01—Abstract
Summary
Summary of the 8-K filed March 19, 2021. Cited figures are marked; the original filing is the authoritative source.
NVIDIA Corporation (NVDA) filed an 8-K on March 18, 2021, detailing the adoption of its Variable Compensation Plan for Fiscal Year 2022.
This plan, approved by the Compensation Committee of the Board of Directors on March 15, 2021, outlines the framework for variable cash payments to eligible executive officers based on the achievement of specific corporate performance goals for Fiscal Year 2022 (ending January 30, 2022). The primary performance metric for this plan is the achievement of specified revenue targets for FY2022, with defined threshold, base operating plan, and stretch operating plan levels.
The document also provides details on the target award opportunities for named executive officers, including CEO Jen-Hsun Huang, CFO Colette M. Kress, and other key executives, expressed as a percentage of their base salary for achieving the base operating plan.
02—Key points
Key Highlights
- Adoption of the Variable Compensation Plan for Fiscal Year 2022 (FY22) by NVIDIA's Compensation Committee.
- Executive compensation for FY22 will be tied to achieving specific corporate performance goals.
- The primary performance metric for the FY22 Variable Compensation Plan is company revenue achievement.
- Performance goals are structured with threshold, base operating plan, and stretch operating plan levels.
- CEO Jen-Hsun Huang has a target award opportunity of $2,000,000, equivalent to 200% of his FY22 base salary, for achieving the base operating plan.
- Key executives like the CFO, EVP of Worldwide Field Operations, EVP of Operations, and EVP, General Counsel & Secretary also have defined target award opportunities.
- Participants must remain employed through the payment date to be eligible for awards, unless otherwise determined by the Compensation Committee.
03—Questions
Frequently Asked Questions
What is the main purpose of this 8-K filing?
The main purpose of this 8-K filing is to inform investors about the adoption of NVIDIA's Variable Compensation Plan for Fiscal Year 2022, which links executive bonuses to the company's financial performance, specifically revenue targets for the upcoming fiscal year.
What are the key performance metrics for executive compensation in FY2022?
The key performance metric for the Fiscal Year 2022 Variable Compensation Plan is the achievement of specified company revenue targets. These targets are set at threshold, base operating plan, and stretch operating plan levels.
How much can CEO Jen-Hsun Huang potentially earn under this plan?
For achieving the base operating plan level of performance in FY2022, CEO Jen-Hsun Huang has a target award opportunity of $2,000,000, which is 200% of his fiscal year 2022 base salary. Higher achievement levels could potentially result in greater compensation.
Are there any conditions for executives to receive their variable compensation?
Yes, generally, participants must remain employed by NVIDIA through the payment date of the award to be eligible to earn their variable cash compensation, unless the Compensation Committee decides otherwise.
04—Continue