[144] Nvidia Corp SEC Filing

Rhea-AI Filing Summary

NVIDIA Corporation (NVDA) – Form 144 Insider Sale Notification

Chairman and CEO Jen-Hsun Huang has filed a Form 144 disclosing his intent to sell an additional 75,000 common shares of NVIDIA on or about 26-27 June 2025. Charles Schwab & Co. will execute the trade on Nasdaq, and the shares have an aggregate market value of US$11.78 million as stated in the notice. The shares derive from a Performance Stock Award granted 20 March 2024 and were acquired through equity compensation.

The filing also details five prior insider sales within the past week:

• 20 Jun 2025 – 50,000 shares – US$7.21 m gross
• 23 Jun 2025 – 50,000 shares – US$7.19 m
• 24 Jun 2025 – 50,000 shares – US$7.36 m
• 25 Jun 2025 – 75,000 shares – US$11.44 m
• 26 Jun 2025 – 75,000 shares – US$11.67 m

These completed transactions total 300,000 shares and US$44.87 million in gross proceeds. Including the newly proposed sale, Huang’s aggregate disposals could reach 375,000 shares and approximately US$56.6 million over a seven-day window, subject to market execution.

The filer certifies that no undisclosed material adverse information is known and references Rule 10b5-1 protections if applicable, though no specific plan adoption date is supplied. No other financial metrics, business updates or company outlook comments are included in this filing.

Positive

• None.

Negative

• Founder & CEO insider selling: Notice covers a new 75,000-share sale following 300,000 shares already sold in the prior week.
• Significant cash proceeds: Combined past and proposed sales total roughly US$56.6 million, suggesting meaningful reduction in personal exposure.
• Absence of 10b5-1 date: Filing does not indicate when, or if, a trading plan was adopted, leaving investors uncertain about pre-planning versus opportunistic selling.

Insights

Securities Analyst

TL;DR: CEO plans further 75k-share sale after 300k already sold; signals potential insider profit-taking—mildly negative sentiment.

The Form 144 is strictly a notice, yet the magnitude and cadence of CEO Jen-Hsun Huang’s sales stand out. In six trading days he will have liquidated up to 375,000 shares, drawing >US$56 m if the latest trade executes. While insiders may diversify or cover tax obligations, concentrated selling by a founder-CEO often raises questions about valuation views. The filing offers no mitigating context such as a long-standing 10b5-1 plan date. From a market-impact perspective the volume represents a fraction (≈0.15%) of the disclosed 24.4 bn shares outstanding, limiting mechanical supply pressure. However, investor psychology can assign outsized weight to leadership sentiment cues, especially coming immediately after large prior disposals. Lacking offsetting positive disclosures, I consider the short-term read-through modestly negative.

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

Relationship to Issuer

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	Charles Schwab & Co., Inc. 3000 Schwab Way Westlake TX 76232	75000	11776127.00	24400000000	06/27/2025	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	03/20/2024	Performance Stock Award	NVIDIA CORPORATION			75000	03/20/2024	Equity Compensation

* 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
JEN HSUN HUANG 2788 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95051	NVIDIA CORP	06/20/2025	50000	7213155.00
JEN HSUN HUANG 2788 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95051	NVIDIA CORP	06/23/2025	50000	7190433.00
JEN HSUN HUANG 2788 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95051	NVIDIA CORP	06/24/2025	50000	7355095.00
JEN HSUN HUANG 2788 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95051	NVIDIA CORP	06/25/2025	75000	11440776.00
JEN HSUN HUANG 2788 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95051	NVIDIA CORP	06/26/2025	75000	11669547.00

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 is CEO Jen-Hsun Huang proposing to sell?

75,000 common shares according to the Form 144 notice.

What is the estimated market value of the proposed NVDA share sale?

The filing lists an aggregate value of US$11.78 million.

How many NVDA shares has the CEO already sold in the past week?

Five transactions total 300,000 shares for US$44.87 million in gross proceeds.

What was the source of the shares being sold under Form 144?

They were received as a Performance Stock Award on 20 March 2024.

Which broker will handle the proposed insider sale?

The trade is slated to be executed through Charles Schwab & Co., Inc. on Nasdaq.

Does the filing reference a Rule 10b5-1 trading plan?

The certification language allows for one, but no adoption date is disclosed in the document.