Item 5. Other Information
Item 5. Other Information
The following Section 16 officers and directors adopted , modified or terminated a trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), or a Rule 10b5-1 Trading Arrangement:
• On March 4, 2024 , Debora Shoquist , Executive Vice President , Operations, adopted a Rule 10b5-1 Trading Arrangement for the sale of up to 41,140 shares of our common stock through June 2, 2025.
• On March 14, 2024 , Jen-Hsun Huang , President and Chief Executive Officer , adopted a Rule 10b5-1 Trading Arrangement for the sale of up to 600,000 shares of our common stock through March 31, 2025.
• On March 22, 2024 , Colette M. Kress , Executive Vice President and Chief Financial Officer , adopted a Rule 10b5-1 Trading Arrangement for the sale of up to 50,000 shares of our common stock through May 15, 2025.
• On April 12, 2024 , Ajay K. Puri , Executive Vice President , Worldwide Field Operations, adopted a Rule 10b5-1 Trading Arrangement for the sale of up to 100,832 shares of our common stock through July 11, 2025.
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Item 6. Exhibits
Incorporated by Reference
Exhibit No. Exhibit Description
Schedule/Form Exhibit Filing Date
3.1 Bylaws of NVIDIA Corporation, Amended and Restated as of March 12, 2024
8-K 3.1 3/14/2024
10.1+ Variable Compensation Plan - Fiscal Year 2025
8-K 10.1 3/14/2024
10.2+* Amended and Restated 2007 Equity Incentive Plan – Global Restricted Stock Unit Grant Notice and Global Restricted Stock Unit Agreement (2024)
10.3+* Amended and Restated 2007 Equity Incentive Plan - Global Performance-Based Restricted Stock Unit Grant Notice and Performance-Based Restricted Stock Unit Agreement (2024)
31.1* Certification of Chief Executive Officer as required by Rule 13a-14(a) of the Securities Exchange Act of 1934
31.2* Certification of Chief Financial Officer as required by Rule 13a-14(a) of the Securities Exchange Act of 1934
32.1#* Certification of Chief Executive Officer as required by Rule 13a-14(b) of the Securities Exchange Act of 1934
32.2#* Certification of Chief Financial Officer as required by Rule 13a-14(b) of the Securities Exchange Act of 1934
101.INS* Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH* Inline XBRL Taxonomy Extension Schema Document
101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF* Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB* Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE* Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+ Management contract or compensatory plan or arrangement.
* Filed herewith.
# In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release Nos. 33-8238 and 34-47986, Final Rule: Management's Reports on Internal Control Over Financial Reporting and Certification of Disclosure in Exchange Act Periodic Reports, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purpose of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.
Copies of above exhibits not contained herein are available to any shareholder upon written request to:
Investor Relations: NVIDIA Corporation, 2788 San Tomas Expressway, Santa Clara, CA 95051.
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: May 29, 2024
NVIDIA Corporation
By: /s/ Colette M. Kress
Colette M. Kress
Executive Vice President and Chief Financial Officer (Duly Authorized Officer and Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.