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NVIDIA Insider Form 4: CFO Colette Kress Disposes 47,640 Shares

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Form 4 highlights: NVIDIA CFO Colette Kress sold a total of 47,640 NVDA common shares on 04 Aug 2025 under a Rule 10b5-1 trading plan adopted 04 Mar 2025. Six tranches were executed at weighted-average prices between $174.62 – $179.94, generating roughly US $8–9 million in gross proceeds.

Breakdown

  • Direct holdings sold: 27,640 shs
  • Indirect-Trust: 10,000 shs
  • Indirect-LLC: 10,000 shs
Following the sales Kress retains ~2.96 million shares directly and ~1.84 million shares indirectly (trusts, LLCs, family members, GRATs), indicating she disposed of only a small fraction of her total economic interest.

Context: Routine, pre-scheduled insider selling by a senior executive often has limited informational value; however, persistent or accelerated selling can still draw investor attention. No derivative transactions were reported, and no changes to option or RSU positions were disclosed.

Positive

  • Pre-planned 10b5-1 trading plan reduces risk of information-based trading concerns.
  • Executive retains ~3.8 m shares, maintaining strong alignment with shareholder interests.

Negative

  • 47,640-share insider sale by CFO may be perceived as mildly negative sentiment.

Insights

TL;DR Small, pre-planned sale by NVDA CFO; negligible impact on ownership structure or thesis.

The 47.6 k-share disposal represents <1.5 % of Kress’s combined 3.8 m share stake, executed under a 10b5-1 plan. Proceeds are immaterial relative to NVIDIA’s US $1 tn market cap and do not indicate a shift in fundamentals. Insider selling is common for liquidity/ diversification. The large remaining stake maintains alignment with shareholders. I classify the filing as neutral and not impactful to valuation or near-term price performance.

TL;DR Sale adheres to governance best practices; no red flags detected.

Use of a dated 10b5-1 plan, granular price disclosure, and continued significant ownership support sound governance. The staggered execution across direct, trust and LLC accounts is transparent. No derivatives or unusual structures appear. Therefore, risk of informational asymmetry or signaling is minimal. Impact to governance score: neutral.

Insider Kress Colette
Role EVP & Chief Financial Officer
Sold 47,640 shs ($8.48M)
Type Security Shares Price Value
Sale Common 1,235 $175.0895 $216K
Sale Common 2,076 $176.2875 $366K
Sale Common 6,871 $177.1508 $1.22M
Sale Common 5,328 $177.9366 $948K
Sale Common 10,857 $179.1525 $1.95M
Sale Common 1,273 $179.8424 $229K
Sale Common 441 $175.0899 $77K
Sale Common 738 $176.288 $130K
Sale Common 2,463 $177.1519 $436K
Sale Common 2,009 $177.9396 $357K
Sale Common 3,883 $179.147 $696K
Sale Common 466 $179.8426 $84K
Sale Common 429 $175.0881 $75K
Sale Common 722 $176.2888 $127K
Sale Common 2,424 $177.1538 $429K
Sale Common 2,136 $177.944 $380K
Sale Common 3,825 $179.1389 $685K
Sale Common 464 $179.8415 $83K
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
Holdings After Transaction: Common — 2,983,281 shares (Direct); Common — 162,619 shares (Indirect, By Trust)
Footnotes (1)
  1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025. Represents weighted average sales price. The shares were sold at prices ranging from $174.620 to $175.515. 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. Represents weighted average sales price. The shares were sold at prices ranging from $175.875 to $176.615. 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. Represents weighted average sales price. The shares were sold at prices ranging from $176.635 to $177.615. 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. Represents weighted average sales price. The shares were sold at prices ranging from $177.625 to $178.615. 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. Represents weighted average sales price. The shares were sold at prices ranging from $178.635 to $179.615. 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. Represents weighted average sales price. The shares were sold at prices ranging from $179.625 to $179.935. 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.
Form 4 Insider Transactions: What Each Field Means →
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*
Kress Colette
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2025
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 08/04/2025 S(1) 1,235 D $175.0895(2) 2,983,281 D
Common 08/04/2025 S(1) 2,076 D $176.2875(3) 2,981,205 D
Common 08/04/2025 S(1) 6,871 D $177.1508(4) 2,974,334 D
Common 08/04/2025 S(1) 5,328 D $177.9366(5) 2,969,006 D
Common 08/04/2025 S(1) 10,857 D $179.1525(6) 2,958,149 D
Common 08/04/2025 S(1) 1,273 D $179.8424(7) 2,956,876 D
Common 08/04/2025 S(1) 441 D $175.0899(2) 162,619 I By Trust
Common 08/04/2025 S(1) 738 D $176.288(3) 161,881 I By Trust
Common 08/04/2025 S(1) 2,463 D $177.1519(4) 159,418 I By Trust
Common 08/04/2025 S(1) 2,009 D $177.9396(5) 157,409 I By Trust
Common 08/04/2025 S(1) 3,883 D $179.147(6) 153,526 I By Trust
Common 08/04/2025 S(1) 466 D $179.8426(7) 153,060 I By Trust
Common 08/04/2025 S(1) 429 D $175.0881(2) 792,505 I By Limited Liability Company
Common 08/04/2025 S(1) 722 D $176.2888(3) 791,783 I By Limited Liability Company
Common 08/04/2025 S(1) 2,424 D $177.1538(4) 789,359 I By Limited Liability Company
Common 08/04/2025 S(1) 2,136 D $177.944(5) 787,223 I By Limited Liability Company
Common 08/04/2025 S(1) 3,825 D $179.1389(6) 783,398 I By Limited Liability Company
Common 08/04/2025 S(1) 464 D $179.8415(7) 782,934 I By Limited Liability Company
Common 4,000 I By immediate family member 1
Common 4,000 I By immediate family member 2
Common 733,676 I Grantor Retained Annuity Trust 1
Common 733,676 I Grantor Retained Annuity Trust 2
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 4, 2025.
2. Represents weighted average sales price. The shares were sold at prices ranging from $174.620 to $175.515. 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 $175.875 to $176.615. 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 $176.635 to $177.615. 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 $177.625 to $178.615. 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 $178.635 to $179.615. 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 $179.625 to $179.935. 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.
Remarks:
/s/ Rebecca Peters, Attorney-in-Fact for Colette Kress 08/06/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

How many NVIDIA (NVDA) shares did CFO Colette Kress sell?

47,640 common shares were sold on 04 Aug 2025.

What prices were the NVDA shares sold at?

Weighted-average prices ranged from $174.62 to $179.94 across six tranches.

Was the sale part of a 10b5-1 trading plan?

Yes, the plan was adopted on 04 Mar 2025 and disclosed in the filing.

How many NVDA shares does the CFO still own after the sale?

She retains ≈2.96 m shares directly and ≈1.84 m shares indirectly through trusts, LLCs and GRATs.

Does this insider sale affect NVIDIA's fundamentals?

The filing indicates no change to company operations or guidance; impact is considered neutral.