[Form 4] NVIDIA CORP Insider Trading Activity

Rhea-AI Filing Summary

NVIDIA (NVDA) reported insider transactions by President and CEO Jen‑Hsun Huang. Over October 13–15, 2025, he sold 225,000 shares of common stock in multiple open‑market trades pursuant to a Rule 10b5‑1 trading plan adopted on March 20, 2025.

Each tranche reflects a weighted average price, with reported sale price ranges from $177.480 to $190.050 across the disclosed transactions. Following the reported sales, he directly beneficially owned 70,333,203 shares. The filing also lists substantial indirect holdings through various trusts, partnerships, annuity trusts, and LLCs.

Insights

Insider transactions analyst

Planned sales totaling 225,000 shares; routine Form 4.

The CEO executed open‑market sales totaling 225,000 shares over three days, each recorded with weighted average prices and detailed price ranges. The sales were made under a Rule 10b5‑1 plan adopted on March 20, 2025, indicating pre‑scheduled disposition rather than discretionary timing.

After these transactions, direct beneficial ownership is 70,333,203 shares, with additional large indirect positions held via named entities. Actual market impact depends on holder decisions and prevailing liquidity; this filing documents completed trades rather than future sales.

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)
10/13/2025

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	10/13/2025		S(1)		3,196	D	$186.6596(2)	70,555,007	D
Common Stock	10/13/2025		S(1)		26,114	D	$187.7341(3)	70,528,893	D
Common Stock	10/13/2025		S(1)		36,295	D	$188.4381(4)	70,492,598	D
Common Stock	10/13/2025		S(1)		9,395	D	$189.4587(5)	70,483,203	D
Common Stock	10/14/2025		S(1)		10,580	D	$180.4924(6)	70,472,623	D
Common Stock	10/14/2025		S(1)		28,335	D	$181.4961(7)	70,444,288	D
Common Stock	10/14/2025		S(1)		23,469	D	$182.2507(8)	70,420,819	D
Common Stock	10/14/2025		S(1)		10,289	D	$183.3407(9)	70,410,530	D
Common Stock	10/14/2025		S(1)		2,327	D	$184.0867(10)	70,408,203	D
Common Stock	10/15/2025		S(1)		2,917	D	$178.1301(11)	70,405,286	D
Common Stock	10/15/2025		S(1)		8,768	D	$179.1531(12)	70,396,518	D
Common Stock	10/15/2025		S(1)		22,944	D	$180.09(13)	70,373,574	D
Common Stock	10/15/2025		S(1)		6,510	D	$180.8338(14)	70,367,064	D
Common Stock	10/15/2025		S(1)		20,846	D	$182.0858(15)	70,346,218	D
Common Stock	10/15/2025		S(1)		12,006	D	$182.832(16)	70,334,212	D
Common Stock	10/15/2025		S(1)		919	D	$183.6655(17)	70,333,293	D
Common Stock	10/15/2025		S(1)		90	D	$184.6322(18)	70,333,203	D
Common Stock								581,378,470	I	By Trust(19)
Common Stock								49,489,560	I	By Partnership(20)
Common Stock								22,280,000	I	By Irrevocable Trust(21)
Common Stock								50,078,000	I	By Irrevocable Remainder Trust(22)
Common Stock								29,512,185	I	By Grantor Retained Annuity Trust 1(23)
Common Stock								29,512,185	I	By Grantor Retained Annuity Trust 2(24)
Common Stock								10,000,000	I	By Limited Liability Company 1(25)
Common Stock								10,000,000	I	By Limited Liability Company 2(26)

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 $186.040 to $187.035. 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 $187.040 to $188.030. 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 $188.040 to $189.030. 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 $189.060 to $190.050. 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 $179.900 to $180.890. 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 $180.900 to $181.895. 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 $181.900 to $182.870. 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 $182.900 to $183.890. 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 $183.900 to $184.345. 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 $177.480 to $178.460. 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 $178.520 to $179.510. 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 $179.520 to $180.500. 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 $180.520 to $181.510. 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 $181.520 to $182.510. 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 $182.520 to $183.510. 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 $183.530 to $183.890. 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 $184.080 to $184.790. 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. 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").

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

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

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

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

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

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

26. 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	10/15/2025
	** 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

How many NVIDIA (NVDA) shares did the CEO sell?

The CEO sold 225,000 shares of NVIDIA common stock across multiple transactions.

When did the NVIDIA (NVDA) insider sales occur?

The reported sales occurred on October 13–15, 2025.

Were the NVIDIA (NVDA) insider sales under a 10b5‑1 plan?

Yes. The trades were made pursuant to a Rule 10b5‑1 plan adopted on March 20, 2025.

What price ranges were reported for the NVIDIA (NVDA) sales?

The filing reports transaction price ranges from $177.480 to $190.050, with weighted average prices for each tranche.

How many NVIDIA (NVDA) shares does the CEO directly own after the sales?

Following the reported transactions, direct beneficial ownership is 70,333,203 shares.

Does the CEO have additional indirect holdings in NVIDIA (NVDA)?

Yes. The filing lists large indirect holdings through trusts, a partnership, annuity trusts, and LLCs.