8-KEarnings & ResultsSecurities & ListingOther Events+1

NVIDIA CORP 8-K Report, Financial Results (Sep 12, 2006)

Filed September 12, 2006For Securities:NVDA

Summary

NVIDIA Corporation (NVDA) filed an 8-K on September 12, 2006, reporting on its delayed Form 10-Q filing for the quarter ended July 30, 2006. Despite the administrative issues, the company announced record revenue for the second quarter of fiscal 2007, reaching $687.5 million, a 20% increase year-over-year, and also reported record revenue of $1.37 billion for the six months ended July 30, 2006. The filing also detailed ongoing voluntary reviews of the company's stock option practices by its Audit Committee, which have led to a preliminary conclusion of incorrect measurement dates for certain past stock option grants. This could result in additional non-cash stock-based compensation expenses. Separately, NVIDIA received a NASDAQ Staff Determination letter for non-compliance with listing requirements due to the delayed filing and will request a hearing, with shares remaining listed pending a decision.

Key Highlights

  • 1NVIDIA announced record Q2 FY2007 revenue of $687.5 million, a 20% increase compared to Q2 FY2006.
  • 2Six-month revenue for the period ended July 30, 2006, also hit a record $1.37 billion, up 18% year-over-year.
  • 3The company is delaying its Form 10-Q filing for the quarter ended July 30, 2006.
  • 4An ongoing review of stock option practices suggests incorrect measurement dates were used for past grants, potentially leading to additional non-cash stock-based compensation expenses.
  • 5The company received a NASDAQ notice for non-compliance with listing rules due to the delayed filing.
  • 6NVIDIA will request a hearing with the NASDAQ Listing Qualifications Panel, and its shares will remain listed pending the panel's decision.
  • 7The SEC staff has also requested information regarding NVIDIA's historical stock option practices.

Frequently Asked Questions

This 8-K filing is primarily to report NVIDIA's delayed filing of its Form 10-Q for the quarter ended July 30, 2006, and to provide updates on its financial performance and ongoing investigations into stock option practices.

NVIDIA reported record revenue for the second quarter of fiscal 2007 at $687.5 million, a 20% increase year-over-year. Six-month revenue was also a record at $1.37 billion, up 18% year-over-year.

An ongoing review by the Audit Committee preliminarily concluded that incorrect measurement dates were used for certain past stock option grants. This could lead to additional non-cash stock-based compensation expenses. The exact amount and impact are currently unknown as the review is ongoing.

NVIDIA received a notice from NASDAQ indicating non-compliance with continued listing requirements due to the delayed 10-Q filing. The company plans to request a hearing with the NASDAQ Listing Qualifications Panel. Pending the panel's decision, NVIDIA's stock will remain listed on the NASDAQ Global Select Stock Market.