NVDA 8-K: Smart Summary

NVIDIA Corporation disclosed the planned retirement of Executive Vice President Ajay K. Puri from his Worldwide Field Operations role, effective upon his successor's start date, and the appointment of Nicholas Parker as his successor, anticipated to commence employment on August 24, 2026.

• Executive Vice President, Worldwide Field Operations Nicholas Parker — age 55; appointed July 1, 2026, effective upon commencement of employment anticipated to be August 24, 2026; joining after 26 years at Microsoft Corporation; most recently served as Executive Vice President and Chief Business Officer of Microsoft's Worldwide Sales & Solutions organization (2025–2026), previously President, Industry & Partner Sales (2022–2025), and Vice President, Global Partner Solutions (2020–2022)

• Nicholas Parker — annual base salary of $1,000,000; sign-on bonus of $5,000,000; target annualized cash variable compensation of $1,500,000 under the Company's Fiscal 2027 Variable Compensation Plan, pro-rated for time worked in fiscal year 2027; new hire RSU grant with a target value of $35,000,000 vesting approximately over a four-year period per the Company's standard new hire vesting schedule; new hire multi-year performance-based RSU (MY PSU) grant with a target value of $5,000,000 eligible to vest based on the Company's total shareholder return relative to the S&P 500 Composite Index over a three-year period; RSUs and MY PSUs governed by the Company's Amended and Restated 2007 Equity Incentive Plan and applicable agreements; eligible to participate in Company benefit programs available to similarly situated employees; will enter into the Company's indemnity agreement covering certain expenses and other amounts incurred as a result of being made a party to certain actions, suits, proceedings and the like by reason of his position as an officer

• Executive Vice President, Worldwide Field Operations Ajay K. Puri — retiring after 21 years at NVIDIA; effective upon the employment commencement date of his successor; expected to remain with the Company in a senior advisory role to ensure a seamless transition; notified the Company on June 28, 2026