NVIDIA (NASDAQ: NVDA) director receives 1,211-share annual RSU award

Rhea-AI Filing Summary

Shah Aarti S. reported acquisition or exercise transactions in this Form 4 filing.

NVIDIA CORP director Aarti S. Shah received an annual equity grant in the form of 1,211 shares of common stock, structured as restricted stock units awarded for no cash consideration. This is compensation for service on the Board of Directors, not an open-market purchase.

The restricted stock units vest in two equal tranches: 50% on November 18, 2026 and 50% on May 19, 2027. If her board service ends due to death, the award becomes fully vested immediately. After this grant, she holds 37,218 shares of NVIDIA common stock directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Shah Aarti S.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common	1,211	$0.00	--

Holdings After Transaction: Common — 37,218 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSU grant size: 1,211 shares Shares after transaction: 37,218 shares Grant price per share: $0.00 per share +2 more

5 metrics

RSU grant size 1,211 shares Annual equity grant for Board service

Shares after transaction 37,218 shares Direct NVIDIA common stock holdings post-grant

Grant price per share $0.00 per share Award received for no cash consideration

First vesting tranche 50% of 1,211 shares Vests on November 18, 2026

Second vesting tranche 50% of 1,211 shares Vests on May 19, 2027

Key Terms

restricted stock units, Board of Directors, annual grant

3 terms

restricted stock units financial

"The shares represent restricted stock units that were received as an award, for no consideration."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Board of Directors financial

"Annual grant in connection with service on the Board of Directors."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

annual grant financial

"Annual grant in connection with service on the Board of Directors."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/29/2026 - 05:06 PM Accepted by SEC EDGAR 06/29/2026 - 05:06 PM Learn about SEC filing dates

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^*

Shah Aarti S.

(Last) (First) (Middle)

C/O NVIDIA CORPORATION

2788 SAN TOMAS EXPRESSWAY

(Street)

SANTA CLARA CALIFORNIA 95051

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/25/2026		A		1,211	A	$0(1)	37,218	D

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. Annual grant in connection with service on the Board of Directors. The shares represent restricted stock units that were received as an award, for no consideration. The restricted stock units shall vest as to 50% of the shares on November 18, 2026 and 50% of the shares on May 19, 2027. If the Reporting Person's service as a director terminates at any time due to death, the grant shall immediately become fully vested.

Remarks:

	/s/ Tina Ashcraft, Attorney-in-Fact for Aarti S. Shah	06/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NVIDIA (NVDA) director Aarti S. Shah report?

Aarti S. Shah reported receiving an annual equity grant of 1,211 NVIDIA common shares as restricted stock units for board service. The award was granted for no cash consideration as part of standard director compensation.

How many NVIDIA (NVDA) shares does Aarti S. Shah hold after this Form 4?

After the reported grant, Aarti S. Shah directly holds 37,218 shares of NVIDIA common stock. This total includes the newly awarded 1,211 restricted stock units that were granted as part of her annual Board of Directors compensation.

Is Aarti S. Shah buying NVIDIA (NVDA) stock or receiving compensation?

She is receiving compensation, not buying stock on the market. The Form 4 shows a grant of 1,211 restricted stock units awarded for no consideration as part of her annual compensation for serving on NVIDIA’s Board of Directors.

What is the vesting schedule for Aarti S. Shah’s new NVIDIA RSU award?

The 1,211 restricted stock units vest in two equal parts: 50% on November 18, 2026 and 50% on May 19, 2027. If her board service ends due to death, the remaining unvested shares immediately become fully vested.

Why did NVIDIA grant 1,211 restricted stock units to Aarti S. Shah?

The award is described as an annual grant in connection with service on NVIDIA’s Board of Directors. The 1,211 restricted stock units are part of her ongoing director compensation package and were granted for no cash consideration.