8-K

NVIDIA CORP (NVDA)

8-K 2025-08-27 For: 2025-08-27
View Original
Added on April 01, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

______________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 27, 2025

NVIDIA CORPORATION

(Exact name of registrant as specified in its charter)
Delaware 0-23985 94-3177549
--- --- ---
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

2788 San Tomas Expressway, Santa Clara, CA 95051

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 486-2000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, $0.001 par value per shareNVDAThe Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 27, 2025, NVIDIA Corporation, or the Company, issued a press release announcing its results for the quarter ended July 27, 2025. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Attached hereto as Exhibit 99.2 and incorporated by reference herein is financial information and commentary by Colette M. Kress, Executive Vice President and Chief Financial Officer of the Company, regarding results for the quarter ended July 27, 2025, or the CFO Commentary. The CFO Commentary will be posted to https://investor.nvidia.com immediately after the filing of this Current Report.

The press release and CFO Commentary are furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Current Report shall not be incorporated by reference in any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Description
99.1 Press Release, datedAugust 27, 2025, entitled "NVIDIA Announces Financial Results forSecondQuarter Fiscal 2026"
99.2 CFO Commentary onSecondQuarter Fiscal 2026 Results
104 The cover page of this Current Report on Form 8-K, formatted in inline XBRL (included as Exhibit 101)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NVIDIA Corporation
Date: August 27, 2025 By: /s/ Colette M. Kress
Colette M. Kress
Executive Vice President and Chief Financial Officer

Document

NVIDIA Announces Financial Results for Second Quarter Fiscal 2026

•Revenue of $46.7 billion, up 6% from Q1 and up 56% from a year ago

•Data Center revenue of $41.1 billion, up 5% from Q1 and up 56% from a year ago

•Blackwell Data Center revenue grew 17% sequentially

SANTA CLARA, Calif.—Aug. 27, 2025―NVIDIA (NASDAQ: NVDA) today reported revenue for the second quarter ended July 27, 2025, of $46.7 billion, up 6% from the previous quarter and up 56% from a year ago. NVIDIA’s Blackwell Data Center revenue grew 17% sequentially.

There were no H20 sales to China-based customers in the second quarter. NVIDIA benefited from a $180 million release of previously reserved H20 inventory, from approximately $650 million in unrestricted H20 sales to a customer outside of China.

For the quarter, GAAP and non-GAAP gross margins were 72.4% and 72.7%, respectively. Excluding the $180 million release, non-GAAP gross margin for the quarter would have been 72.3%.

For the quarter, GAAP and non-GAAP earnings per diluted share were $1.08 and $1.05, respectively. Excluding the $180 million release and related tax impact, non-GAAP diluted earnings per share for the quarter would have been $1.04.

“Blackwell is the AI platform the world has been waiting for, delivering an exceptional generational leap — production of Blackwell Ultra is ramping at full speed, and demand is extraordinary,” said Jensen Huang, founder and CEO of NVIDIA. “NVIDIA NVLink rack-scale computing is revolutionary, arriving just in time as reasoning AI models drive orders-of-magnitude increases in training and inference performance. The AI race is on, and Blackwell is the platform at its center.”

During the first half of fiscal 2026, NVIDIA returned $24.3 billion to shareholders in the form of shares repurchased and cash dividends. As of the end of the second quarter, the company had $14.7 billion remaining under its share repurchase authorization. On August 26, 2025, the Board of Directors approved an additional $60.0 billion to the Company’s share repurchase authorization, without expiration.

NVIDIA will pay its next quarterly cash dividend of $0.01 per share on October 2, 2025, to all shareholders of record on September 11, 2025.

Q2 Fiscal 2026 Summary

GAAP
($ in millions, except earnings per share) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Revenue 46,743 44,062 30,040 6 % 56 %
Gross margin 72.4 60.5 75.1 11.9 pts (2.7) pts
Operating expenses 5,413 5,030 3,932 8 % 38 %
Operating income 28,440 21,638 18,642 31 % 53 %
Net income 26,422 18,775 16,599 41 % 59 %
Diluted earnings per share 1.08 0.76 0.67 42 % 61 %

All values are in US Dollars.

Non-GAAP
($ in millions, except earnings per share) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Revenue 46,743 44,062 30,040 6 % 56 %
Gross margin 72.7 61.0 75.7 11.7 pts (3.0) pts
Gross margin excluding H20 related charges/releases, net 72.3 71.3 1.0 pt
Operating expenses 3,795 3,583 2,792 6 % 36 %
Operating income 30,165 23,275 19,937 30 % 51 %
Net income 25,783 19,894 16,952 30 % 52 %
Diluted earnings per share 1.05 0.81 0.68 30 % 54 %
Diluted earnings per share excluding H20 related charges/releases, net and related tax impact 1.04 0.96 8 %

All values are in US Dollars.

Outlook

NVIDIA’s outlook for the third quarter of fiscal 2026 is as follows:

•Revenue is expected to be $54.0 billion, plus or minus 2%. The company has not assumed any H20 shipments to China in the outlook.

•GAAP and non-GAAP gross margins are expected to be 73.3% and 73.5%, respectively, plus or minus 50 basis points. The company continues to expect to exit the year with non-GAAP gross margins in the mid-70% range.

•GAAP and non-GAAP operating expenses are expected to be approximately $5.9 billion and $4.2 billion, respectively. Full year fiscal 2026 operating expense growth is expected to be in the high-30% range.

•GAAP and non-GAAP other income and expense are expected to be an income of approximately $500 million, excluding gains and losses from non-marketable and publicly-held equity securities.

•GAAP and non-GAAP tax rates are expected to be 16.5%, plus or minus 1%, excluding any discrete items.

Highlights

NVIDIA achieved progress since its first quarter earnings announcement in these areas:

Data Center

•Second-quarter revenue was $41.1 billion, up 5% from the previous quarter and up 56% from a year ago.

•Announced that the NVIDIA RTX PRO™ 6000 Blackwell Server Edition GPU is coming to the world’s most popular enterprise servers; Disney, Foxconn, Hitachi Ltd., Hyundai Motor Group, Lilly, SAP and TSMC are among the first to adopt the servers.

•Introduced NVIDIA® Spectrum-XGS Ethernet to connect distributed data centers for giga-scale AI.

•Revealed that NVIDIA is working with European nations, including France, Germany, Italy, Spain and the U.K., as well as technology industry leaders to build NVIDIA Blackwell AI infrastructure, including the world’s first industrial AI cloud for European manufacturers, to fuel region’s next industrial transformation.

•Announced the expansion of NVIDIA DGX Cloud Lepton™ to connect Europe’s developers to NVIDIA’s global compute ecosystem.

•Collaborated with partners globally to build and accelerate advanced AI supercomputers, including Doudna (U.S.), JUPITER (Germany), Blue Lion (Germany), Isambard (U.K.) and FugakuNEXT (Japan).

•Revealed that model builders across Europe and the Middle East are optimizing their sovereign large language models with NVIDIA Nemotron™, which will be available on Perplexity.

•Supported the launch of OpenAI’s open gpt-oss models, delivering industry-leading gpt-oss-120b performance of 1.5 million tokens per second on a single NVIDIA Blackwell GB200 NVL72 rack-scale system.

•Announced a collaboration with Novo Nordisk and DCAI to advance drug discovery.

•Revealed that the NVIDIA Blackwell platform delivered the highest performance at scale on every MLPerf Training benchmark.

•Teamed with Ansys and DCAI to advance quantum algorithms for fluid dynamics using the NVIDIA CUDA-Q™ platform on Denmark’s Gefion supercomputer.

•Introduced NVFP4, a 4-bit format purpose-built to deliver exceptional inference latency, for pretraining next-generation large language models.

Gaming and AI PC

•Second-quarter Gaming revenue was $4.3 billion, up 14% from the previous quarter and up 49% from a year ago.

•Launched the Blackwell-powered NVIDIA GeForce RTX™ 5060, which quickly became NVIDIA’s fastest-ramping x60-class GPU ever.

•Made industry-leading NVIDIA DLSS 4 technology available in over 175 games and apps, and coming next to top games such as Borderlands 4, Resident Evil Requiem and Phantom Blade Zero.

•Announced Blackwell coming to GeForce NOW™ with the new Install-to-Play feature, doubling the game library to over 4,500 titles.

•Partnered with OpenAI on the launch of its newest open-weight models optimized for RTX GPUs for fast, local inference in popular tools like Ollama, llama.cpp and Microsoft AI Foundry Local.

Professional Visualization

•Second-quarter revenue was $601 million, up 18% from the previous quarter and up 32% from a year ago.

•Announced NVIDIA RTX PRO 4000 SFF Edition and RTX PRO 2000 Blackwell GPUs.

•Expanded partnership with Siemens to digitalize and enable the manufacturing factory of the future.

•Announced new NVIDIA Omniverse™ libraries and software development kits to accelerate physical AI development.

Automotive and Robotics

•Second-quarter Automotive revenue was $586 million, up 3% from the previous quarter and up 69% from a year ago.

•Announced that the full-stack NVIDIA DRIVE™ AV software platform is now in full production to accelerate the large-scale deployment of safe, intelligent transportation.

•Achieved second consecutive win in the End-to-End Driving at Scale category of the Autonomous Grand Challenge at the Computer Vision and Pattern Recognition conference.

•Commenced initial shipments of the NVIDIA DRIVE AGX Thor™ system-on-a-chip.

•Announced the general availability of NVIDIA Jetson AGX Thor™ developer kit and production modules, powerful new AI supercomputers designed to power millions of robots across industries.

•Released the NVIDIA Halos full-stack safety platform for robotic development.

•Announced new NVIDIA Cosmos™ world foundation models that accelerate the development and deployment of robotics solutions.

CFO Commentary

Commentary on the quarter by Colette Kress, NVIDIA’s executive vice president and chief financial officer, is available at https://investor.nvidia.com.

Conference Call and Webcast Information

NVIDIA will conduct a conference call with analysts and investors to discuss its second quarter fiscal 2026 financial results and current financial prospects today at 2 p.m. Pacific time (5 p.m. Eastern time). A live webcast (listen-only mode) of the conference call will be accessible at NVIDIA’s investor relations website, https://investor.nvidia.com. The webcast will be recorded and available for replay until NVIDIA’s conference call to discuss its financial results for its third quarter of fiscal 2026.

Non-GAAP Measures

To supplement NVIDIA’s condensed consolidated financial statements presented in accordance with GAAP, the company uses non-GAAP measures of certain components of financial performance. These non-GAAP measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP other income (expense), net, non-GAAP net income, non-GAAP net income, or earnings, per diluted share, and free cash flow. For NVIDIA’s investors to be better able to compare its current results with those of previous periods, the company has shown a reconciliation of GAAP to non-GAAP financial measures. These reconciliations adjust the related GAAP financial measures to exclude stock-based compensation expense, acquisition-related and other costs, other, gains/losses from non-marketable and publicly-held equity securities, net, interest expense related to amortization of debt discount, H20 related charges/releases, net and the associated tax impact of these items where applicable. The inclusion of H20

related charges/releases, net in the reconciliations to adjust the related GAAP financial measures was a result of the U.S. government informing NVIDIA in April 2025 that it requires a license for export to China of H20 product. The H20 product was designed primarily for the China market. Free cash flow is calculated as GAAP net cash provided by operating activities less both purchases related to property and equipment and intangible assets and principal payments on property and equipment and intangible assets. NVIDIA believes the presentation of its non-GAAP financial measures enhances the user’s overall understanding of the company’s historical financial performance. The presentation of the company’s non-GAAP financial measures is not meant to be considered in isolation or as a substitute for the company’s financial results prepared in accordance with GAAP, and the company’s non-GAAP measures may be different from non-GAAP measures used by other companies.

About NVIDIA

NVIDIA (NASDAQ: NVDA) is the world leader in accelerated computing.

For further information, contact:

Toshiya Hari Mylene Mangalindan
Investor Relations Corporate Communications
NVIDIA Corporation NVIDIA Corporation
toshiyah@nvidia.com mmangalindan@nvidia.com

Certain statements in this press release including, but not limited to, statements as to: Blackwell as the AI platform the world has been waiting for and being at the center of the AI race; ramping of and demand for Blackwell Ultra; reasoning AI models driving orders-of-magnitude increases in training and inference performance; expectations with respect to growth, performance and benefits of NVIDIA’s products, services and technologies, including Blackwell, and related trends and drivers; expectations with respect to supply and demand for NVIDIA’s products, services and technologies, including Blackwell, and related matters including inventory, production and distribution; expectations with respect to NVIDIA’s third party arrangements, including with its collaborators and partners; expectations with respect to technology developments, including Rubin, and related trends and drivers; future NVIDIA cash dividends or other returns to stockholders; NVIDIA’s financial and business outlook for the third quarter of fiscal 2026 and beyond; projected market growth and trends; expectations with respect to AI and related industries; and other statements that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” created by those sections based on management’s beliefs and assumptions and on information currently available to management and are subject to risks and uncertainties that could cause results to be materially different than expectations. Important factors that could cause actual results to differ materially include: global economic and political conditions; NVIDIA’s reliance on third parties to manufacture, assemble, package and test NVIDIA’s products; the impact of technological development and competition; development of new products and technologies or enhancements to NVIDIA’s existing product and technologies; market acceptance of NVIDIA’s products or NVIDIA’s partners’ products; design, manufacturing or software defects; changes in consumer preferences or demands; changes in industry standards and interfaces; unexpected loss of performance of NVIDIA’s products or technologies when integrated into systems; and changes in applicable laws and regulations, as well as other factors detailed from time to time in the most recent reports NVIDIA files with the Securities and Exchange Commission, or SEC, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of reports filed with the SEC are posted on the company’s website and are available from NVIDIA without charge. These forward-looking statements are not guarantees of future performance and speak only as of the date hereof, and, except as required by law, NVIDIA disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

© 2025 NVIDIA Corporation. All rights reserved. NVIDIA, the NVIDIA logo, GeForce, GeForce NOW, NVIDIA Cosmos, NVIDIA CUDA-Q, NVIDIA DGX Cloud Lepton, NVIDIA DRIVE, NVIDIA DRIVE AGX Thor, NVIDIA GeForce RTX, NVIDIA Jetson AGX Thor, NVIDIA Nemotron, NVIDIA Omniverse, and NVIDIA RTX PRO are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and/or other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Features, pricing, availability and specifications are subject to change without notice.

NVIDIA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In millions, except per share data)

(Unaudited)

Three Months Ended Six Months Ended
July 27, July 28, July 27, July 28,
2025 2024 2025 2024
Revenue $ 46,743 $ 30,040 $ 90,805 $ 56,084
Cost of revenue 12,890 7,466 30,284 13,105
Gross profit 33,853 22,574 60,521 42,979
Operating expenses
Research and development 4,291 3,090 8,280 5,810
Sales, general and administrative 1,122 842 2,163 1,618
Total operating expenses 5,413 3,932 10,443 7,428
Operating income 28,440 18,642 50,078 35,551
Interest income 592 444 1,108 803
Interest expense (62) (61) (124) (125)
Other income (expense), net 2,236 189 2,055 264
Total other income (expense), net 2,766 572 3,039 942
Income before income tax 31,206 19,214 53,117 36,493
Income tax expense 4,784 2,615 7,920 5,013
Net income $ 26,422 $ 16,599 $ 45,197 $ 31,480
Net income per share:
Basic $ 1.08 $ 0.68 $ 1.85 $ 1.28
Diluted $ 1.08 $ 0.67 $ 1.84 $ 1.27
Weighted average shares used in per share computation:
Basic 24,366 24,578 24,404 24,599
Diluted 24,532 24,848 24,571 24,869
NVIDIA CORPORATION
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CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
July 27, January 26,
2025 2025
ASSETS
Current assets:
Cash, cash equivalents and marketable securities $ 56,791 $ 43,210
Accounts receivable, net 27,808 23,065
Inventories 14,962 10,080
Prepaid expenses and other current assets 2,658 3,771
Total current assets 102,219 80,126
Property and equipment, net 9,141 6,283
Operating lease assets 2,084 1,793
Goodwill 5,755 5,188
Intangible assets, net 755 807
Deferred income tax assets 13,570 10,979
Other assets 7,216 6,425
Total assets $ 140,740 $ 111,601
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 9,064 $ 6,310
Accrued and other current liabilities 15,193 11,737
Total current liabilities 24,257 18,047
Long-term debt 8,466 8,463
Long-term operating lease liabilities 1,831 1,519
Other long-term liabilities 6,055 4,245
Total liabilities 40,609 32,274
Shareholders' equity 100,131 79,327
Total liabilities and shareholders' equity $ 140,740 $ 111,601
NVIDIA CORPORATION
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
Three Months Ended Six Months Ended
July 27, July 28, July 27, July 28,
2025 2024 2025 2024
Cash flows from operating activities:
Net income $ 26,422 $ 16,599 $ 45,197 $ 31,480
Adjustments to reconcile net income to net cash
provided by operating activities:
Stock-based compensation expense 1,624 1,154 3,099 2,164
Depreciation and amortization 668 433 1,280 843
Deferred income taxes 18 (1,699) (2,160) (3,276)
Gains on non-marketable equity securities and publicly-held equity securities, net (2,247) (193) (2,073) (264)
Other (100) (144) (196) (288)
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable (5,675) (1,767) (4,743) (4,133)
Inventories (3,622) (803) (4,880) (1,380)
Prepaid expenses and other assets 387 714 946 (12)
Accounts payable 1,314 823 2,255 801
Accrued and other current liabilities (4,053) (888) 3,075 3,314
Other long-term liabilities 629 260 979 584
Net cash provided by operating activities 15,365 14,489 42,779 29,833
Cash flows from investing activities:
Proceeds from maturities of marketable securities 3,130 4,094 6,252 8,098
Proceeds from sales of marketable securities 20 15 487 164
Proceeds from sales of non-marketable equity securities 70 50 70 105
Purchases of marketable securities (7,812) (5,744) (14,358) (15,047)
Purchase related to property and equipment and intangible assets (1,894) (977) (3,122) (1,346)
Purchases of non-marketable equity securities (346) (344) (995) (534)
Acquisitions, net of cash acquired (294) (279) (677) (317)
Net cash used in investing activities (7,126) (3,185) (12,343) (8,877)
Cash flows from financing activities:
--- --- --- --- --- --- --- --- ---
Proceeds related to employee stock plans 370 285
Payments related to repurchases of common stock (9,721) (7,158) (23,815) (14,898)
Payments related to employee stock plan taxes (1,848) (1,637) (3,380) (3,389)
Dividends paid (244) (246) (488) (344)
Principal payments on property and equipment and intangible assets (21) (29) (73) (69)
Repayment of debt (1,250) (1,250)
Net cash used in financing activities (11,834) (10,320) (27,386) (19,665)
Change in cash and cash equivalents (3,595) 984 3,050 1,291
Cash and cash equivalents at beginning of period 15,234 7,587 8,589 7,280
Cash and cash equivalents at end of period $ 11,639 $ 8,571 $ 11,639 $ 8,571
Supplemental disclosures of cash flow information:
Cash paid for income taxes, net $ 8,094 $ 7,208 $ 8,451 $ 7,449
NVIDIA CORPORATION
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RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In millions, except per share data)
(Unaudited)
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
GAAP cost of revenue $ 12,890 $ 17,394 $ 7,466 $ 30,284 $ 13,105
GAAP gross profit $ 33,853 $ 26,668 $ 22,574 $ 60,521 $ 42,979
GAAP gross margin 72.4 % 60.5 % 75.1 % 66.6 % 76.6 %
Acquisition-related and other costs (A) 49 123 118 170 238
Stock-based compensation expense (B) 58 64 40 123 75
Other 3 (3) 4 (4)
Non-GAAP cost of revenue $ 12,783 $ 17,204 $ 7,311 $ 29,987 $ 12,796
Non-GAAP gross profit $ 33,960 $ 26,858 $ 22,729 $ 60,818 $ 43,288
Non-GAAP gross margin 72.7 % 61.0 % 75.7 % 67.0 % 77.2 %
H20 related charges/(releases), net (180) 4,538 4,358
Non-GAAP gross profit, as adjusted to exclude H20 related charges/releases, net $ 33,780 $ 31,396 $ 65,176
Non-GAAP gross margin, as adjusted to exclude<br><br>H20 related charges/releases, net 72.3 % 71.3 % 71.8 %
GAAP operating expenses $ 5,413 $ 5,030 $ 3,932 $ 10,443 $ 7,428
Stock-based compensation expense (B) (1,566) (1,410) (1,114) (2,976) (2,089)
Acquisition-related and other costs (A) (37) (37) (26) (74) (48)
Other (15) (15)
Non-GAAP operating expenses $ 3,795 $ 3,583 $ 2,792 $ 7,378 $ 5,291
GAAP operating income $ 28,440 $ 21,638 $ 18,642 $ 50,078 $ 35,551
Total impact of non-GAAP adjustments to operating income 1,725 1,637 1,295 3,362 2,446
Non-GAAP operating income $ 30,165 $ 23,275 $ 19,937 $ 53,440 $ 37,997
GAAP total other income (expense), net $ 2,766 $ 272 $ 572 $ 3,039 $ 942
(Gains) losses from non-marketable equity securities and publicly-held equity securities, net (2,247) 175 (193) (2,073) (264)
Interest expense related to amortization of debt discount 1 1 1 2 2
Non-GAAP total other income (expense), net $ 520 $ 448 $ 380 $ 968 $ 680
GAAP net income $ 26,422 $ 18,775 $ 16,599 $ 45,197 $ 31,480
Total pre-tax impact of non-GAAP adjustments (521) 1,813 1,103 1,291 2,184
Income tax impact of non-GAAP adjustments (C) (166) (694) (750) (859) (1,475)
Tax expense from OBBBA* 48 48
Non-GAAP net income $ 25,783 $ 19,894 $ 16,952 $ 45,677 $ 32,189
Total pre-tax impact of H20 related charges/(releases), net (180) 4,538 4,358
Income tax impact of H20 related charges/releases, net (8) (797) (805)
--- --- --- --- --- --- --- --- --- --- --- ---
Non-GAAP net income, as adjusted to exclude H20 related charges/releases, net $ 25,595 $ 23,635 $ 49,230
Diluted net income per share
GAAP $ 1.08 $ 0.76 $ 0.67 $ 1.84 $ 1.27
Non-GAAP $ 1.05 $ 0.81 $ 0.68 $ 1.86 $ 1.29
Non-GAAP, as adjusted to exclude H20 related charges/releases, net $ 1.04 $ 0.96 $ 2.00
Weighted average shares used in diluted net income per share computation 24,532 24,611 24,848 24,571 24,869
GAAP net cash provided by operating activities $ 15,365 $ 27,414 $ 14,489 $ 42,779 $ 29,833
Purchases related to property and equipment and intangible assets (1,894) (1,227) (977) (3,122) (1,346)
Principal payments on property and equipment and intangible assets (21) (52) (29) (73) (69)
Free cash flow $ 13,450 $ 26,135 $ 13,483 $ 39,584 $ 28,418
*Tax expense included represents impact from OBBBA (One Big Beautiful Bill Act)
(A) Acquisition-related and other costs are comprised of amortization of intangible assets, transaction costs, and certain compensation charges and are included in the following line items:
--- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
Cost of revenue $ 49 $ 123 $ 118 $ 170 $ 238
Research and development $ 29 $ 28 $ 17 $ 57 $ 30
Sales, general and administrative $ 8 $ 9 $ 9 $ 17 $ 18
(B) Stock-based compensation consists of the following:
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
Cost of revenue $ 58 $ 64 $ 40 $ 123 $ 75
Research and development $ 1,191 $ 1,063 $ 832 $ 2,254 $ 1,559
Sales, general and administrative $ 375 $ 347 $ 282 $ 722 $ 530
(C) Income tax impact of non-GAAP adjustments, including the recognition of excess tax benefits or deficiencies related to stock-based compensation under GAAP accounting standard (ASU 2016-09).
NVIDIA CORPORATION
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RECONCILIATION OF GAAP TO NON-GAAP OUTLOOK
Q3 FY2026 Outlook
( in millions)
GAAP gross margin 73.3 %
Impact of stock-based compensation expense, acquisition-related costs, and other costs 0.2 %
Non-GAAP gross margin 73.5 %
GAAP operating expenses
Stock-based compensation expense, acquisition-related costs, and other costs (1,700)
Non-GAAP operating expenses

All values are in US Dollars.

Document

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CFO Commentary on Second Quarter Fiscal 2026 Results

Q2 Fiscal 2026 Summary

GAAP
($ in millions, except earnings per share) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Revenue 46,743 44,062 30,040 6 % 56 %
Gross margin 72.4 60.5 75.1 11.9 pts (2.7) pts
Operating expenses 5,413 5,030 3,932 8 % 38 %
Operating income 28,440 21,638 18,642 31 % 53 %
Net income 26,422 18,775 16,599 41 % 59 %
Diluted earnings per share 1.08 0.76 0.67 42 % 61 %

All values are in US Dollars.

Non-GAAP
($ in millions, except earnings per share) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Revenue 46,743 44,062 30,040 6 % 56 %
Gross margin 72.7 61.0 75.7 11.7 pts (3.0) pts
Gross margin excluding H20 related charges/releases, net 72.3 71.3 1.0 pt
Operating expenses 3,795 3,583 2,792 6 % 36 %
Operating income 30,165 23,275 19,937 30 % 51 %
Net income 25,783 19,894 16,952 30 % 52 %
Diluted earnings per share 1.05 0.81 0.68 30 % 54 %
Diluted earnings per share excluding H20 related charges/releases, net and related tax impact 1.04 0.96 8 %

All values are in US Dollars.

Revenue by Reportable Segments
($ in millions) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Compute & Networking $41,331 $39,589 $26,446 4 % 56 %
Graphics 5,412 4,473 3,594 21 % 51 %
Total $46,743 $44,062 $30,040 6 % 56 %
Revenue by Market Platform
--- --- --- --- --- --- --- ---
($ in millions) Q2 FY26 Q1 FY26 Q2 FY25 Q/Q Y/Y
Data Center $41,096 $39,112 $26,272 5 % 56 %
Compute 33,844 34,155 22,604 (1) % 50 %
Networking 7,252 4,957 3,668 46 % 98 %
Gaming 4,287 3,763 2,880 14 % 49 %
Professional Visualization 601 509 454 18 % 32 %
Automotive 586 567 346 3 % 69 %
OEM and Other 173 111 88 56 % 97 %
Total $46,743 $44,062 $30,040 6 % 56 %

We specialize in markets where our computing platforms can provide tremendous acceleration for applications. These platforms incorporate processors, interconnects, software, algorithms, systems, and services to deliver unique value. Our platforms address four large markets where our expertise is critical: Data Center, Gaming, Professional Visualization, and Automotive.

In the second quarter of fiscal 2026, we benefited from a $180 million release of previously reserved H20 inventory related to the sale of approximately $650 million of H20 to an unrestricted customer outside of China. There were no H20 sales to China-based customers in the second quarter.

GAAP gross margin was 72.4%, and GAAP diluted earnings per share was $1.08, for the quarter. Excluding the $180 million release and related tax impact, non-GAAP gross margin for the quarter would have been 72.3% and non-GAAP diluted earnings per share would have been $1.04.

Revenue

Revenue for the second quarter was $46.7 billion, up 56% from a year ago and up 6% sequentially.

Data Center revenue for the second quarter was $41.1 billion, up 56% from a year ago and up 5% sequentially. The strong year-on-year and sequential growth was driven by demand for our accelerated computing platform used for large language models, recommendation engines, and generative and agentic AI applications. We continue to ramp our Blackwell architecture, which grew 17% sequentially, including our newest architecture, Blackwell Ultra. We recognized Blackwell revenue across all customer categories, led by large cloud service providers, which represented approximately 50% of Data Center revenue.

Data Center compute revenue was $33.8 billion, up 50% from a year ago. Sequentially, compute revenue declined 1%, driven by a $4.0 billion reduction in H20 sales. Networking revenue was $7.3 billion, up 98% from a year ago and up 46% sequentially, driven by the growth of NVLink compute fabric for GB200 and GB300 systems, the ramp of XDR InfiniBand products, and adoption of Ethernet for AI solutions at cloud service providers and consumer internet companies.

Gaming revenue for the second quarter was up 49% from a year ago and up 14% sequentially, with strong sales and increased supply of our Blackwell product.

Professional Visualization revenue for the second quarter was up 32% from a year ago and up 18% sequentially, driven by the acceleration of Blackwell sales in our Notebook products, addressing AI workflows, real-time graphics rendering and data simulation.

Automotive revenue for the second quarter was up 69% from a year ago and up 3% sequentially, driven by strong adoption of our self-driving platforms.

Gross Margin

GAAP and non-GAAP gross margins for the second quarter decreased from a year ago as our Blackwell revenue consists primarily of full-scale datacenter systems compared to Hopper HGX systems last year. GAAP and non-GAAP gross margins increased sequentially as the prior quarter included a $4.5 billion charge associated with H20 excess inventory and purchase obligations.

Expenses

GAAP operating expenses for the second quarter were up 38% from a year ago and up 8% sequentially, and non-GAAP operating expenses were up 36% from a year ago and up 6% sequentially. The increases were primarily driven by compute and infrastructure costs and higher compensation and benefits due to compensation increases and employee growth.

Other Income & Expense and Income Tax

GAAP other income and expense (OI&E) includes interest income, interest expense, and non-marketable and publicly-held equity securities gains or losses. Non-GAAP OI&E excludes non-marketable and publicly-held equity securities gains or losses.

Interest income for the second quarter was $592 million, up from a year ago and sequentially, reflecting growth in cash, cash equivalents, and debt securities. Net other income for the second quarter was $2.2 billion, primarily driven by gains in a publicly-held equity security.

GAAP effective tax rate for the second quarter was 15.3%, an increase from a year ago reflecting a lower stock-based compensation tax benefit, partially offset by a higher tax benefit from certain foreign-derived income. Non-GAAP effective tax rate for the second quarter was 16.0%.

Balance Sheet and Cash Flow

Cash, cash equivalents and marketable securities were $56.8 billion, up from $34.8 billion a year ago and $53.7 billion a quarter ago. The increases primarily reflect higher revenue, partially offset by stock repurchases.

Accounts receivable was $27.8 billion with 54 days sales outstanding (DSO), up from 46 days sequentially, driven by timing of cash collections and Blackwell Ultra ramping late in the quarter.

Inventory was $15.0 billion, up from $11.3 billion sequentially, to support the ramp of Blackwell Ultra.

Total purchase commitments were $45.8 billion, comprised of inventory, manufacturing capacity, and non-inventory purchase obligations, up from $43.5 billion sequentially, on additional multi-year cloud service agreements to support our research and development efforts.

Cash flow from operating activities was $15.4 billion, up from $14.5 billion a year ago and down from $27.4 billion a quarter ago. The year-on-year increase reflects growth in revenue, partially offset by an increase in working capital. The sequential decrease was mainly driven by $8.1 billion in taxes paid in the quarter.

We returned $10.0 billion to shareholders in the second quarter through $9.7 billion of share repurchases and $244 million of cash dividends.

On August 26, 2025, our Board of Directors approved an additional $60.0 billion to our share repurchase authorization, without expiration.

Third Quarter of Fiscal 2026 Outlook

Outlook for the third quarter of fiscal 2026 is as follows:

•Revenue is expected to be $54.0 billion, plus or minus 2%. We have not assumed any H20 shipments to China in our outlook.

•GAAP and non-GAAP gross margins are expected to be 73.3% and 73.5%, respectively, plus or minus 50 basis points. We continue to expect to exit the year with non-GAAP gross margins in the mid-70% range.

•GAAP and non-GAAP operating expenses are expected to be approximately $5.9 billion and $4.2 billion, respectively. We expect full year fiscal 2026 operating expense growth to be in the high-30% range.

•GAAP and non-GAAP other income and expense are expected to be an income of approximately $500 million, excluding gains and losses from non-marketable and publicly-held equity securities.

•GAAP and non-GAAP tax rates are expected to be 16.5%, plus or minus 1%, excluding any discrete items.

______________

For further information, contact:

Toshiya Hari Mylene Mangalindan
Investor Relations Corporate Communications
NVIDIA Corporation NVIDIA Corporation
toshiyah@nvidia.com mmangalindan@nvidia.com

Non-GAAP Measures

To supplement NVIDIA’s condensed consolidated financial statements presented in accordance with GAAP, the company uses non-GAAP measures of certain components of financial performance. These non-GAAP measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating income, non-GAAP other income (expense), net, non-GAAP net income, non-GAAP net income, or earnings, per diluted share, and free cash flow. For NVIDIA’s investors to be better able to compare its current results with those of previous periods, the company has shown a reconciliation of GAAP to non-GAAP financial measures. These reconciliations adjust the related GAAP financial measures to exclude stock-based compensation expense, acquisition-related and other costs, other, gains/losses from non-marketable and publicly-held equity securities, net, interest expense related to amortization of debt discount, H20 related charges/releases, net and the associated tax impact of these items where applicable. The inclusion of H20 related charges/releases, net in the reconciliations to adjust the related GAAP financial measures was a result of the U.S. government informing NVIDIA in April 2025 that it requires a license for export to China of H20 product. The H20 product was designed primarily for the China market. Free cash flow is calculated as GAAP net cash provided by operating activities less both purchases related to property and equipment and intangible assets and principal payments on property and equipment and intangible assets. NVIDIA believes the presentation of its non-GAAP financial measures enhances the user's overall understanding of the company’s historical financial performance. The presentation of the company’s non-GAAP financial measures is not meant to be considered in isolation or as a substitute for the company’s financial results prepared in accordance with GAAP, and the company’s non-GAAP measures may be different from non-GAAP measures used by other companies.

Certain statements in this CFO Commentary including, but not limited to, statements as to: expectations with respect to growth, performance and benefits of our products, services, and technologies, including Blackwell, and related trends and drivers; expectations with respect to supply and demand for our products, services, and technologies, including Blackwell, and related matters including inventory, production and distribution; expectations with respect to NVIDIA’s third party

arrangements, including with its collaborators and partners; expectations with respect to technology developments and related trends and drivers; our financial and business outlook for the third quarter of fiscal 2026 and beyond; projected market growth and trends; expectations with respect to AI and related industries; and other statements that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” created by those sections based on management’s beliefs and assumptions and on information currently available to management and are subject to risks and uncertainties that could cause results to be materially different than expectations. Important factors that could cause actual results to differ materially include: global economic and political conditions; our reliance on third parties to manufacture, assemble, package and test our products; the impact of technological development and competition; development of new products and technologies or enhancements to our existing product and technologies; market acceptance of our products or our partners’ products; design, manufacturing or software defects; changes in consumer preferences or demands; changes in industry standards and interfaces; unexpected loss of performance of our products or technologies when integrated into systems; and changes in applicable laws and regulations, as well as other factors detailed from time to time in the most recent reports NVIDIA files with the Securities and Exchange Commission, or SEC, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of reports filed with the SEC are posted on the company’s website and are available from NVIDIA without charge. These forward-looking statements are not guarantees of future performance and speak only as of the date hereof, and, except as required by law, NVIDIA disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

© 2025 NVIDIA Corporation. All rights reserved. NVIDIA and the NVIDIA logo are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and/or other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Features, pricing, availability, and specifications are subject to change without notice.

NVIDIA CORPORATION
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In millions, except per share data)
(Unaudited)
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
GAAP cost of revenue $ 12,890 $ 17,394 $ 7,466 $ 30,284 $ 13,105
GAAP gross profit $ 33,853 $ 26,668 $ 22,574 $ 60,521 $ 42,979
GAAP gross margin 72.4 % 60.5 % 75.1 % 66.6 % 76.6 %
Acquisition-related and other costs (A) 49 123 118 170 238
Stock-based compensation expense (B) 58 64 40 123 75
Other 3 (3) 4 (4)
Non-GAAP cost of revenue $ 12,783 $ 17,204 $ 7,311 $ 29,987 $ 12,796
Non-GAAP gross profit $ 33,960 $ 26,858 $ 22,729 $ 60,818 $ 43,288
Non-GAAP gross margin 72.7 % 61.0 % 75.7 % 67.0 % 77.2 %
H20 related charges/(releases), net (180) 4,538 4,358
Non-GAAP gross profit, as adjusted to exclude H20 related charges/releases, net $ 33,780 $ 31,396 $ 65,176
Non-GAAP gross margin, as adjusted to exclude<br><br>H20 related charges/releases, net 72.3 % 71.3 % 71.8 %
GAAP operating expenses $ 5,413 $ 5,030 $ 3,932 $ 10,443 $ 7,428
Stock-based compensation expense (B) (1,566) (1,410) (1,114) (2,976) (2,089)
Acquisition-related and other costs (A) (37) (37) (26) (74) (48)
Other (15) (15)
Non-GAAP operating expenses $ 3,795 $ 3,583 $ 2,792 $ 7,378 $ 5,291
GAAP operating income $ 28,440 $ 21,638 $ 18,642 $ 50,078 $ 35,551
Total impact of non-GAAP adjustments to operating income 1,725 1,637 1,295 3,362 2,446
Non-GAAP operating income $ 30,165 $ 23,275 $ 19,937 $ 53,440 $ 37,997
GAAP total other income (expense), net $ 2,766 $ 272 $ 572 $ 3,039 $ 942
(Gains) losses from non-marketable equity securities and publicly-held equity securities, net (2,247) 175 (193) (2,073) (264)
Interest expense related to amortization of debt discount 1 1 1 2 2
Non-GAAP total other income (expense), net $ 520 $ 448 $ 380 $ 968 $ 680
GAAP net income $ 26,422 $ 18,775 $ 16,599 $ 45,197 $ 31,480
Total pre-tax impact of non-GAAP adjustments (521) 1,813 1,103 1,291 2,184
Income tax impact of non-GAAP adjustments (C) (166) (694) (750) (859) (1,475)
Tax expense from OBBBA* 48 48
Non-GAAP net income $ 25,783 $ 19,894 $ 16,952 $ 45,677 $ 32,189
Total pre-tax impact of H20 related charges/(releases), net (180) 4,538 4,358
--- --- --- --- --- --- --- --- --- --- --- ---
Income tax impact of H20 related charges/releases, net (8) (797) (805)
Non-GAAP net income, as adjusted to exclude H20 related charges/releases, net $ 25,595 $ 23,635 $ 49,230
Diluted net income per share
GAAP $ 1.08 $ 0.76 $ 0.67 $ 1.84 $ 1.27
Non-GAAP $ 1.05 $ 0.81 $ 0.68 $ 1.86 $ 1.29
Non-GAAP, as adjusted to exclude H20 related charges/releases, net $ 1.04 $ 0.96 $ 2.00
Weighted average shares used in diluted net income per share computation 24,532 24,611 24,848 24,571 24,869
GAAP net cash provided by operating activities $ 15,365 $ 27,414 $ 14,489 $ 42,779 $ 29,833
Purchases related to property and equipment and intangible assets (1,894) (1,227) (977) (3,122) (1,346)
Principal payments on property and equipment and intangible assets (21) (52) (29) (73) (69)
Free cash flow $ 13,450 $ 26,135 $ 13,483 $ 39,584 $ 28,418
*Tax expense included represents impact from OBBBA (One Big Beautiful Bill Act)
(A) Acquisition-related and other costs are comprised of amortization of intangible assets, transaction costs, and certain compensation charges and are included in the following line items:
--- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
Cost of revenue $ 49 $ 123 $ 118 $ 170 $ 238
Research and development $ 29 $ 28 $ 17 $ 57 $ 30
Sales, general and administrative $ 8 $ 9 $ 9 $ 17 $ 18
(B) Stock-based compensation consists of the following:
Three Months Ended Six Months Ended
July 27, April 27, July 28, July 27, July 28,
2025 2025 2024 2025 2024
Cost of revenue $ 58 $ 64 $ 40 $ 123 $ 75
Research and development $ 1,191 $ 1,063 $ 832 $ 2,254 $ 1,559
Sales, general and administrative $ 375 $ 347 $ 282 $ 722 $ 530
(C) Income tax impact of non-GAAP adjustments, including the recognition of excess tax benefits or deficiencies related to stock-based compensation under GAAP accounting standard (ASU 2016-09).
NVIDIA CORPORATION
--- --- --- ---
RECONCILIATION OF GAAP TO NON-GAAP OUTLOOK
Q3 FY2026 Outlook
( in millions)
GAAP gross margin 73.3 %
Impact of stock-based compensation expense, acquisition-related costs, and other costs 0.2 %
Non-GAAP gross margin 73.5 %
GAAP operating expenses
Stock-based compensation expense, acquisition-related costs, and other costs (1,700)
Non-GAAP operating expenses

All values are in US Dollars.