0001045810-16-000214.txt : 20160318 0001045810-16-000214.hdr.sgml : 20160318 20160318200047 ACCESSION NUMBER: 0001045810-16-000214 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160316 FILED AS OF DATE: 20160318 DATE AS OF CHANGE: 20160318 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NVIDIA CORP CENTRAL INDEX KEY: 0001045810 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 943177549 STATE OF INCORPORATION: DE FISCAL YEAR END: 0126 BUSINESS ADDRESS: STREET 1: 2701 SAN TOMAS EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95050 BUSINESS PHONE: 408-486-2000 MAIL ADDRESS: STREET 1: 2701 SAN TOMAS EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95050 FORMER COMPANY: FORMER CONFORMED NAME: NVIDIA CORP/DE DATE OF NAME CHANGE: 20020612 FORMER COMPANY: FORMER CONFORMED NAME: NVIDIA CORP/CA DATE OF NAME CHANGE: 19980303 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HUANG JEN HSUN CENTRAL INDEX KEY: 0001197649 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23985 FILM NUMBER: 161517300 4 1 wf-form4_145834563559753.xml FORM 4 X0306 4 2016-03-16 0 0001045810 NVIDIA CORP NVDA 0001197649 HUANG JEN HSUN C/O NVIDIA CORPORATION 2701 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95050 1 1 0 0 President and CEO Common Stock 2016-03-16 4 A 0 285000 0 A 1729650 D Common Stock 2016-03-16 4 A 0 142500 0 A 1872150 D Common Stock 2016-03-16 4 F 0 94871 33.10 D 1777279 D Common Stock 2016-03-16 4 G 0 3078820 0 D 16143700 I By Trust Common Stock 2016-03-16 4 G 0 769705 0 A 769705 I The Lori Lynn Huang 2016 Annuity Trust I Agreement Common Stock 2016-03-16 4 G 0 769705 0 A 769705 I The Lori Lynn Huang 2016 Annuity Trust II Agreement Common Stock 2016-03-16 4 G 0 769705 0 A 769705 I The Jen-Hsun Huang 2016 Annuity Trust I Agreement Common Stock 2016-03-16 4 G 0 769705 0 A 769705 I The Jen-Hsun Huang 2016 Annuity Trust II Agreement Common Stock 1237239 I By Partnership Common Stock 557000 I By Irrevocable Trust Represents the stretch operating plan number of shares that will be earned, if at all, based on the achievement of a pre-established performance goal during the Issuer's fiscal year ending January 29, 2017. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The stretch operating plan number represents 150% of the target compensation plan payout of 190,000 shares. If the pre-established performance goal is achieved, the shares earned will vest as to 25% on March 15, 2017 and as to 12.5% of the shares every six months thereafter, such that the shares are fully vested on approximately the four (4) year anniversary of the date of grant. The shares represent restricted stock units that were received as an award, for no consideration. Represents the stretch operating plan number of shares that will be earned, if at all, based on the Issuer's relative shareholder return from February 1, 2016 through January 27, 2019. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The stretch operating plan number represents 150% of the target compensation plan payout of 95,000 shares. If a pre-established threshold is achieved, the shares earned will vest as to 100% on March 20, 2019, such that the shares are fully vested on approximately the three (3) year anniversary of the date of grant. Includes 181,812 shares issued upon the vesting of restricted stock units previously reported on a Form 4. Represents shares of the Issuer's common stock withheld by the Issuer to satisfy taxes due by the Reporting Person in connection with the vesting of restricted stock units previously reported on a Form 4. The shares are held by Jen-Hsun Huang and Lori Huang, as co-trustees of the Jen-Hsun & Lori Huang Living Trust, u/a/d May 1, 1995 (the "Trust"), of which the Reporting Person is a trustee. The shares are held by J. and L. Huang Investments, L.P., of which the Trust is the general partner. The shares are held by The Huang 2012 Irrevocable Trust, of which the Reporting Person is a trustee. /s/ Rebecca Peters, Attorney-in-Fact for Jen-Hsun Huang 2016-03-18