{"schema_version":"secwatch.filing_event.v1","accession":"0001045810-23-000146","form_type":"8-K","ticker":"NVDA","cik":"0001045810","company_name":"NVIDIA CORP","filed_at":"2023-06-27T23:59:59+00:00","discovered_at":"2026-05-14T18:03:37.753692+00:00","generated_at":"2026-06-13T15:57:55.329451+00:00","sec_items":["5.07"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.15,"confidence":"high","headline":"NVIDIA stockholders re-elect all 13 directors, approve say-on-pay and auditor at 2023 annual meeting","bullets":["All 13 director nominees elected; Aarti Shah received highest support with 99.69% of votes cast.","Advisory vote on executive compensation approved with 92.6% of shares voted in favor.","Stockholders selected an annual advisory vote on exec comp, with 99.0% of votes cast for 1-year frequency.","Ratification of PricewaterhouseCoopers as independent auditor approved with 98.5% of shares voted.","No solicitation in opposition to management's proposals; all items passed by wide margins."],"urls":{"canonical":"https://secwatch.observer/filing/0001045810-23-000146","json":"https://secwatch.observer/filing/0001045810-23-000146.json","markdown":"https://secwatch.observer/filing/0001045810-23-000146.md","text":"https://secwatch.observer/filing/0001045810-23-000146.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/0001045810-23-000146-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/nvda-20230622.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T15:57:55.329451+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1472e87997e87d85ef65d2a9443c4ebb098b0579","claim":"NVIDIA CORP shareholders approved Advisory vote to approve the compensation of our named executive officers at the 2023-06-22 meeting.","evidence_excerpt":"2. Stockholders approved, on an advisory basis, the compensation of our named executive officers as disclosed in our definitive proxy statement for the 2023 Annual Meeting filed with the Securities and Exchange Commission on May 8, 2023. The results of the voting were as follows: Number of shares For 1,544,447,439 Number of shares Against 123,717,725 Number of shares Abstaining 15,291,782 Number of Broker Non-Votes 286,066,136","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/0001045810-23-000146-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-22"}],"fact_type":"shareholder_vote"},{"claim_id":"294e39e8385e6f158514e3a562845de2a8d31e90","claim":"NVIDIA CORP shareholders approved Advisory vote on the frequency of future advisory votes on executive compensation at the 2023-06-22 meeting.","evidence_excerpt":"3. Stockholders approved, on an advisory basis, the frequency of holding an advisory vote on the compensation of our named executive officers. The results of the voting were as follows: Number of shares for 1 Year 1,664,241,344 Number of shares for 2 Years 2,062,943 Number of shares for 3 Years 14,923,601 Number of shares Abstaining 2,229,058 Number of Broker Non-Votes 286,066,136","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/0001045810-23-000146-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-22"}],"fact_type":"shareholder_vote"},{"claim_id":"8aaaca223cd4bfa33479ab6d83d1b965a00d092e","claim":"NVIDIA CORP shareholders approved Ratification of selection of PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal year ending January 28, 2024 at the 2023-06-22 meeting.","evidence_excerpt":"4. Stockholders approved the ratification of the selection of PricewaterhouseCoopers LLP as our independent registered accounting firm for our fiscal year ending January 28, 2024. The results of the voting were as follows: Number of shares For 1,938,914,100 Number of shares Against 28,443,041 Number of shares Abstaining 2,165,941 Number of Broker Non-Votes —","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/0001045810-23-000146-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-22"}],"fact_type":"shareholder_vote"},{"claim_id":"ce46f7b0768301180eb73841a72b40fbf724819c","claim":"NVIDIA CORP shareholders approved Election of Directors at the 2023-06-22 meeting.","evidence_excerpt":"1. Stockholders approved the election of each of our thirteen (13) director nominees to hold office until the 2024 Annual Meeting of Stockholders of NVIDIA Corporation and until his or her successor is elected or appointed. The results of the voting were as follows: a. Robert K. Burgess Number of shares For 1,625,854,250 Number of shares Against 55,516,966 Number of shares Abstaining 2,085,730 Number of Broker Non-Votes 286,066,136 b. Tench Coxe Number of shares For 1,541,282,586 Number of shares Against 140,103,871 Number of shares Abstaining 2,070,489 Number of Broker Non-Votes 286,066,136 c. John O. Dabiri Number of shares For 1,651,249,399 Number of shares Against 30,122,052 Number of shares Abstaining 2,085,495 Number of Broker Non-Votes 286,066,136 d. Persis S. Drell Number of shares For 1,623,178,165 Number of shares Against 58,242,340 Number of shares Abstaining 2,036,441 Number of Broker Non-Votes 286,066,136 e. Jen-Hsun Huang Number of shares For 1,647,312,653 Number of sh","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1045810/000104581023000146/0001045810-23-000146-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-06-22"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}