Nvidia Form 144: Trust plans US$8M share sale on 1 July 2025

Rhea-AI Filing Summary

Form 144 filing for NVIDIA Corporation (NVDA): A trust named Rosemary and A Brooke Seawell Revocable Trust has filed a Form 144 indicating its intent to dispose of 51,740 common shares of NVIDIA on or about 1 July 2025. The planned sale, to be executed through Rockefeller Capital Management, Two Embarcadero Center, San Francisco, carries an aggregate market value of US$7,999,955.78. The shares represent an immaterial fraction of the issuer’s reported 24.4 billion shares outstanding.

Background on the shares: The trust originally acquired the stock on 12 Aug 2004 via the exercise of stock options, paid for in cash or check. No gifts or non-cash consideration are noted.

Recent insider activity:

• During the period 20-30 June 2025 the same trust executed seven open-market sales totaling 357,351 shares for combined gross proceeds of roughly US$55.9 million. Individual daily blocks ranged from 50,912 to 55,682 shares, each near the US$8 million mark.

Under Rule 144, the filer certifies that it possesses no undisclosed material adverse information and, if relying on a Rule 10b5-1 plan, that such plan was properly adopted. No plan-adoption date is provided in the filing excerpt.

The notice is routine and does not indicate any changes to NVIDIA’s operations, strategy or financial outlook. Given NVIDIA’s large float, the proposed sale is unlikely to have a measurable effect on liquidity or control.

Insights

Equity Research Analyst

TL;DR: Small-scale insider sale (≈US$8 M, 0.0002% float); disclosure routine, investment impact negligible.

The filing reports a forthcoming disposal of 51,740 NVDA shares by a long-standing insider trust, following a pattern of similar daily sales in June totalling ~357 k shares. Even combined, these blocks equal well under 0.02 % of NVIDIA’s float, posing no liquidity or control risk. While serial insider selling can sometimes hint at insider sentiment, the modest size relative to the company’s US$3 T market cap and the long holding period suggest routine portfolio diversification. I view the event as non-material to earnings, valuation, or competitive positioning.

Corporate Governance Specialist

TL;DR: Proper Rule 144 disclosure; transparency adequate, governance impact neutral.

The trust complies with Rule 144 by pre-filing the intended sale and certifying the absence of undisclosed adverse information. No 10b5-1 plan date is disclosed, but the pattern of evenly sized trades indicates possible automated execution. The voluntary transparency supports good governance practices. Because the stake is de minimis and no board or executive control shifts occur, shareholders face no governance risk from this action.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Rockefeller Capital Management Two Embarcadero Center Suite 232 San Francisco CA 94111	51740	7999955.78	24400000000	07/01/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/12/2004	Stock Options	NVDA			51740	08/12/2004	cash/check

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway Santa Clara CA 95051	NVIDIA	06/20/2025	55282	7999885.00
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway, Santa Clara CA 95051	NVIDIA	06/23/2025	55681	7999891.98
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway Santa Clara CA 95051	NVIDIA	06/24/2025	54467	7999955.57
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway, Santa Clara CA 95051	NVIDIA	06/25/2025	52774	7999942.26
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway,, Santa Clara CA 95051	NVIDIA	06/26/2025	51455	7999881.09
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway Santa Clara CA 95051	NVIDIA	06/27/2025	50980	7999859.69
Rosemary and A Brooke Seawell Rev Trust 2788 San Tomas Expressway, Santa Clara CA 95051	NVIDIA	06/30/2025	50912	799892.30

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many NVIDIA (NVDA) shares does the Form 144 cover?

51,740 common shares are slated for sale.

What is the estimated market value of the NVDA shares to be sold?

The filing lists an aggregate value of US$7,999,955.78.

When is the proposed sale date for the NVDA shares?

The approximate sale date stated is 1 July 2025.

Who is the seller identified in the NVIDIA Form 144?

The seller is Rosemary and A Brooke Seawell Revocable Trust.

Which broker will handle the NVDA share sale?

The trade will be executed through Rockefeller Capital Management in San Francisco.

How much insider selling occurred in the prior three months?

The trust sold 357,351 shares between 20 June and 30 June 2025 for about US$55.9 million in gross proceeds.