( 691 ) $ 1,956

Three Months Ended Nine Months Ended

2021 October 25,

2020 October 31,

2021 October 25,

Three Months Ended

(In millions)

Reconciling items included in "All Other" category:

Acquisition termination cost $ ( 1,353 ) $ —

Stock-based compensation expense ( 578 ) ( 429 )

1 unchanged sentence

Unallocated cost of revenue and operating expenses ( 127 ) ( 90 )

IP-related costs — ( 21 ) ( 8 ) ( 38 )

IP-related and legal settlement costs ( 7 ) ( 5 )

Total $ ( 2,214 ) $ ( 691 )

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Revenue by geographic region is allocated to individual countries based on the location to which the products are initially billed even if our customers’ revenue is attributable to end customers that are located in a different location.

The following table summarizes information pertaining to our revenue from customers based on the invoicing address by geographic regions:

Three Months Ended Nine Months Ended

October 31, October 25, October 31, October 25,

2021 2020 2021 2020

NVIDIA CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Three Months Ended

May 1, May 2,

(In millions)

1 unchanged sentence

China (including Hong Kong) 2,081 1,391

Other Asia Pacific 1,067 955 3,115 2,260

United States 1,932 768

Europe 340 247 1,150 741

Other countries 1,498 1,718

1 unchanged sentence

The following table summarizes information pertaining to our revenue by each of the specialized markets we serve:

Three Months Ended Nine Months Ended

October 31, October 25, October 31, October 25,

2021 2020 2021 2020

Three Months Ended

May 1, May 2,

(In millions)

5 unchanged sentences

Total revenue $ 8,288 $ 5,661

No customer represented 10% or more of total revenue for the third quarter and first nine months of fiscal years 2022 or 2021.

One customer represented 14 % and 16 % of our accounts receivable balance as of October 31, 2021 and January 31, 2021, respectively.

No customer represented 10% or more of total revenue for the first quarter of fiscal years 2023 or 2022.

One customer represented 12 % of our accounts receivable balance as of May 1, 2022.

Two customers each represented 10% or more of accounts receivable for a total of 22 % as of January 30, 2022.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements