Welcome to our dedicated page for Nvidia Corporation SEC filings (Ticker: NVDA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
NVIDIA Corporation filings document material-event disclosures for an operating semiconductor and accelerated-computing company. Recent 8-K reports cover quarterly and fiscal financial results, press releases, CFO commentary, and Item 5.02 governance matters including board composition, Audit Committee service, director resignations, principal accounting officer succession, and executive compensation arrangements.
The filings also describe the company’s Amended and Restated 2007 Equity Incentive Plan, restricted stock unit grants, cash retainers, indemnity agreements, and fiscal-year variable compensation plan based on corporate revenue performance goals.
NVIDIA Corporation has issued its 2026 proxy, detailing the June 24 virtual annual meeting and key voting items. Stockholders will elect ten directors, cast an advisory vote on executive pay, ratify PricewaterhouseCoopers for fiscal 2027, and consider four stockholder proposals that the Board recommends voting against.
The proxy highlights exceptional Fiscal 2026 results, including revenue of $215.9 billion, up 65% year on year, gross margin of 71.1%, operating income of $130.4 billion, and diluted EPS of $4.90, up 67%. NVIDIA’s compensation program remains heavily performance-based, with over 90% of CEO target pay at risk and 100% of CEO equity in performance stock units.
The Board emphasizes governance practices such as an independent Lead Director, annual say-on-pay, proxy access, active board refreshment, and robust risk oversight through a formal enterprise risk management process and specialized board committees. There were 24,220,525,225 shares outstanding and entitled to vote as of the April 27, 2026 record date.
NVIDIA Corporation reported that its Board of Directors appointed Suzanne Nora Johnson as a director and member of the Audit Committee, effective July 13, 2026, increasing the Board size from ten to eleven members. She will receive an initial restricted stock unit grant with a target value of $255,000, vesting approximately semi-annually over three years, plus a pro-rated annual RSU grant with an annualized target value of $255,000, vesting on November 18, 2026 and May 19, 2027. NVIDIA will also pay her a pro-rated annual cash retainer with an annualized value of $85,000, payable quarterly starting July 13, 2026, and will enter into an indemnity agreement in connection with her Board service.
NVIDIA Corp recorded a Schedule 13G reporting beneficial ownership by Vanguard Capital Management of 1,777,408,252 shares, representing 7.31% of common stock. The filing states Vanguard has sole dispositive power over 1,777,408,252 shares and sole voting power over 238,857,870 shares. The filing explains these holdings include securities held by Vanguard funds and certain affiliates.
NVIDIA Corporation reported a planned leadership change in its accounting function. Donald Robertson, Vice President and Chief Accounting Officer, intends to retire from his VP and CAO role effective May 4, 2026, and will remain as VP, Finance supporting projects until July 1, 2026.
The company appointed Scott GawelMay 4, 2026. He will serve as NVIDIA’s principal accounting officer and joins from senior finance roles at Intel Corporation and Oracle Corporation.
Mr. Gawel will receive an annual base salary of $800,000 and new-hire restricted stock unit grants with a combined target value of $12,875,000, vesting over approximately four years under NVIDIA’s Amended and Restated 2007 Equity Incentive Plan.
The Vanguard Group filed Amendment No. 14 to a Schedule 13G/A reporting zero beneficial ownership of NVIDIA Corp common stock. The filing states that following an internal realignment effective January 12, 2026, certain Vanguard subsidiaries will report beneficial ownership separately and Vanguard no longer is deemed to beneficially own those subsidiary holdings. The filing lists Amount beneficially owned: 0 and Percent of class: 0%. The document is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026.
NVIDIA director Mark A. Stevens reported selling 221,682 shares of Common Stock in open-market transactions on March 20, 2026. The sales, executed at weighted average prices of $172.6068 and $174.5685 per share, were made indirectly through the Third Millennium Trust, where he and his wife serve as co-trustees.
After these transactions, the filing shows the trust holding 7,399,771 shares, while a separate Envy Trust holds 15,017,750 shares and Stevens also holds 11,543,401 shares directly. This indicates he retains a substantial multi-million share stake in NVIDIA across direct and trust holdings.
NVIDIA CORP director Aarti S. Shah sold 19,000 shares of common stock in open-market transactions. The sales took place on March 19, 2026 under a Rule 10b5-1 trading plan adopted on November 25, 2024. Weighted average sale prices ranged from about $175.82 to $177.88 per share across three price buckets. After these sales, Shah directly holds 36,007 NVIDIA common shares, indicating she retains a meaningful equity stake even after the planned dispositions.
NVIDIA’s Principal Accounting Officer Donald F. Robertson Jr. reported a series of open-market sales of common stock. On March 20, 2026, he sold a total of 5,396 shares in multiple transactions at prices ranging from about $172.070 to $177.570, executed as open-market sales.
The filing shows these trades were made under a Rule 10b5-1 trading plan adopted on September 18, 2025. On March 18, 2026, 4,575 shares were withheld to satisfy taxes due on the vesting of restricted stock units. After these transactions, Robertson directly owns 337,120 NVIDIA shares, including 5,396 shares issued upon RSU vesting and 231 shares purchased through the employee stock purchase plan.
NVIDIA CORP executive Timothy S. Teter reported routine equity and tax events involving company stock. On March 18, 2026, 66,506 shares of common stock were withheld by NVIDIA to cover taxes due on the vesting of previously granted restricted stock units, rather than sold in the open market. The filing notes that 57,429 shares were issued upon this RSU vesting. It also reflects 57,648 shares transferred without consideration from Teter to The Horne Teter Family Living Trust, where he serves as trustee. After these events, he holds 400,641 shares directly, and the trust holds 2,687,197 shares indirectly, indicating these transactions are primarily administrative and compensation-related rather than discretionary market trades.