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NVIDIA CORPORATION
2015 ANNUAL REVIEW
NOTICE OF ANNUAL MEETING
PROXY STATEMENT AND FORM 10K

Table of contents

  • Page 1
    NVIDIA CORPORATION 2015 ANNUAL REVIEW NOTICE OF ANNUAL MEETING PROXY STATEMENT AND FORM 10-K

  • Page 2
    ... and is at the heart of our products and services. Our work opens up new universes to explore, enables amazing creativity and discovery, and powers what were once science fiction inventions like self-learning machines and self-driving cars. We serve markets where visual computing is essential and...

  • Page 3
    2015 ANNUAL REVIEW 1

  • Page 4
    ...PC gamers, is the world's largest gaming platform, with 200 million users. > Our share of the market for discrete GPUs hit a record 72 percent. > We formally launched...product marks a major step for NVIDIA, one it has been building toward for decades - to be a full service consumer electronics company...

  • Page 5
    2015 ANNUAL REVIEW 3

  • Page 6
    ... to digital, displays will increasingly be used as the interface for basic functions and the delivery of information. At the same time, the industry is working toward the self-driving car. > NVIDIA powers 8 million cars on the road today, a figure that will reach 25 million in five years. > We...

  • Page 7
    "With every mile it drives, every hour, the car will learn more and more." Ricky Hudi, Executive VP of Electronics Development, Audi 2015 ANNUAL REVIEW 5

  • Page 8
    ... in data centers. > GRID revenues doubled from the previous year. > NVIDIA Iray technology was incorporated into leading applications from Autodesk, Dassault Systèmes, Siemens PLM, and others. > In March 2015, VMware brought to market NVIDIA GRID vGPU in vSphere, and we launched the Quadro M6000...

  • Page 9
    "VMware, NVIDIA Revolutionizing Secure Cloud Desktop." CIO Magazine 2015 ANNUAL REVIEW 7

  • Page 10
    ...800 universities. More than 60,000 GPU-related research papers have been published to date. > Some of the world's largest and most innovative companies are using GPUs for deep learning applications, including Adobe, Alibaba, Baidu, Facebook, Flickr Yahoo!, Google, IBM, Microsoft, Nuance, and Twitter...

  • Page 11
    "Everyone in the deep learning business is using GPUs for training." Yann LeCun, Director of AI Research at Facebook 2015 ANNUAL REVIEW 9

  • Page 12
    ...TRANSFORMED OUR COMPANY We remain the world's leading PC graphics chip company. But we are now much more. We create software-rich visual computing products for PCs, data centers, and mobile devices. Our reinvention has allowed us to continue to grow despite the slowing PC market. THE YEAR IN REVIEW

  • Page 13
    ...billion and gross margins widening 60 basis points to 55.5 percent. GAAP EPS rose 51 percent to $1.12 a share. And we returned $1 billion to shareholders through dividends and stock repurchases. The successful execution of our strategies drove a year of progress: > We created new products that bring...

  • Page 14
    ... is revolutionizing the markets we serve. With our new business model, we can see a clear path to sustain our growth and are excited by the opportunity to build a company many times our current size. Most importantly, we are making important contributions to science, industry, customers, and our...

  • Page 15
    ... detailed from time to time in the reports NVIDIA files with the Securities and Exchange Commission, or SEC, including its Form 10-K for the fiscal period ended January 25, 2015. Copies of reports filed with the SEC are posted on the company's website and are available from NVIDIA without charge...

  • Page 16
    ... ANNUAL MEETING OF STOCKHOLDERS Date and time: Location: Wednesday, May 20, 2015 at 10:30 a.m. Pacific Daylight Time NVIDIA Headquarters, Building E 2800 Scott Boulevard, Santa Clara, California 95050 www.virtualshareholdermeeting.com/NVIDIA2015 Election of twelve directors nominated by the Board...

  • Page 17
    ... ...Board Meeting Information ...Committees of the Board of Directors...Director Compensation ...Review of Transactions with Related Persons...Security Ownership of Certain Beneficial Owners and Management...Proposal 2-Approval of Executive Compensation ...Executive Compensation ...Compensation...

  • Page 18
    ...Incentive Plan NVIDIA Corporation Amended and Restated 2012 Employee Stock Purchase Plan 2014 Annual Meeting of Stockholders 2015 Annual Meeting of Stockholders Audit Committee The Company's Board of Directors Compensation Committee Compensation Discussion and Analysis Chief Executive Officer NVIDIA...

  • Page 19
    ...and time: Location: Wednesday, May 20, 2015 at 10:30 a.m. Pacific Daylight Time NVIDIA Headquarters, Building E 2800 Scott Boulevard, Santa Clara, California 95050 (See directions on the last page of the proxy statement) Virtual meeting: Record date: You may also vote at the meeting via the Internet...

  • Page 20
    ... 2015 1998 1993 2013 1993 2015 1994 2005 1997 2008 ** Independent Consultant Managing Director, Sutter Hill Ventures Dean, School of Engineering, Stanford University Managing Director, Sutter Hill Ventures President & CEO, NVIDIA Corporation Chief Marketing Officer, National Football League Managing...

  • Page 21
    ... value. The Board has adopted a policy of providing for annual say on pay votes. Executive Compensation Highlights At our 2014 Annual Meeting, nearly 98% of the votes cast on our say-on-pay proposal were in support of the compensation paid to our executive officers for Fiscal 2014. Consistent with...

  • Page 22
    ...internal comparisons among the executive officers when making compensation determinations Have three or more independent non-employee directors serve on the CC, which engages an independent consultant to provide advice and counsel on market trends, executive pay practices and regulatory developments...

  • Page 23
    ... common stock outstanding and entitled to vote, meaning that 276,585,792 shares must be represented in person or by proxy to have a quorum. A list of stockholders entitled to vote at the 2015 Annual Meeting will be available at our headquarters, 2701 San Tomas Expressway, Santa Clara, California for...

  • Page 24
    ... 2015 Annual Meeting in any of the following ways Attend the 2015 Annual Meeting and vote in person; Submit another properly completed proxy card with a later date; Send a written notice that you are revoking your proxy to NVIDIA Corporation, 2701 San Tomas Expressway, Santa Clara, California 95050...

  • Page 25
    ... (electronically or in print), or to request receipt of a separate set of documents to a household, contact our Investor Relations Department (through our website at www.nvidia.com, with an electronic mail message to [email protected] or by mail at 2701 San Tomas Expressway, Santa Clara, California...

  • Page 26
    ... to beneficial owners. 2016 Annual Meeting Stockholder Proposals To be considered for inclusion in next year's proxy materials, your proposal must be submitted in writing by December 11, 2015 to NVIDIA Corporation, 2701 San Tomas Expressway, Santa Clara, California 95050, Attention: Secretary and...

  • Page 27
    ...Director, Sutter Hill Ventures Dean, School of Engineering, Stanford University Managing Director, Sutter Hill Ventures President & CEO, NVIDIA Corporation Chief Marketing Officer, National Football League Managing Partner, Square Wave Ventures Chairman & Managing Director, Makena Capital Management...

  • Page 28
    ... as chief executive officer and a board member of Alias Research, Inc., a publicly traded 3D software company, until its acquisition by SGI; and resumed executive positions at SGI during 1996. Mr. Burgess serves on the board of Adobe and several privately-held companies. He was a director of IMRIS...

  • Page 29
    ... experience as an investor gives the Board an understanding of the methods by which companies can increase value for their stockholders. Jen-Hsun Huang co-founded NVIDIA in 1993 and has since served as president, chief executive officer, and a member of the board of directors. Mr. Huang held...

  • Page 30
    ...as an investor gives the Board an understanding of the methods by which companies can increase value for their stockholders. Michael G. McCaffery is the Chairman and a Managing Director of Makena Capital Management, an investment management firm. From December 2005 to December 2013, he was the Chief...

  • Page 31
    ... expert" within the meaning of SEC rules. Mark L. Perry has been an advisor to Third Rock Ventures, a venture capital firm, since 2012 and is a member of the boards of directors of several private companies. He served from 2007 to 2011 as president and chief executive officer of Aerovance, Inc...

  • Page 32
    ...the technical staff at Hughes Aircraft Co. He served from 2006 to 2012 as a member of the board of directors of Alpha and Omega Semiconductor Limited. He is a Trustee of the University of Southern California and a part-time lecturer at the Stanford University Graduate School of Business. Mr. Stevens...

  • Page 33
    ... NASDAQ listing standards. In addition, all current members of the AC are "audit committee financial experts" under SEC rules. Board Leadership Structure Our Bylaws and Corporate Governance Policies permit the roles of chairman of the board and chief executive officer to be filled by the same or...

  • Page 34
    ..., board meetings and involvement of senior management, chief executive officer performance evaluation, and board committees and compensation. Our Corporate Governance Policies may be viewed under Corporate Governance in the Investor Relations section of our website at www.nvidia.com. Executive...

  • Page 35
    ... Team Code of Conduct that applies to our executive officers, directors and members of our finance, accounting and treasury departments. The Code of Conduct and the Financial Team Code of Conduct are available under Corporate Governance in the Investor Relations section of our website at www.nvidia...

  • Page 36
    ...review our Code of Conduct and related policies to ensure that they provide clear guidance to our directors, executives and employees. Corporate Hotline We have established an independent corporate hotline to allow any employee to confidentially and anonymously lodge a complaint about any accounting...

  • Page 37
    ... Information The Board met five times during Fiscal 2015, and held a two day meeting, during which the Board discussed the strategic direction of NVIDIA, explored and discussed new business opportunities and the product roadmap, and addressed challenges facing NVIDIA. We expect each Board member...

  • Page 38
    ...Board members; Reviews and approves the compensation and other terms of employment of our CEO and other executive officers; Reviews and approves corporate performance goals and objectives relevant to the compensation of our executive officers and other senior management; Reviews and approves written...

  • Page 39
    ... form of compensation to be paid to our non-employee directors for the year starting on the date of our 2014 Annual Meeting, the CC consulted with Exequity and reviewed peer data from the executive peer group approved by the CC for Fiscal 2014. The CC subsequently recommended, and the Board approved...

  • Page 40
    ...in the event that an acquiring company does not assume or substitute for such outstanding stock awards. Fiscal 2015 Compensation The following table provides information regarding Fiscal 2015 compensation for non-employee directors, and the number of RSUs and stock options held by them as of January...

  • Page 41
    ... of compensation for their service on the Board and committees (a) a stock option to purchase 19,532 shares with an exercise price of $18.82 per share, which was the closing price of our common stock as reported by NASDAQ on May 27, 2014, and (b) an RSU grant for 6,104 shares. The grant date fair...

  • Page 42
    ...of the terms of the 1998 Plan and the 2007 Plan, related to a change-in-control of NVIDIA. We have granted stock options and RSUs to our non-employee directors, and stock options, RSUs and PSUs to our executive officers. See the section above titled Director Compensation and the section below titled...

  • Page 43
    Security Ownership of Certain Beneficial Owners and Management The following table sets forth information as of January 25, 2015 as to shares of our common stock beneficially owned by each of our directors, each of the executive officers named in the Summary Compensation Table, all of our directors ...

  • Page 44
    ... by all directors and executive officers listed in this beneficial ownership table. This information is based solely on a Schedule 13G/A, dated February 13, 2015, filed with the SEC on February 13, 2015 by FMR LLC, or FMR, reporting its beneficial ownership as of December 31, 2014. The Schedule 13G...

  • Page 45
    ...is located at 245 Summer Street, Boston, Massachusetts 02210. (14) This information is based solely on a Schedule 13G/A, dated February 9, 2015, filed with the SEC on February 10, 2015 by The Vanguard Group, Inc., or Vanguard, reporting its beneficial ownership as of December 31, 2014. The Schedule...

  • Page 46
    ... requires the vote of the holders of a majority of the shares present in person or represented by proxy and entitled to vote at the 2015 Annual Meeting. Recommendation of the Board The Board recommends that you vote FOR the approval of the compensation of our NEOs because, as discussed in these...

  • Page 47
    ... We Determine Executive Compensation ...Compensation Actions for Fiscal 2015 ...Additional Executive Compensation Practices, Policies and Procedures...Page 30 31 32 32 34 35 37 39 43 Introduction and Compensation Philosophy This section explains our executive compensation program as it relates to...

  • Page 48
    ...internal comparisons among the executive officers when making compensation determinations Have three or more independent non-employee directors serve on the CC, which engages an independent consultant to provide advice and counsel on market trends, executive pay practices and regulatory developments...

  • Page 49
    ... compensation philosophy, as well as our compensation policies and decisions. Our CC also considered the feedback that our management received when meeting with the corporate governance departments of our large stockholders in Fall 2013 (in advance of making compensation decisions for Fiscal 2015...

  • Page 50
    ...no longer earn a payout under our Variable Cash Plan if the Company does not meet its key financial and operational performance goals. • We increased emphasis on equity compensation as a percentage of total target pay In Fiscal 2014, 33% of our CEO's total target pay was in the form of cash and 67...

  • Page 51
    ... results by giving them increased opportunity for reward upon financial, operational and stock price performance achievements Achieve greater alignment of our NEOs' interests with those of our stockholders Granting PSUs and RSUs is consistent with pay practices at our peers, helps us manage dilution...

  • Page 52
    ...based on Non-GAAP Operating Income as we report in our earnings release materials, which reflects adjustments to operating income to exclude certain items, including stock-based compensation and acquisition-related costs. Given that Fiscal 2015 was the first year that the Company granted PSUs to all...

  • Page 53
    ... 2014 actual Non-GAAP Operating Income of $664 million. The Fiscal 2015 Target goal, in line with the annual operating plan approved by the Board at the beginning of Fiscal 2015, included budgeted investments in our future growth businesses and a probable range of revenue that took into account...

  • Page 54
    ... relating to executive and non-employee director compensation. Exequity took its direction from our CC Chairman and interacted with management (our CEO and legal and human resources departments), as needed, to understand management proposals and financial objectives and to obtain compensation data...

  • Page 55
    ...Companies and Market Compensation Data In late Fiscal 2014, Exequity and our human resources department recommended, and our CC approved, our peer companies for Fiscal 2015 which are companies that (i) we generally think we compete with for executive talent, (ii) have an established business, market...

  • Page 56
    ...Target Compensation Approach In making Fiscal 2015 compensation decisions, for each NEO our CC reviewed the total target cash opportunity (base salary plus variable cash compensation), target equity compensation opportunity and total target pay for similarly situated executives of our peer companies...

  • Page 57
    ... NEO: Jen-Hsun Huang - President, Chief Executive Officer, Co-founder and Director Fiscal 2014 Pay ($) Target Cash Compensation ...Base Salary ...Target Variable Cash Compensation ...Target Equity Compensation (3) ...Target Total Compensation ..._____ (1) Fiscal 2015 Pay ($) 1,700,000 1,000,000...

  • Page 58
    Colette M. Kress - Executive Vice President and Chief Financial Officer Fiscal 2014 Pay ($) Target Cash Compensation (1) ...Base Salary ...Target Variable Cash Compensation ...Target Equity Compensation (5) ...Target Total Compensation ...1,050,000 500,000 550,000 - - (6) Fiscal 2015 Pay ($) 1,050,...

  • Page 59
    ...(5) David M. Shannon - Executive Vice President, Chief Administrative Officer and Secretary Fiscal 2014 Pay ($) Target Cash Compensation ...Base Salary...Target Variable Cash Compensation ...Target Equity Compensation (3) ...Target Total Compensation ..._____ (1) Fiscal 2015 Pay ($) 1,000,000 800...

  • Page 60
    ...reporting requirement under the federal securities laws, or a Restatement, and if the Board or a committee of independent directors concludes that our CEO, CFO or any other officer or employee received a variable compensation payment that would not have been payable if the original interim or annual...

  • Page 61
    ... under the Internal Revenue Code. Our CC intends to continue to compensate our NEOs in a manner consistent with the best interests of NVIDIA and our stockholders. Our CC also considers the impact of Section 409A of the Internal Revenue Code, and in general, our executive plans and programs are...

  • Page 62
    ... plan approved by the full board each year; We have a compensation recovery policy applicable to all employees that allows NVIDIA to recover compensation paid in situations of fraud or material financial misconduct; All executive officer equity awards have multi-year vesting; We have stock ownership...

  • Page 63
    ... and Trademark Office, or PTO. Awards are made to all NVIDIA employees whose patents are filed by NVIDIA with the PTO. Ms. Kress joined NVIDIA as our Executive Vice President and Chief Financial Officer in September 2013. Represents a sign-on bonus paid in Fiscal 2014 that was earned in Fiscal 2015...

  • Page 64
    ...is provided for each grant of an award made to an NEO. The information in this table supplements the dollar value of stock options and other awards set forth in the Summary Compensation Table for Fiscal Years 2015, 2014 and 2013 by providing additional details about the awards. The PSUs and RSUs set...

  • Page 65
    ... and Mses. Kress and Shoquist in the first quarter of Fiscal 2015 pursuant to the 2007 Plan. The CC approved these grants on March 12, 2014 for grant on March 19, 2014, the same day that semi-annual grants were made to all of our other eligible employees. Represents RSUs granted to Messrs. Puri and...

  • Page 66
    ... as of January 25, 2015 The following table presents information regarding outstanding equity awards held by our NEOs as of January 25, 2015. As of January 25, 2015, none of our NEOs held unearned equity incentive or stock awards. Option Awards Number of Securities Underlying Unexercised Options...

  • Page 67
    ...of RSUs by the closing price ($20.71) of NVIDIA's common stock on January 23, 2015, the last trading day before the end of our Fiscal 2015, as reported by NASDAQ. In connection with the settlement of the stockholder derivative lawsuits relating to our historical stock option practices, effective May...

  • Page 68
    ... vested as to 25% of the shares on September 21, 2012, and vests as to the remaining 75% in equal quarterly installments over the next three years such that the option will be fully vested on September 21, 2015. The option vested as to 25% of the shares on March 21, 2013, and vests as to the...

  • Page 69
    ... difference between the exercise price per share of the stock option and the closing price of the shares of our common stock as reported by NASDAQ on the date of exercise. The number of shares acquired on vesting includes an aggregate of 15,005 shares that were withheld to pay taxes due upon vesting...

  • Page 70
    ... Arrangements Employment Agreements. Our executive officers are "at-will" employees and we do not have employment, severance or change-in-control agreements with our executive officers. Change-in-Control Arrangements. Our 1998 Plan provides that if we sell all or substantially all of our assets, or...

  • Page 71
    ... between the $20.71 closing price of our common stock on January 23, 2015, the last trading day of Fiscal 2015, as reported by NASDAQ, and the exercise price of the option. The estimated benefit amount of unvested RSUs and unvested PSUs was calculated by multiplying the number of RSUs or PSUs held...

  • Page 72
    ... executive officers serve as a director or member of a compensation committee of any entity that has one or more executive officers serving as a member of our Board or CC. Compensation Committee Report The Compensation Committee of the Board of Directors oversees the compensation programs of NVIDIA...

  • Page 73
    ... quarterly financial statements and annual report, reviews of SEC registration statements and related consents, fees related to statutory audits of some of our international entities and comfort letter fees related to the convertible note offering completed in Fiscal 2014. Tax fees consisted of fees...

  • Page 74
    ... for fiscal years 2015 and 2014 described above were pre-approved by the AC or the Chairman of the AC through the authority granted to him ...public accounting firm. The policy generally permits pre-approvals of specified permissible services in the defined categories of audit services, audit-related...

  • Page 75
    ... the activities of management or the independent registered public accounting firm. The Audit Committee does not plan or conduct audits, determine that our financial statements are complete and accurate and in accordance with GAAP or assess our internal control over financial reporting. The Audit...

  • Page 76
    ... Committee recommended to the Board of Directors that the audited consolidated financial statements be included in the Annual Report on Form 10-K of NVIDIA for the fiscal year ended January 25, 2015. AUDIT COMMITTEE Mark L. Perry, Chairman Harvey C. Jones William J. Miller A. Brooke Seawell 59

  • Page 77
    ... Plan Information The number of shares issuable upon exercise of outstanding stock options, RSUs and PSUs, the weighted-average exercise price of outstanding stock options, and the number of stock awards remaining for future issuance under each of our equity compensation plans as of January 25, 2015...

  • Page 78
    ... 2007. The 1999 Plan was terminated upon completion of PortalPlayer's initial public offering of common stock in 2004. Each option we assumed in connection with our acquisition of PortalPlayer has been converted into the right to purchase that number of shares of NVIDIA common stock determined by...

  • Page 79
    ..., 2015 TO: INVESTOR RELATIONS, NVIDIA CORPORATION, 2701 SAN TOMAS EXPRESSWAY, SANTA CLARA, CALIFORNIA 95050. WE WILL ALSO FURNISH A COPY OF ANY EXHIBIT TO THE ANNUAL REPORT ON FORM 10-K IF SPECIFICALLY REQUESTED IN WRITING. NVIDIA and the NVIDIA logo are either registered trademarks or trademarks of...

  • Page 80
    ... Boulevard 2800 Scott Boulevard is the first office building on the left Turn left into 2800 Scott Boulevard FROM INTERSTATE 280 Take the Saratoga Ave/Saratoga Exit towards Santa Clara Stay on Saratoga Avenue for about 1 mile Turn left onto San Tomas Expressway and drive for approximately 3 miles to...

  • Page 81
    ... San Tomas Expressway Santa Clara, California 95050 (408) 486-2000 (Address, including zip code, and telephone number, including area code, of principal executive offices) Securities registered pursuant to Section 12(b) of the Act: Title of each class Common Stock, $0.001 par value per share Name...

  • Page 82
    ... 14. Directors, Executive Officers and Corporate Governance...Executive Compensation ...Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Certain Relationships and Related Transactions, and Director Independence ...Principal Accounting Fees and Services...

  • Page 83
    ...releases, SEC filings and public conference calls and webcasts. This list may be updated from time to time. The information we post through these channels is not a part of this annual report on Form 10-K. These channels may be updated from time to time on NVIDIA's investor relations website. Forward...

  • Page 84
    ...and global oil exploration. GPUs, the engines of visual computing, are among the world's most complex processors. Our GPU product brands aimed at specialized markets include GeForce for gamers; Quadro for designers; Tesla for researchers, deep learning and big-data analysts; and GRID for cloud-based...

  • Page 85
    ... devices. Enterprise We serve the Enterprise market by working closely with independent software vendors to optimize their offerings for NVIDIA GPUs. Our visual computing solutions enhance productivity for critical parts of the workflow of such major industries as automotive, media and entertainment...

  • Page 86
    ... from companies such as VMware, Inc. and Citrix Systems, Inc., which are significantly improved by NVIDIA GRID hardware and software • NVIDIA brands for this market are Quadro GPUs for workstations and GRID for virtualizing enterprise graphics. Quadro GPUs enhance the productivity of designers...

  • Page 87
    ...price and timing of new products. Members of our sales team have a high level of technical expertise and product and industry knowledge to support the competitive and complex design win process. We also employ a highly skilled team of application engineers to assist our Channel in designing, testing...

  • Page 88
    ... used in the production of our products. As a result, we can focus our resources on product design, additional quality assurance, marketing and customer support. We utilize industry-leading suppliers, such as Taiwan Semiconductor Manufacturing Company Limited and Samsung Electronics Co. Ltd, to...

  • Page 89
    ... of fiscal year 2014. We believe that these balances and our anticipated cash flows from operations will be sufficient to meet our operating, acquisition, capital purchases and intended capital return to shareholders needs for at least the next twelve months. Research and Development We believe that...

  • Page 90
    ... enter into such license agreements. Employees As of January 25, 2015, we had 9,228 employees, 6,658 of whom were engaged in research and development and 2,570 of whom were engaged in sales, marketing, operations and administrative positions. Environmental Regulatory Compliance To date, we have not...

  • Page 91
    ... Vice President, Worldwide Field Operations Executive Vice President, Chief Administrative Officer and Secretary Executive Vice President, Operations Jen-Hsun Huang co-founded NVIDIA in April 1993 and has served as its President, Chief Executive Officer and a member of the Board of Directors since...

  • Page 92
    ...through our web site, http://www.nvidia.com, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission, or the SEC. Our web site and the information on it or connected to it are not a part of this Annual Report on Form...

  • Page 93
    ... warranty, support and repair or replacement costs, cause us to lose market share, and divert the attention of our engineering personnel from our product development efforts to find and correct the issue. In addition, an error or defect in new products or releases or related software drivers...

  • Page 94
    ... results, stock price and reputation. We depend on third parties and their technology to manufacture, assemble, test and/or package our products, which reduces our control over product quantity and quality, development, enhancement and product delivery schedule and could harm our business. We...

  • Page 95
    ... expenditures and recovery time in order to fully resume operations. Our corporate headquarters, and a portion of our research and development activities, are located in California, and other critical business operations and some of our suppliers are located in Asia, near major earthquake faults...

  • Page 96
    ... our gross margin. Our gross margin for any period depends on a number of factors, including the mix of our products sold, average selling prices, introduction of new products, product transitions, sales discounts, pricing actions by our competitors, the cost of product components and the yield of...

  • Page 97
    ...on a timely basis, or at all, our customer relationships could be damaged, we could lose revenue and market share and our reputation could be damaged. We are subject to risks and uncertainties associated with international operations which may harm our business. We conduct our business worldwide and...

  • Page 98
    ...or strategic benefits of business acquisitions or strategic investments and we may not be able to successfully integrate acquisition targets, which could hurt our ability to grow our business, develop new products or sell our products. We have in the past and intend to continue to acquire and invest...

  • Page 99
    ... the expectations of securities analysts or investors, our stock price could decline. Our operating results have in the past fluctuated and may in the future continue to fluctuate due to numerous factors. For example, our operating expenses represent a significant portion of total revenue and are...

  • Page 100
    ...of defective products; unexpected inventory write-downs or write-offs; legal and other costs related to defending intellectual property and other types of lawsuits; availability of software and technology licenses at commercially reasonable terms for the continued sale or development of new products...

  • Page 101
    ... to develop and sell graphics chips and to license certain technology to Microsoft and its licensees for use in the Xbox. Under the agreement, if an individual or corporation makes an offer to purchase shares equal to or greater than 30% of the outstanding shares of our common stock, Microsoft may...

  • Page 102
    ... in Santa Clara. Outside of Santa Clara, we lease space in Austin, Texas and a number of regional facilities in other U.S. locations, which are used as research and development centers and/or sales and administrative offices. Outside of the United States, we own a building in Hyderabad, India, which...

  • Page 103
    ... on November 7, 2013 by 13% to a quarterly dividend of $0.085 per share, or $0.34 per share on an annual basis. In fiscal years 2015 and 2014, we paid $186.5 million and $181.3 million, respectively, in cash dividends to our common shareholders. Our cash dividend program and the payment of future...

  • Page 104
    ... presents details of our share repurchase transactions during the three months ended January 25, 2015 (in millions, except per share amounts): Total Number of Shares Purchased - 0.2 - 0.2 Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs - 0.2 - 0.2 Approximate Dollar...

  • Page 105
    ... Trademark Holdings LLC. © 2015 S&P Dow Jones Indices LLC, its affiliates and/or its licensors. All rights reserved. 1/31/2010 NVIDIA Corporation ...$ S&P 500 ...$ S&P Semiconductors ...$ 100.00 100.00 100.00 $ $ $ 1/30/2011 154.39 122.18 130.50 $ $ $ 1/29/2012 96.88 127.34 138.76 $ $ $ 1/27/2013...

  • Page 106
    ... ten years ended January 25, 2015. The graph assumes that $100 was invested on January 30, 2005 in our common stock and in each of the S&P 500 Index and the S&P Semiconductors Index. Total return assumes reinvestment of dividends in each of the indices indicated. Total return is based on historical...

  • Page 107
    ... 588,684 January 25, 2015 (C) Consolidated Balance Sheet Data: Cash, cash equivalents and marketable securities ...Total assets...Long-term debt ...Capital lease obligations, less current portion...Total shareholders' equity...Cash dividends declared and paid per common share...$ 4,623,339 $ 7,201...

  • Page 108
    ... Data", our Consolidated Financial Statements and related Notes thereto, as well as other cautionary statements and risks described elsewhere in this Annual Report on Form 10-K, before deciding to purchase, hold or sell shares of our common stock. Overview Our Company and Our Businesses NVIDIA...

  • Page 109
    ... shipping various new models with infotainment systems powered by NVIDIA, including the BMW i8 and i3, the Volkswagen Golf and Passat, and the Honda Civic, Civic Tourer and CR-V. Capital Return to Shareholders During fiscal year 2015, we repurchased 44.4 million shares of our common stock for $813...

  • Page 110
    ... has reviewed our disclosures relating to our critical accounting policies and estimates in this Annual Report on Form 10-K. Revenue Recognition Product Revenue We recognize revenue from product sales when persuasive evidence of an arrangement exists, the product has been delivered, the price is...

  • Page 111
    ... sales return allowances are required to properly reflect our estimated exposure for product returns. License and Development Revenue For license arrangements that require significant customization of our intellectual property components, we generally recognize the related revenue over the period...

  • Page 112
    ...to reduce our inventory purchase commitments in a timely manner in response to customer cancellations or deferrals. Charges to cost of sales for inventory provisions totaled $59.4 million, $50.1 million and $89.9 million for fiscal years 2015, 2014 and 2013, unfavorably impacting our gross margin by...

  • Page 113
    ... the fair value of the Tegra reporting unit include, but are not limited to, assumptions around future revenue growth rates, gross margins, operating expense investment levels, overall market growth rates, our market share of the overall market, and the appropriate discount rates to apply to future...

  • Page 114
    ... active exchange markets involving identical assets. Our availablefor-sale securities are classified as having Level 2 inputs. Our Level 2 assets are valued utilizing a market approach where the market prices of similar assets are provided by a variety of independent industry standard data providers...

  • Page 115
    ... the closing trading price of our common stock on the date of grant, minus a dividend yield discount, as the fair value of awards of RSUs and PSUs. The compensation expense for RSUs is recognized using a straight-line attribution method over the requisite employee service period, while compensation...

  • Page 116
    ... of total revenue for both fiscal years 2015 and 2014, and 74% of total revenue for fiscal year 2013. Revenue by geographic region is allocated to individual countries based on the location to which the products are initially billed even if the revenue is attributable to end customers in a different...

  • Page 117
    ... purchases, final test yield fallout, inventory and warranty provisions and shipping costs. Cost of revenue also includes development costs for license and service arrangements and stock-based compensation related to personnel associated with manufacturing. Gross margin is the percentage of gross...

  • Page 118
    ..., engineering development expenses increased by $23.2 million, primarily related to the ramp up of Tegra products. Sales, General and Administrative Sales, general and administrative expenses increased by 10% in fiscal year 2015 compared to fiscal year 2014. Compensation and benefits increased...

  • Page 119
    ... and debt discount amortization related to the convertible notes we issued in December 2013. Other Income and Expense Other income and expense primarily consists of realized gains and losses from the sale of marketable securities, sales or impairments of investments in non-affiliated companies, and...

  • Page 120
    ...employee stock plans. Concurrent with the convertible note offering, we used net proceeds of $108.0 million to fund the related note hedge and warrant transactions. During fiscal year 2014, we also used $887.3 million to repurchase shares of our common stock and paid $181.3 million of cash dividends...

  • Page 121
    ...Part IV, Item 15 of this Annual Report on Form 10-K for additional information. As of January 25, 2015 and January 26, 2014, we had $4.62 billion and $4.67 billion, respectively, in cash, cash equivalents and marketable securities. Our investment policy requires the purchase of high grade investment...

  • Page 122
    ...that we would pay our next quarterly cash dividend of $0.085 per share on March 19, 2015, to all shareholders of record on February 26, 2015. Our cash dividend program and the payment of future cash dividends under that program are subject to continued capital availability and our Board's continuing...

  • Page 123
    ...15 of this Annual Report on Form 10-K. Includes facilities leases as well as non-cancelable obligations under certain software licensing arrangements in the operating lease category. Represents unrecognized tax benefits of $121.0 million which consists of $106.6 million plus the related interest and...

  • Page 124
    ...) included in determining net income for fiscal years 2015, 2014 and 2013 was $0.5 million, $4.7 million and $(1.5) million, respectively. Sales and arrangements with third-party manufacturers provide for pricing and payment in United States dollars, and, therefore, are not subject to exchange rate...

  • Page 125
    ..., our internal control over financial reporting. Inherent Limitations on Effectiveness of Controls Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls, will prevent all error and all...

  • Page 126
    ...text of our "Code" and "Financial Team Code" are published on the Investor Relations portion of our web site, under Corporate Governance, at www.nvidia.com. The contents of our website are not a part of this Annual Report on Form 10-K. ITEM 11. EXECUTIVE COMPENSATION The information required by this...

  • Page 127
    ...the section entitled "Security Ownership of Certain Beneficial Owners and Management" in our 2015 Proxy Statement. Equity Compensation Plan Information Information regarding our equity compensation plans, including both shareholder approved plans and non-shareholder approved plans, will be contained...

  • Page 128
    ..., FINANCIAL STATEMENT SCHEDULE Page (a) 1. Consolidated Financial Statements Report of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP...Consolidated Statements of Income for the years ended January 25, 2015, January 26, 2014 and January 27, 2013...Consolidated Statements...

  • Page 129
    ...the financial statement schedule, and on the Company's internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform...

  • Page 130
    ..., except per share data) Year Ended January 26, 2014 $ 4,130,162 1,862,399 2,267,763 1,335,834 435,702 1,771,536 496,227 17,119 10,443 7,351 510,254 70,264 439,990 January 25, 2015 Revenue ...$ Cost of revenue ...Gross profit ...Operating expenses: Research and development...Sales, general and...

  • Page 131
    ... for net realized gains on availablefor-sale securities included in net income, net of taxes of $51, $834 and $178 in fiscal years 2015, 2014 and 2013, respectively Other comprehensive income (loss)...Total comprehensive income ...$ 630,587 January 27, 2013 562,536 3,061 (3,555) (303) (94...

  • Page 132
    ... CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except per share data) January 25, 2015 ASSETS Current assets: Cash and cash equivalents ...$ Marketable securities ...Accounts receivable, less allowances of $16,982 as of January 25, 2015 and $14,959 as of January 26, 2014...

  • Page 133
    ... stock from stock plans ...Tax withholding related to vesting of restricted stock units Share repurchase...Discount on convertible notes .. Purchase of convertible note hedges ...Proceeds from the sale of common stock warrants ...Deferred tax asset associated with convertible notes...Cash dividends...

  • Page 134
    ...Purchase of convertible note hedges ...Proceeds from the sale of common stock warrants ...Proceeds from issuance of common stock under employee stock plans ...Payments related to repurchases of common stock...Dividends paid...Tax benefit from stock-based compensation...Payments under capital lease...

  • Page 135
    ...paid for interest on capital lease obligations ...$ Non-cash investing and financing activities: Change in unrealized gains (losses) from marketable securities ...$ Assets acquired by assuming related liabilities...$ Goodwill adjustment related to previously acquired business...$ 2,967 9,605 (25,000...

  • Page 136
    ... during the reporting period. Actual results could differ from those estimates. On an ongoing basis, we evaluate our estimates, including those related to revenue recognition, inventories, income taxes, goodwill, cash equivalents and marketable securities, stock-based compensation, and litigation...

  • Page 137
    ... sales return allowances are required to properly reflect our estimated exposure for product returns. License and Development Revenue For license arrangements that require significant customization of our intellectual property components, we generally recognize the related revenue over the period...

  • Page 138
    ... method over the requisite employee service period. We use the closing trading price of our common stock on the date of grant, minus a dividend yield discount, as the fair value of awards of restricted stock units, or RSUs, and performance stock units, or PSUs. The compensation expense for the RSUs...

  • Page 139
    ... tax benefit during the period. Our deferred tax assets do not include the excess tax benefit related to stock-based compensation that are a component of our federal and state net operating loss and research tax credit carryforwards in the amount of $411.9 million as of January 25, 2015. Consistent...

  • Page 140
    ... with maturities of greater than three months when purchased. We generally classify our marketable securities at the date of acquisition as available-for-sale. These securities are reported at fair value with the related unrealized gains and losses included in accumulated other comprehensive...

  • Page 141
    ...diversification of asset type and includes certain limits on our portfolio duration. All marketable securities are held in our name, managed by several investment managers and held by one major financial institution under a custodial arrangement. Accounts receivable from significant customers, those...

  • Page 142
    ... Financial Statements for additional information. Intangible Assets Intangible assets primarily represent rights acquired under technology licenses, patents, acquired intellectual property, trademarks and customer relationships and are subject to an annual impairment test. We currently amortize our...

  • Page 143
    ...January 26, 2014 (In thousands) $ 10,688 82,940 42,667 $ 136,295 January 25, 2015 Cost of revenue ...$ Research and development ...Sales, general and administrative ...Total...$ 12,022 88,355 57,464 157,841 January 27, 2013 $ 10,490 82,157 44,015 136,662 $ Stock-based compensation capitalized in...

  • Page 144
    .... January 25, 2015 Aggregated unearned stock-based compensation expense ...$ Estimated weighted average amortization period Stock Options ...RSUs and PSUs...ESPP...Valuation Assumptions We use the closing trading price of our common stock on the date of grant, minus a dividend yield discount, as the...

  • Page 145
    ... the NVIDIA Corporation 2007 Equity Incentive Plan, or the 2007 Plan. The 2007 Plan was amended and restated in 2012, 2013 and 2014, or the Restated 2007 Plan. The Restated 2007 Plan authorizes the issuance of incentive stock options, non-statutory stock options, restricted stock, restricted stock...

  • Page 146
    ... 52,448,068 shares for future issuance under the Restated 2012 Plan. The Restated 2012 Plan is intended to qualify as an "employee stock purchase plan" under Section 423 of the Internal Revenue Code. Under the current offerings adopted pursuant to the Restated 2012 Plan, each offering period is 24...

  • Page 147
    ... quarter of fiscal year 2015 to our CEO and senior management as approved by our Compensation Committee. As of January 25, 2015 and January 26, 2014, there were 24.5 million and 24.7 million shares of common stock reserved for future issuance under our equity incentive plans. The total intrinsic...

  • Page 148
    ... year 2002, we completed the purchase of certain assets from 3dfx Interactive, Inc., or 3dfx, for an aggregate purchase price of $74.2 million. On December 15, 2000, NVIDIA Corporation and one of our indirect subsidiaries entered into an Asset Purchase Agreement, or the APA, which closed on April 18...

  • Page 149
    ... fees, and $25.0 million related to the satisfaction of debts and liabilities owed to the general unsecured creditors of 3dfx. Accordingly, during the three month period ended October 30, 2005, we recorded $5.6 million as a charge to settlement costs and $25.0 million as additional purchase price...

  • Page 150
    NVIDIA CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) we perform either a qualitative or a quantitative analysis on a reporting unit basis. We utilized a quantitative analysis to complete our most recent annual impairment test during the fourth quarter of ...

  • Page 151
    ...marketable securities at January 25, 2015 and January 26, 2014: January 25, 2015 Unrealized Unrealized Gain Loss $ Amortized Cost Corporate debt securities...$ 2,184,925 Debt securities of United States government agencies ...749,630 Debt securities issued by United States Treasury ...533,673 Asset...

  • Page 152
    ...included general market conditions, the duration and extent to which fair value is below cost, and our intent and ability to hold an investment for a sufficient period of time to allow for recovery in value. We also consider specific adverse conditions related to the financial health of and business...

  • Page 153
    ... assets. Our availablefor-sale securities are classified as having Level 2 inputs. Our Level 2 assets are valued utilizing a market approach where the market prices of similar assets are provided by a variety of independent industry standard data providers to our investment custodian. We review...

  • Page 154
    ...: Fair Value Measurement at Reporting Date Using Quoted Prices in Significant Active Markets Other for Identical Observable Assets Inputs January 25, 2015 Debt securities of United States government agencies (1)...$ Corporate debt securities (2) ...Mortgage backed securities issued by United States...

  • Page 155
    ...,765 January 26, 2014 (In thousands) $ January 25, 2015 Property and Equipment: Land ...$ Building ...Test equipment...Software and licenses ...Leasehold improvements ...Computer equipment ...Office furniture and equipment...Capital leases ...Construction in process...Total property and equipment...

  • Page 156
    NVIDIA CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued) January 25, 2015 Accrued Liabilities: Deferred revenue (1) ...$ Customer related liabilities (2)...Accrued payroll and related expenses...Professional service fees ...Facilities related liabilities ......

  • Page 157
    ... We record a reduction to revenue for estimated product returns at the time revenue is recognized primarily based on historical return rates. Cost of revenue includes the estimated cost of product warranties. Under limited circumstances, we may offer an extended limited warranty to customers for...

  • Page 158
    ... reported sale price of our common stock and the conversion rate on each such trading day; or (3) upon the occurrence of specified corporate events. On or after August 1, 2018 to the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert...

  • Page 159
    ...25, 2015, we had outstanding capital purchase obligations totaling $51.0 million. Lease Obligations Our headquarters complex is located in Santa Clara, California and includes eight buildings that are leased properties. Future minimum lease payments related to headquarters operating leases total $73...

  • Page 160
    ... 25, 2015, January 26, 2014 and January 27, 2013 was $47.3 million, $43.8 million and $38.4 million, respectively. Capital lease obligations include building and office equipment lease obligations. The building lease relates to our datacenter in Santa Clara, California. Future minimum lease payments...

  • Page 161
    ...quarter of fiscal year 2009. The actions purport to be brought on behalf of purchasers of NVIDIA stock and assert claims for violations of Sections 10 (b) and 20(a) of the Securities Exchange Act of 1934, as amended. On January 22, 2010, Plaintiffs filed a Consolidated Amended Class Action Complaint...

  • Page 162
    ... On September 4, 2014, NVIDIA filed complaints against Qualcomm, Inc., or Qualcomm, and various Samsung entities with both the United States International Trade Commission, or ITC, and the United States District Court for the District of Delaware for alleged infringement of seven patents relating to...

  • Page 163
    ... following: Year Ended January 26, 2014 (In thousands) Current income taxes: Federal...$ State...Foreign ...Total current...Deferred taxes: Federal...State...Foreign ...Total deferred...Charge in lieu of taxes attributable to employer stock option plans...Income tax expense...$ Income before income...

  • Page 164
    ......Property, equipment and intangible assets ...Research and other tax credit carryforwards...Stock-based compensation ...Convertible debt ...Gross deferred tax assets ...Less valuation allowance ...Total deferred tax assets ...Deferred tax liabilities: Acquired intangibles ...Unremitted earnings of...

  • Page 165
    ... tax benefit during the period. Our deferred tax assets do not include the excess tax benefit related to stock-based compensation that are a component of our federal and state net operating loss and research tax credit carryforwards in the amount of $411.9 million as of January 25, 2015. Consistent...

  • Page 166
    ... India, France and Germany for fiscal years 2003 through 2014. Note 14 - Shareholders' Equity Share Repurchase Program Beginning August 2004, our Board of Directors authorized us, subject to certain specifications, to repurchase shares of our common stock. Most recently, in November 2013, the Board...

  • Page 167
    ... regarding stock-based compensation related to equity awards granted under our equity incentive programs. Convertible Preferred Stock As of January 25, 2015 and January 26, 2014, there were no shares of preferred stock outstanding. Note 15 - Employee Retirement Plans We have a 401(k) Retirement Plan...

  • Page 168
    ...not review any information regarding total assets on a reporting segment basis. Reporting segments do not record intersegment revenue, and, accordingly, there is none to be reported. The accounting policies for segment reporting are the same as for NVIDIA as a whole. The table below presents details...

  • Page 169
    ... based on the location to which the products are initially billed even if our customers' revenue is attributable to end customers that are located in a different location. The following tables summarize information pertaining to our revenue from customers based on invoicing address in different...

  • Page 170
    ...,974 127,976 0.23 0.22 1,102,787 498,585 604,202 136,516 0.24 0.24 January 25, 2015 April 27, 2014 January 26, 2014 Statement of Income Data: Revenue...Cost of revenue ...Gross profit ...Net income ...Net income per share: Basic...Diluted 1,144,218 524,976 619,242 146,917 0.26 0.25 Fiscal Year...

  • Page 171
    ... allowance for sales returns estimated at the time revenue is recognized primarily based on historical return rates and is charged as a reduction to revenue. (3) Represents change in valuation allowance primarily related to state and certain foreign deferred tax assets that management has determined...

  • Page 172
    ... Stock Option (Initial Grant - Board Service (2007)) 2007 Equity Incentive Plan - Non-Statutory Stock Option (Annual Grant - Board Service (2009)) 2007 Equity Incentive Plan - Non-Statutory Stock Option (Annual Grant - Board Service (2011)) 92 Filing Date 3/23/1999 8/21/2008 5/24/2011 11/14/2013...

  • Page 173
    ... Agreement (2016) Amended and Restated 2012 Employee Stock Purchase Plan Fiscal Year 2015 Variable Compensation Plan Fiscal Year 2014 Variable Compensation Plan Offer Letter between NVIDIA Corporation and Colette Kress, dated September 13, 2013 Lease dated April 4, 2000 between NVIDIA Corporation...

  • Page 174
    ... 10-Q 0-23985 10.3 5/22/2013 Confirmation between NVIDIA Corporation and Goldman, Sachs & Co., dated May 14, 2013 Supplemental Confirmation between NVIDIA 10-Q 0-23985 10.1 5/21/2014 Corporation and Goldman, Sachs & Co., dated February 14, 2014 Base Convertible Note Hedge Transaction 8-K 0-23985 99...

  • Page 175
    ... any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Copies of above exhibits not contained herein are available to any shareholder upon written request to: Investor Relations: NVIDIA Corporation, 2701 San Tomas...

  • Page 176
    ... 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 11, 2015. NVIDIA Corporation By: /s/ Jen-Hsun Huang Jen-Hsun Huang President and Chief Executive Officer POWER OF ATTORNEY KNOW...

  • Page 177
    ... /s/ WILLIAM J. MILLER William J. Miller /s/ A. BROOKE SEAWELL A. Brooke Seawell /s/ ROBERT BURGESS Robert Burgess /s/ DAWN HUDSON Dawn Hudson Director March 11, 2015 Director March 9, 2015 Director March 11, 2015 Director March 11, 2015 Director March 11, 2015 Director March 11, 2015...

  • Page 178
    ... Stock Option (Initial Grant - Board Service (2007)) 2007 Equity Incentive Plan - Non-Statutory Stock Option (Annual Grant - Board Service (2009)) 2007 Equity Incentive Plan - Non-Statutory Stock Option (Annual Grant - Board Service (2011)) 98 Filing Date 3/23/1999 8/21/2008 5/24/2011 11/14/2013...

  • Page 179
    ... Agreement (2016) Amended and Restated 2012 Employee Stock Purchase Plan Fiscal Year 2015 Variable Compensation Plan Fiscal Year 2014 Variable Compensation Plan Offer Letter between NVIDIA Corporation and Colette Kress, dated September 13, 2013 Lease dated April 4, 2000 between NVIDIA Corporation...

  • Page 180
    ... 10-Q 0-23985 10.3 5/22/2013 Confirmation between NVIDIA Corporation and Goldman, Sachs & Co., dated May 14, 2013 Supplemental Confirmation between NVIDIA 10-Q 0-23985 10.1 5/21/2014 Corporation and Goldman, Sachs & Co., dated February 14, 2014 Base Convertible Note Hedge Transaction 8-K 0-23985 99...

  • Page 181
    ... any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Copies of above exhibits not contained herein are available to any shareholder upon written request to: Investor Relations: NVIDIA Corporation, 2701 San Tomas...

  • Page 182
    ... NVIDIA's Investor Relations website (www.nvidia.com/investor). To receive a copy by mail please contact: Investor Relations NVIDIA Corporation 2701 San Tomas Expressway Santa Clara, California 95050 Email: [email protected] FOUNDERS Jen-Hsun Huang Co-Founder, President and Chief Executive Officer...

  • Page 183
    ...2701 San Tomas Expressway Santa Clara, California 95050 WWW.NVIDIA.COM © 2015 NVIDIA Corporation. All rights reserved. NVIDIA, the NVIDIA logo, GeForce, NVIDIA GRID, SHIELD, NVIDIA DRIVE, Tegra, GRID vGPU, Iray, Quadro, and Tesla are trademarks and/or registered trademarks of NVIDIA Corporation in...