SEC Form 4 · accession 0001045810-15-000056
NVIDIA CORP · NVDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Debora Shoquist
Officer — EVP, Operations
Period of report
Mar 18, 2015
Accepted (ET)
Mar 20, 2015 · 8:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001045810
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 18, 2015 | A | 16,500 | $0.00 | A | 213,550 | D | |
| Common StockF3,F2 | Mar 18, 2015 | A | 100,000 | $0.00 | A | 313,550 | D | |
| Common StockF4,F2,F5 | Mar 18, 2015 | A | 12,000 | $0.00 | A | 327,168 | D | |
| Common StockF6 | Mar 18, 2015 | F | 15,457 | $22.87 | D | 311,711 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The restricted stock unit shall vest as to 25% of the shares on March 16, 2016 and 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.
- F2The shares represent restricted stock units that were received as an award, for no consideration.
- F3Represents the maximum 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 31, 2016. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The maximum number represents 200% of the target payout of 50,000 shares. If the pre-established performance goal is achieved, the shares earned will vest as to 25% on March 16, 2016 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.
- F4Represents the maximum number of shares that will be earned, if at all, based on the Issuer's relative shareholder return from January 26, 2015 through January 28, 2018. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock. The maximum number represents 200% of the target payout of 6,000 shares. If a pre-established threshold is achieved, the shares earned will vest as to 100% on March 21, 2018, such that the shares are fully vested on approximately the three (3) year anniversary of the date of grant.
- F5Includes 1,618 shares purchased pursuant to the Issuer's Employee Stock Purchase Plan on February 27, 2015 and 41,175 shares issued upon the vesting of restricted stock units previously reported on a Form 4.
- F6Represents 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.