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pww.comNVIDIA Corporation - Shareholder-Analyst Call - NasdaqGS:NVDA

NasdaqGS:NVDA

Chris Evenden [Former Head of Investor Relations] 💬

Chris Evenden, the Former Head of Investor Relations at NVIDIA Corporation, made the following remarks during the Shareholder/Analyst Call on May 23, 2014:

  1. Welcome and Introduction

    • Welcomed everyone to the 2014 Shareholder Meeting.
    • Introduced himself as NVIDIA Senior Director of Investor Relations.
    • Mentioned that there were stockholders attending online.
  2. Voting Instructions

    • Instructed attendees on how to vote their shares, both in person and online.
    • Reminded those who have already sent in signed proxies or voted online or by telephone that they do not need to vote again.
  3. Rules of Conduct

    • Advised participants to follow the rules of conduct provided.
    • Explained that stockholders should not address the meeting until recognized by the Chairman.
    • Requested stockholders to raise their hands if they wish to ask a question or speak.
    • Stated that remarks or questions should be limited to corporate business and to one per stockholder.
  4. NVIDIA Leadership Present

    • Listed the NVIDIA members present: Jen-Hsun Huang (President and CEO), David Shannon (Executive VP, Chief Administrative Officer, and Secretary), and Colette Kress (Executive VP and CFO).
  5. Board of Directors Present

    • Introduced the following members of the Board of Directors present: Rob Burgess, Tench Coxe, Jim Gaither, Dawn Hudson, Harvey Jones, William Miller, Mark Perry, and Mark Stevens.
  6. Independent Registered Public Accounting Firm

    • Introduced Wayne Hedden from PricewaterhouseCoopers, NVIDIA’s independent registered public accounting firm.
  7. Meeting Agenda

    • Announced that Jen-Hsun Huang would give a presentation at the end of the formal portion of the meeting.
    • Mentioned that there would be time for general questions from both in-person and online attendees, but no updates to financial outlook would be provided.
  8. Forward-Looking Statements Disclaimer

    • Noted that forward-looking statements made during the meeting are subject to risks and uncertainties.
    • Directed attendees to NVIDIA’s Form 10-Q for the quarterly period ending April 27, 2014, and any subsequent filings on Form 8-K for details on potential risks affecting future financial results and business.
  9. Non-GAAP Financial Measures

    • Mentioned that non-GAAP financial measures would be discussed during the meeting.
    • Informed attendees that reconciliations of these non-GAAP measures to GAAP measures could be found in the financial release posted on the company’s website.
  10. Turned the Meeting Over to Jen-Hsun Huang

    • Passed the meeting to Jen-Hsun Huang, who would serve as the chairman, and David Shannon, who would serve as secretary of the meeting.
  11. Question-and-Answer Session

    • Opened the floor to questions from stockholders attending in person and online.
    • No questions were asked, either in person or online.
  12. Closing Remarks

    • Thanked everyone for their support and expressed the commitment to making NVIDIA a great and influential technology company.

Jen-Hsun Huang [Founder, Chief Executive Officer, President and Director] 💬

Jen-Hsun Huang, the Co-Founder, CEO, President, and Director of NVIDIA Corporation, provided the following information and updates during the shareholder meeting:

General Meeting Information

  • Chairman and Secretary: Served as the chairman of the meeting, with David Shannon serving as the secretary.
  • Inspector of Elections: Appointed Eric Jensen of Cooley LLP as the inspector of elections to oversee the voting process.

Business Items

  • Election of Directors: Proposed the election of ten directors to serve until the 2015 Annual Meeting.
  • Executive Compensation Approval: Proposed approval of the compensation of NVIDIA's executive officers.
  • Accounting Firm Ratification: Proposed ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending January 25, 2015.
  • Equity Incentive Plan Amendment: Proposed approval of an amendment and restatement of the amended and restated 2007 equity incentive plan.
  • Employee Stock Purchase Plan Amendment: Proposed approval of an amendment and restatement of the 2012 employee stock purchase plan.

Business Performance

  • Financial Year Overview:
    • Successful year with growth across PC, cloud, and mobile platforms.
    • Record gross margins of 55%.
    • Returned $1.5 billion of capital to shareholders.
    • Adoption of NVIDIA’s cloud computing platforms by industry leaders.
    • Growth in all three business platforms: PC, data center and cloud, and mobile.
  • Business Segments:
    • PC Platform:
      • 14% year-over-year growth despite a flat to declining PC market.
      • Focus on growing segments such as workstations and gaming.
    • Data Center and Cloud:
      • 29% growth.
      • Acceleration of graphics applications in data centers and cloud.
    • Mobile:
      • Growth driven by performance and success in automotive.

Business Architecture

  • Three Computing Platforms:
    • PC
    • Cloud
    • Mobile
  • Four Vertical Markets:
    • PC Gaming (GeForce)
    • Workstations (Quadro)
    • Cloud Graphics and Enterprise Virtualization (GRID)
    • Parallel Computing (Tesla)

Strategies

  • Continued Leadership in Visual Computing:
    • Invention of GPU, GPGPU, and virtual GPU.
    • Contribution to visual computing through video games, middleware technologies, and special effects in movies.
    • Expansion of the GPU's capabilities for parallel computing applications.
  • Generalizing the GPU:
    • Programmability of GPUs for parallel computing tasks.
    • Applications in computer vision and machine learning.
    • Adoption by companies like IBM, Baidu, and Facebook.
  • Application to Cloud:
    • Invention of GRID to enable interactive graphics in the cloud.
    • Collaboration with VMware and Citrix for enterprise virtualization.
    • High growth in enterprise virtualization trials.
    • Adoption of GRID by VMware and the use of NVIDIA’s technology in IBM’s next-generation supercomputer.
  • Application to Mobile:
    • Focus on visual computing segments in mobile, particularly automotive and gaming.
    • Success in automotive with NVIDIA-powered vehicles.
    • Launch of Tegra K1, the first PC-class mobile GPU, and the Jetson TK1 developer kit for robotics.

Growth Drivers

  • PC Platform:
    • Continued growth of the PC gaming market (10% CAGR).
    • Increased production values leading to demand for higher-end GPUs.
    • Emergence of 4K monitors.
  • Mobile:
    • Focus on visual computing segments in mobile.
    • Growth of Android as a gaming platform.
    • Rapid growth in the automotive market due to increased computerization.
  • Data Center and Cloud:
    • Opportunities in big data analytics, Internet services, and enterprise virtualization.
    • Use of GPUs for data analytics and machine learning.
    • Virtualization of enterprise desktops.

Closing Remarks

  • Financial Performance:
    • Strong financial performance in the previous year.
    • Exciting traction in growth initiatives.
  • Future Outlook:
    • Large business opportunities in mobile and data center.
    • Anticipation of continued financial success.
  • Closing:
    • Thanks to shareholders for their support.

    • Commitment to making NVIDIA a great and influential technology company.

David M. Shannon [Former Chief Administrative Officer, Executive Vice President and Secretary] 💬

David M. Shannon, the Former Chief Administrative Officer, Executive Vice President, and Secretary of NVIDIA Corporation, provided the following information during the shareholder/analyst call:

  1. Mailing of Meeting Notice and Stockholder List:

    • He confirmed having a complete list of stockholders of record for NVIDIA's common stock as of March 25, 2014.
    • He mentioned receiving an affidavit from Broadridge certifying the commencement of the mailing of relevant proxy materials on April 10, 2014.
  2. Appointment of Inspector of Elections:

    • He acknowledged the appointment of Eric Jensen of Cooley LLP as the inspector of elections for the meeting.
    • He explained that Eric would decide on the qualifications of voters, accept their votes, and tally the final votes.
    • He noted that Eric had taken and subscribed to the customary oath of office and would file this oath with the records of the meeting.
  3. Quorum Status:

    • He stated that according to NVIDIA's bylaws, the presence, in person or by proxy, of a majority of the shares entitled to vote would constitute a quorum.
    • He reported that proxies had been received for approximately 81% of the total number of outstanding shares, representing approximately 453 million of the approximately 557 million shares outstanding, which constituted a quorum for the meeting.
  4. Voting Procedures:

    • He indicated that polls were open for voting, and voting could be conducted by proxy, written ballot, or online for virtual attendees.
    • He mentioned that each share of common stock was entitled to one vote.
    • He advised that no additional proposals would be addressed since the company had not received notice of any other matters to be considered at the meeting.
  5. Preliminary Voting Results:

    • He provided the preliminary report of the inspector of elections for the proposals presented at the meeting, confirming the approval of all items of business:

      • Election of directors.
      • Approval of executive officer compensation.
      • Ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm.
      • Approval of an amendment and restatement of the 2007 equity incentive plan.
      • Approval of an amendment and restatement of the 2012 employee stock purchase plan.
    • He noted that a full tally of the votes would be published in a Form 8-K filed with the SEC within four business days.

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