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As of February 21, 2025, we had approximately 842 registered shareholders, not including those shares held in street or nominee name.
+Added: In May 2024, we announced a ten-for-one stock split, or the Stock Split, of our issued common stock, which was effected through the filing of an amendment to the Company's Restated Certificate of Incorporation, or the Amendment, with the Secretary of the State of Delaware.
+Added: In June 2024, the Company filed the Amendment to effect the Stock Split and proportionately increased the number of shares of the Company’s authorized common stock from 8.0 billion to 80.0 billion.
+Added: Shareholders of record at the close of market on June 6, 2024 received nine additional shares of common stock, distributed after the close of market on June 7, 2024.
+Added: All share, equity award and per share amounts presented herein have been retrospectively adjusted to reflect the Stock Split.
Issuer Purchases of Equity Securities
−Removed: In August 2023, our Board of Directors approved an increase to our share repurchase program of an additional $25.0 billion, without expiration.
−Removed: During fiscal year 2024, we repurchased 21 million shares of our common stock for $9.7 billion.
−Removed: As of January 28, 2024, we were authorized, subject to certain specifications, to repurchase additional shares of our common stock up to $22.5 billion.
−Removed: The repurchases can be made in the open market, in privately negotiated transactions, pursuant to a Rule 10b5-1 trading plan or in structured share repurchase programs, and can be made in one or more larger repurchases, in compliance with Rule 10b-18 of the Exchange Act, subject to market conditions, applicable legal requirements, and other factors.
−Removed: The program does not obligate NVIDIA to acquire any particular amount of common stock and the program may be suspended at any time at our discretion.
−Removed: In fiscal year 2024, we paid $395 million in quarterly cash dividends.
−Removed: Our cash dividend program and the payment of future cash dividends under that program are subject to our Board of Directors' continuing determination that the dividend program and the declaration of dividends thereunder are in the best interests of our shareholders.
+Added: On August 26, 2024, our Board of Directors approved an additional $50 billion to our share repurchase authorization, without expiration.
+Added: In fiscal year 2025, we repurchased 310 million shares of our common stock for $34.0 billion.
+Added: As of January 26, 2025, we were authorized, subject to certain specifications, to repurchase up to $38.7 billion of our common stock.
+Added: The repurchases can be made in the open market, in privately negotiated transactions, pursuant to a Rule 10b5-1 trading plan or in structured share repurchase agreements in compliance with Rule 10b-18 of the Exchange Act, subject to
+Added: market conditions, applicable legal requirements, and other factors.
+Added: Our share repurchase program may be suspended at any time at our discretion.
+Added: In fiscal year 2025, we paid cash dividends to our shareholders of $834 million.
+Added: The payment of future cash dividends is subject to our Board of Directors' continuing determination that the declaration of dividends is in the best interests of our shareholders.
The following table presents details of our share repurchase transactions during the fourth quarter of fiscal year 2025:
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Total 55.3 55.3
−Removed: From January 29, 2024 to February 16, 2024, we repurchased 2.8 million shares for $1.9 billion pursuant to a Rule 10b5-1 trading plan.
+Added: (1) Average price paid per share includes broker commissions, but excludes our liability under the 1% excise tax on the net amount of our share repurchases required by the Inflation Reduction Act of 2022.
+Added: From January 27, 2025 through February 21, 2025, we repurchased 29 million shares for $3.7 billion pursuant to a pre-established trading plan.
Restricted Stock Unit Share Withholding
−Removed: We withhold common stock shares associated with net share settlements to cover tax withholding obligations upon the vesting of RSU awards under our employee equity incentive program.
−Removed: During fiscal year 2024, we withheld
−Removed: approximately 7 million shares for a total value of $2.8 billion through net share settlements.
+Added: We withhold shares of our common stock associated with net share settlements to cover tax withholding obligations upon the vesting of RSU awards under our employee equity incentive program.
+Added: During fiscal year 2025, we withheld approximately 59 million shares for a total value of $6.9 billion through net share settlements.
Refer to Note 3 of the Notes to the Consolidated Financial Statements in Part IV, Item 15 of this Annual Report on Form 10-K for further discussion regarding our equity incentive plans.
+Added: Recent Sales of Unregistered Securities and Use of Proceeds
+Added: On December 6, 2024, we issued a total of 94,560 shares of our common stock, valued at approximately $13.5 million based on our closing stock price on the date of issuance, to key employees of a company we acquired.
+Added: On December 29, 2024, we issued a total of 205,110 shares of our common stock, valued at approximately $28.1 million based on our closing stock price on December 27, 2024, to key employees of a company we acquired.
+Added: The above securities were issued in transactions not involving a public offering pursuant to an exemption from registration set forth in Section 4(a)(2) of the Securities Act (and Regulation D or Regulation S promulgated thereunder).
Stock Performance Graphs
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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.