Ajay K. Puri
About Ajay K. Puri
Ajay K. Puri is Executive Vice President, Worldwide Field Operations at NVIDIA, responsible for global sales, business development, partner alliances, solution architecture and engineering, program management, and support services; he joined NVIDIA in 2005 after a 22‑year career at Sun Microsystems and was promoted to EVP in 2009 . He holds a BSEE (University of Minnesota), an MSEE (Caltech), and an MBA (Harvard Business School) . Age: 70 . Company performance tied to his incentives: fiscal 2025 revenue $130.5B (+114% y/y), non‑GAAP operating income $86.789B, and 3‑year TSR at the 100th percentile vs S&P 500, driving maximum payouts on cash and PSU plans .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NVIDIA | SVP, Worldwide Sales | 2005–2009 | Built global sales foundation; promoted to EVP in 2009 . |
| NVIDIA | EVP, Worldwide Field Operations | 2009–present | Leads global go‑to‑market, alliances, solutions engineering and support . |
| Sun Microsystems | SVP, Asia-Pacific; President Nihon Sun KK; VP Worldwide Sales (Software & Technology); VP Worldwide Product Marketing | ~22 years | Led Asia business and global sales/marketing in high‑growth era . |
| Hewlett‑Packard | Marketing/Consulting roles | N/A | Marketing and management consulting experience . |
| Booz Allen Hamilton | Management/technology consulting | N/A | Strategy and operations consulting background . |
| Texas Instruments | Product development | N/A | Early technical and product development roles . |
External Roles
- No current public company directorships or committee roles disclosed for Puri .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Base Salary ($) | 950,000 | 950,000 |
| Target Variable Cash ($) | 650,000 | 650,000 |
Total reported compensation (multi-year):
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary ($) | 946,990 | 946,689 | 943,391 |
| Stock Awards ($) | 9,633,991 | 11,320,353 | 19,277,046 |
| Non‑Equity Incentive Plan ($) | — | 1,300,000 | 1,300,000 |
| All Other Compensation ($) | 46,717 | 48,408 | 70,460 |
| Total ($) | 10,627,698 | 13,615,450 | 21,590,897 |
Performance Compensation
Plan structure and outcomes (company-wide metrics driving Puri’s awards):
| Component | Metric | Threshold | Base | Stretch | Actual (FY 2025) | Payout | Vesting Terms |
|---|---|---|---|---|---|---|---|
| Variable Cash | Revenue | $45.0B (50%) | $90.0B (100%) | $110.0B (200%) | $130.5B revenue | 200% of target (Puri $1.3M) | Cash (annual) |
| SY PSUs (single‑year) | Non‑GAAP Operating Income | $16.0B (50%) | $56.0B (100%) | $72.0B (other NEOs 200%) | $86.8B non‑GAAP OI | 200% of target shares eligible to vest | 25% ~1‑yr post‑grant; 6.25% quarterly x 3y |
| MY PSUs (3‑yr) | TSR vs S&P 500 | 25th pct (25%) | 50th pct (100%) | 75th pct (other NEOs 200%) | 100th percentile | 200% of target shares eligible to vest | 100% vests at ~3‑yr anniversary if ≥Threshold |
Ajay K. Puri — Fiscal 2025 equity grant details:
| Award Type | Grant Date | Target Shares | Max Shares | Grant Date Fair Value ($) |
|---|---|---|---|---|
| SY PSUs | 03/08/2024 | 46,510 | 93,020 | 4,068,183 |
| MY PSUs | 03/08/2024 | 46,510 | 93,020 | 7,072,497 |
| RSUs | 03/08/2024 | 93,020 | 93,020 | 8,136,366 |
Stock actually acquired on vesting in FY 2025:
| Metric | FY 2025 |
|---|---|
| Shares acquired on vesting (#) | 766,930 |
| Value realized ($) | 83,641,559 |
| Shares withheld for taxes (#) | 378,633 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (03/24/2025) | 4,245,264 shares; less than 1% of outstanding . |
| Ownership footnotes | Includes 3,902,655 shares in Ajay K Puri Revocable Trust; 46,360 shares in Puri 2019 Irrevocable Children’s Trust (Puri disclaims beneficial ownership except to extent of pecuniary interest) . |
| Outstanding unvested awards (as of 01/26/2025) | Examples: 369,210 PSUs (earned on FY 2024 metric; fully vest by 03/17/2027) ; 93,020 PSUs (earned on FY 2025 metric; fully vest by 03/15/2028) . |
| RSU vesting cadence | RSUs vest 6.25% quarterly from grant; multi‑year schedules through 2027 . |
| Stock ownership guidelines | NEOs must hold shares valued at 3× base salary (since June 2024); all NEOs currently exceed requirements . |
| Hedging/pledging | Insider trading policy prohibits hedging, pledging, margin accounts and derivatives on NVIDIA stock . |
Employment Terms
| Item | Provision |
|---|---|
| Employment agreement | At‑will; no individual employment, severance, or change‑in‑control agreements for executive officers . |
| Change‑in‑control equity treatment | If awards are not assumed/continued/substituted by a surviving entity, unvested RSUs/PSUs accelerate fully; otherwise continue per plan . |
| Estimated CIC equity benefit (as of 01/26/2025) | $113,837,858 for Puri, assuming full vesting of unvested RSUs/PSUs at $142.62/share and base performance for applicable PSUs . |
| Clawback (compensation recovery) | Company must recover certain incentive compensation from executive officers upon specified restatements; amended in 2023 to comply with Nasdaq . |
Investment Implications
- Strong pay‑for‑performance linkage: Puri’s variable cash and PSUs are driven by revenue, non‑GAAP operating income, and 3‑year TSR; FY 2025 outperformance unlocked 200% payouts on cash, SY PSUs, and MY PSUs, reinforcing alignment with growth objectives .
- Alignment and retention: Significant ongoing multi‑year vesting (quarterly for SY PSUs/RSUs; cliff at 3 years for MY PSUs) and ownership guidelines (3× salary) suggest sustained retention incentives; policy bans on hedging/pledging reduce misalignment risk .
- Trading/overhang dynamics: Large annual vesting volumes (766,930 shares vested, $83.6M realized in FY 2025; taxes withheld) may periodically add supply, though absence of stock options reduces forced exercise pressure; monitor Form 4 activity for timing of disposals .
- Downside safeguards and governance: No tax gross‑ups disclosed; clawback policy in place; change‑in‑control vests only if awards aren’t assumed, limiting automatic windfalls and aligning with market norms .