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Get filing alertsNVIDIA stockholders elect all 10 directors, approve supermajority voting removal
Filed June 30, 2026 · Period ending June 24, 2026 · ~1 min read
Key Changes
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Stockholders approved removing supermajority voting provisions in favor of simple majority thresholds (14.6B for, 2.2B against, 86.8% support), lowering the bar for certain corporate actions if the board implements the non-binding proposal.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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All ten director nominees elected to serve until 2027 annual meeting. Support ranged from 91.7% (Tench Coxe: 15.4B for, 1.4B against) to 99.0% (CEO Jen-Hsun Huang: 16.7B for, 166M against). Stephen C. Neal received 86.7% (14.6B for, 2.2B against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Say-on-pay approved with 93.6% support (15.7B for, 1.1B against), a routine outcome for executive compensation at large-cap companies.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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PricewaterhouseCoopers LLP ratified as independent auditor for fiscal 2027 with 94.8% support (18.6B for, 1.0B against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Three stockholder proposals rejected: faith-based resource groups (0.9%), civil rights evaluation (0.6%), and product GHG emissions reporting (17.6%).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
NVIDIA's 2026 annual meeting produced two governance outcomes of note. Stockholders approved a non-binding proposal to eliminate supermajority voting requirements in the company's charter and bylaws, replacing them with simple majority thresholds. The measure passed with 86.8% support (14.6 billion shares for, 2.2 billion against).
If the board implements the change, it would make it easier for stockholders to effect certain corporate actions going forward. All ten director nominees were elected, though support levels varied. CEO Jen-Hsun Huang received the highest approval at 99.0% (16.7 billion for, 166 million against), while director Stephen C. Neal received the lowest at 86.7% (14.6 billion for, 2.2 billion against).
Tench Coxe received 91.7% (15.4 billion for, 1.4 billion against). The remaining governance items—say-on-pay (93.6% support), auditor ratification (94.8%), and three stockholder proposals on social/environmental topics (all rejected)—were routine.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 4, 2026 · How we verify