[Form 4] Las Vegas Sands Corp. Insider Trading Activity

Rhea-AI Filing Summary

NVIDIA Corp. (NVDA) has filed a Form 144 indicating that President & CEO Jensen (Jen-Hsun) Huang intends to sell 75,000 common shares on 31 Jul 2025 through Charles Schwab. The shares, acquired via an option exercise on 15 Sep 2023, carry an estimated aggregate market value of $13.5 million (≈$180 per share).

The filing also details Huang’s recent activity: over the past three months he executed 28 separate sales totaling roughly 2.0 million shares for ≈$332 million in gross proceeds, with individual blocks of 50 k–75 k shares sold between 20 Jun 2025 and 30 Jul 2025. The newly proposed sale would raise disclosed dispositions to about 2.1 million shares.

Form 144 serves only as advance notice; execution is not guaranteed and transactions may be made under a Rule 10b5-1 trading plan. The document contains no operational or earnings information.

Positive

• None.

Negative

• Substantial insider selling: CEO Jensen Huang has sold or plans to sell roughly 2.1 million shares (~$345 m), which may signal limited near-term confidence and create stock-supply overhang.

Insights

Financial Analyst

TL;DR: Large, ongoing CEO share sales (~$345 m) may pressure sentiment but appear pre-scheduled; fundamentals unchanged.

Huang’s planned 75 k-share disposal, on top of ~2 m shares already sold this summer, represents meaningful insider selling. While executives often diversify via Rule 10b5-1 plans, the cadence and dollar amounts (≈$345 m) are sizable and could create optical overhang and raise governance questions about valuation confidence. No operational data is affected, so intrinsic value drivers remain chip demand and margins; however, investors may interpret continued selling as a caution flag near all-time highs.

Corporate Governance Specialist

TL;DR: Activity appears compliant with Rule 144; disclosure reduces legal risk but concentration of sales is noteworthy.

The filing satisfies SEC Rule 144 notice requirements and likely aligns with an established 10b5-1 plan, mitigating insider-trading risk. Still, a concentrated sequence of sales by a single control person (CEO) can heighten shareholder scrutiny over board oversight and alignment. Investors should monitor future Section 16 filings to verify execution and remaining ownership levels.

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).

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^*

Adelson Miriam

(Last) (First) (Middle)

5420 S. DURANGO DRIVE

(Street)

LAS VEGAS NV 89113

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LAS VEGAS SANDS CORP [ LVS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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	02/20/2025		G(1)	V	526,600	A	$0	10,461,628	I	By Trust A for the benefit of one or more members of the Adelson family
Common Stock	07/31/2025		G(1)		1,341,695	D	$0	0	I	By Trust GG for the benefit of one or more members of the Adelson family
Common Stock	07/31/2025		G(1)	V	223,374	A	$0	223,374	I	By Trust VV for the benefit of one or more members of the Adelson family
Common Stock	07/31/2025		G(1)	V	223,374	A	$0	223,374	I	By Trust WW for the benefit of one or more members of the Adelson family
Common Stock	07/31/2025		G(1)	V	223,374	A	$0	223,374	I	By Trust XX for the benefit of one or more members of the Adelson family
Common Stock	07/31/2025		G(1)	V	671,573	A	$0	671,573	I	By Trust YY for the benefit of one or more members of the Adelson family
Common Stock								374,292,939(2)	I	By family member or trusts for benefit of one or more Adelson family members not reported above

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 shares were transferred for no consideration among one or more members of or trusts for the benefit of the Adelson family.

2. Reflects transfers exempt pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.

	/s/ Miriam Adelson	07/31/2025
	** 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 does the CEO plan to sell?

The Form 144 covers a proposed sale of 75,000 common shares on 31 Jul 2025.

What is the estimated value of the planned NVDA share sale?

The aggregate market value disclosed is approximately $13.5 million.

How many NVDA shares has the CEO already sold in the last three months?

The filing lists about 2.0 million shares sold between 20 Jun 2025 and 30 Jul 2025.

Were the shares to be sold acquired recently?

Yes. They were obtained through an option exercise on 15 Sep 2023.

Does this filing affect NVIDIA’s financial results?

No. Form 144 is an insider-sale notice and contains no operational or earnings data; it does not impact reported financials.

Is the sale guaranteed to occur?

Not necessarily. Form 144 is a pre-sale notice; the trade may or may not be executed.