NVIDIA adopts FY2025 variable comp plan; CEO Huang target $3M; bylaw amendment for special meetings

NVIDIA CORP

CEO Jen-Hsun Huang target award $3M (200% base salary); other NEOs: Kress $300K, Puri $650K, Shoquist $250K, Teter $250K.
Payouts based on FY2025 revenue at threshold (50% base), base (100%), stretch (200% max); revenue adjusted for M&A.
Bylaws amended: shareholders owning 15%+ voting power continuously for 1 year can call special meetings; list requirement removed.
Participants must be employed through payment date; payments subject to clawback under Company's Compensation Recovery Policy.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

NVIDIA CORP: Amended and restated Bylaws to permit stockholders owning at least 15% voting power for at least one year to call special meetings, eliminate stockholder list requirement at meetings, and incorporate technical changes (effective 2024-03-12).

Change: bylaw amendment
Effective: 2024-03-12

Exact text from the filing

On March 12, 2024, the Board of the Company amended and restated the Company’s Bylaws, or the Restated Bylaws, which became effective immediately upon adoption by the Board.

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102 governance changes filed in the last 30 days. Browse all governance changes →

NVIDIA CORP filing history →

Source: SEC EDGAR

accession 0001045810-24-000069

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