[Form 4] NVIDIA CORP Insider Trading Activity

Rhea-AI Filing Summary

NVIDIA (NVDA) President and CEO Jen-Hsun Huang reported multiple open-market sales of common stock on 10/24–10/28/2025, effected under a Rule 10b5-1 trading plan adopted on March 20, 2025. The filing lists tranche-by-tranche sales at weighted average prices. Examples include 52,771 shares at $185.1541 on 10/24/2025 and 15,825 shares at $191.0344 on 10/27/2025. Several entries note price ranges for the weighted averages.

Following these transactions, direct beneficial ownership stood at 69,758,203 shares. The filing also discloses significant indirect holdings, including 581,378,470 shares held by the Jen-Hsun & Lori Huang Living Trust and 49,489,560 shares held by J. and L. Huang Investments, L.P., among other entities.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HUANG JEN HSUN

(Last) (First) (Middle)

C/O NVIDIA CORPORATION

2788 SAN TOMAS EXPRESSWAY

(Street)

SANTA CLARA CA 95051

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NVIDIA CORP [ NVDA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/24/2025		S(1)		5,156	D	$184.2404(2)	69,878,047	D
Common Stock	10/24/2025		S(1)		52,771	D	$185.1541(3)	69,825,276	D
Common Stock	10/24/2025		S(1)		10,755	D	$185.9843(4)	69,814,521	D
Common Stock	10/24/2025		S(1)		6,318	D	$186.8586(5)	69,808,203	D
Common Stock	10/27/2025		S(1)		1,029	D	$189.1441(6)	69,807,174	D
Common Stock	10/27/2025		S(1)		7,966	D	$190.2997(7)	69,799,208	D
Common Stock	10/27/2025		S(1)		15,825	D	$191.0344(8)	69,783,383	D
Common Stock	10/27/2025		S(1)		180	D	$191.7022(9)	69,783,203	D
Common Stock	10/28/2025		S(1)		4,828	D	$192.7231(10)	69,778,375	D
Common Stock	10/28/2025		S(1)		8,381	D	$193.5023(11)	69,769,994	D
Common Stock	10/28/2025		S(1)		2,791	D	$194.4917(12)	69,767,203	D
Common Stock	10/28/2025		S(1)		1,432	D	$195.2932(13)	69,765,771	D
Common Stock	10/28/2025		S(1)		520	D	$196.5054(14)	69,765,251	D
Common Stock	10/28/2025		S(1)		920	D	$197.7438(15)	69,764,331	D
Common Stock	10/28/2025		S(1)		580	D	$198.5063(16)	69,763,751	D
Common Stock	10/28/2025		S(1)		1,749	D	$199.5721(17)	69,762,002	D
Common Stock	10/28/2025		S(1)		1,769	D	$201.0411(18)	69,760,233	D
Common Stock	10/28/2025		S(1)		1,530	D	$201.691(19)	69,758,703	D
Common Stock	10/28/2025		S(1)		500	D	$202.6359(20)	69,758,203	D
Common Stock								581,378,470	I	By Trust(21)
Common Stock								49,489,560	I	By Partnership(22)
Common Stock								22,280,000	I	By Irrevocable Trust(23)
Common Stock								50,078,000	I	By Irrevocable Remainder Trust(24)
Common Stock								29,512,185	I	By Grantor Retained Annuity Trust 1(25)
Common Stock								29,512,185	I	By Grantor Retained Annuity Trust 2(26)
Common Stock								10,000,000	I	By Limited Liability Company 1(27)
Common Stock								10,000,000	I	By Limited Liability Company 2(28)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 20, 2025.

2. Represents weighted average sales price. The shares were sold at prices ranging from $183.580 to $184.575. The Reporting Person will provide upon request, to the Securities and Exchange Commission (the "SEC"), the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

3. Represents weighted average sales price. The shares were sold at prices ranging from $184.580 to $185.570. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

4. Represents weighted average sales price. The shares were sold at prices ranging from $185.580 to $186.530. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

5. Represents weighted average sales price. The shares were sold at prices ranging from $186.590 to $187.440. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

6. Represents weighted average sales price. The shares were sold at prices ranging from $188.620 to $189.570. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

7. Represents weighted average sales price. The shares were sold at prices ranging from $189.660 to $190.650. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

8. Represents weighted average sales price. The shares were sold at prices ranging from $190.660 to $191.610. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

9. Represents weighted average sales price. The shares were sold at prices ranging from $191.630 to $191.760. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

10. Represents weighted average sales price. The shares were sold at prices ranging from $192.000 to $192.980. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

11. Represents weighted average sales price. The shares were sold at prices ranging from $193.000 to $193.950. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

12. Represents weighted average sales price. The shares were sold at prices ranging from $194.000 to $194.950. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

13. Represents weighted average sales price. The shares were sold at prices ranging from $195.030 to $195.865. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

14. Represents weighted average sales price. The shares were sold at prices ranging from $196.030 to $197.010. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

15. Represents weighted average sales price. The shares were sold at prices ranging from $197.120 to $198.070. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

16. Represents weighted average sales price. The shares were sold at prices ranging from $198.200 to $199.110. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

17. Represents weighted average sales price. The shares were sold at prices ranging from $199.240 to $200.190. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

18. Represents weighted average sales price. The shares were sold at prices ranging from $200.300 to $201.280. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

19. Represents weighted average sales price. The shares were sold at prices ranging from $201.300 to $202.250. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

20. Represents weighted average sales price. The shares were sold at prices ranging from $202.320 to $202.990. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

21. The shares are held by Jen-Hsun Huang and Lori Huang, as co-trustees of the Jen-Hsun & Lori Huang Living Trust, u/a/d May 1, 1995 (the "Trust").

22. The shares are held by J. and L. Huang Investments, L.P., of which the Trust is the general partner.

23. The shares are held by The Huang 2012 Irrevocable Trust, of which the Reporting Person is a trustee.

24. The shares are held by The Huang Irrevocable Remainder Trust u/a/d February 19, 2016, of which the Reporting Person is a trustee.

25. The shares are held by The Lori Lynn Huang 2016 Annuity Trust II Agreement.

26. The shares are held by The Jen-Hsun Huang 2016 Annuity Trust II Agreement.

27. The shares are held by TARG S LLC, of which the Trust is the sole member.

28. The shares are held by TARG M LLC, of which the Trust is the sole member.

Remarks:

	/s/ Rebecca Peters, Attorney-in-Fact for Jen-Hsun Huang	10/28/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did NVDA’s CEO report in this Form 4?

Open-market sales of NVIDIA common stock on 10/24–10/28/2025 executed under a Rule 10b5-1 trading plan adopted on March 20, 2025.

How many NVDA shares does Jen-Hsun Huang hold directly after the transactions?

Direct beneficial ownership was 69,758,203 shares following the reported sales.

Can you provide examples of the NVDA share sales and prices?

Examples: 52,771 shares at $185.1541 on 10/24/2025; 15,825 shares at $191.0344 on 10/27/2025.

Were the reported prices exact or averages?

They are weighted average sales prices; the filing provides price ranges for each tranche.

What indirect NVDA holdings are disclosed for the CEO?

Examples include 581,378,470 shares by the Jen-Hsun & Lori Huang Living Trust and 49,489,560 shares by J. and L. Huang Investments, L.P.

What is a Rule 10b5-1 trading plan in this context?

It’s a pre-established plan for trading that can allow insiders to sell shares according to set terms; the sales were made pursuant to such a plan.