NVEC Form 4: Automatic 1,000-option grant to director on 08/07/2025

Rhea-AI Filing Summary

NVE Corporation director Wei Xuan Kelly was granted 1,000 non-qualified stock options automatically upon reelection to the board. The grant date and transaction date are 08/07/2025 with an exercise price of $61.72. The options are exercisable on 08/07/2025 and expire on 08/07/2035. Following the reported transaction, the filing shows 2,000 derivative securities beneficially owned (options) in total, with ownership reported as direct.

The disclosure was made on a Form 4 and signed by a power of attorney on 08/08/2025. The filing notes this was an automatic director award; no cash purchase or sale of underlying common stock is reported in this submission.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation—an automatic option grant on reelection, aligning director incentives with shareholders.

The Form 4 documents a standard non-qualified stock option grant of 1,000 options to a director as an automatic element of board service. The exercise price of $61.72 and a 10-year term (08/07/2025–08/07/2035) are disclosed, and total derivative holdings increase to 2,000 options. This appears to be a governance-level compensation action rather than a signaling transaction by management. The filing contains no indication of accelerated vesting, cash payments, or related-party sales.

Securities/Insider Trading Analyst

TL;DR: Disclosure is procedural and timely; no immediate liquidity or share issuance reported beyond option grant.

The Form 4 was filed to report the director's automatic option grant dated 08/07/2025 and was signed via power of attorney on 08/08/2025. The grant increases derivative holdings to 2,000 options, with the new tranche of 1,000 options exercisable immediately and carrying a $61.72 strike price. From an insider-trading perspective, there is no sale or exercise recorded here, so no immediate change to outstanding common shares is documented in this filing.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wei Xuan Kelly

(Last) (First) (Middle)

C/O NVE CORPORATION

11409 VALLEY VIEW ROAD

(Street)

EDEN PRAIRIE MN 55344

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NVE CORP /NEW/ [ NVEC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option	$61.72	08/07/2025		A		1,000(1)		08/07/2025	08/07/2035	Common Stock	1,000	$0	2,000	D

Explanation of Responses:

1. Option granted automatically on Ms. Wei's reelection to NVE's Board of Directors.

	/s/ Daniel Nelson, by power of attorney	08/08/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Form 4 for NVE Corp (NVEC) report?

The Form 4 reports an automatic grant of 1,000 non-qualified stock options to director Wei Xuan Kelly on 08/07/2025.

What is the exercise price and term of the options reported for NVEC?

The options have an exercise price of $61.72, are exercisable on 08/07/2025, and expire on 08/07/2035.

How many derivative securities does the reporting person own after the transaction?

Following the reported transaction the filing shows 2,000 derivative securities (options) beneficially owned, reported as direct ownership.

Why were the options granted to the reporting person?

The filing states the option was granted automatically upon Ms. Wei's reelection to NVE's Board of Directors.

When was the Form 4 signed and who signed it?

The Form 4 was signed on 08/08/2025 by Daniel Nelson by power of attorney for the reporting person.