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NVIDIA director sells 1.85M shares via trust

NVIDIA director Mark A. Stevens disclosed significant trust-based share sales while retaining large direct and indirect stakes in NVDA common stock.

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

Rhea-AI Filing Summary

NVIDIA CORP (NVDA) director Mark A. Stevens reported a series of open‑market sales of the company’s common stock executed between August 31 and September 2, 2026 through a trust. The reported sales by the Third Millennium Trust totaled 1,848,501 shares at weighted average prices ranging from about $220 to $226 per share. After these transactions, Stevens reports direct ownership of 11,544,612 shares and indirect ownership of 15,017,750 shares held by the Envy Trust. No Rule 10b5‑1 trading plan is indicated for these sales.

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Insider STEVENS MARK A
Role Director
Sold 1,848,501 shs ($410.84M)
Type Security Shares Price Value
Sale Common Stock F5, F2 300,000 $220.0761 $66.02M
Sale Common Stock F6, F2 300,000 $222.9204 $66.88M
Sale Common Stock F7, F2 300,000 $224.0715 $67.22M
Sale Common Stock F8, F2 300,000 $226.2704 $67.88M
Sale Common Stock F4, F2 63,501 $220.0589 $13.97M
Sale Common Stock F1, F2 447,400 $220.0959 $98.47M
Sale Common Stock F3, F2 137,600 $220.9105 $30.40M
holding Common Stock -- -- --
holding Common Stock F9 -- -- --
Holdings After Transaction: Common Stock — 3,358,770 shares (Indirect, By Trust); Common Stock — 11,544,612 shares (Direct); Common Stock — 15,017,750 shares (Indirect, By the Envy Trust)
Footnotes (9)
  1. F1. Represents weighted average sales price. The shares were sold at prices ranging from $219.60 to $220.59. 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.
  2. F2. Held by the Third Millennium Trust, of which the Reporting Person and his wife are co-trustees.
  3. F3. Represents weighted average sales price. The shares were sold at prices ranging from $220.60 to $221.28. 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. F4. Represents weighted average sales price. The shares were sold at prices ranging from $220.00 to $220.28. 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. F5. Represents weighted average sales price. The shares were sold at prices ranging from $220.00 to $220.45. 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. F6. Represents weighted average sales price. The shares were sold at prices ranging from $222.5744 to $223.43. 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. F7. Represents weighted average sales price. The shares were sold at prices ranging from $224.00 to $224.23. 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.
  8. F8. Represents weighted average sales price. The shares were sold at prices ranging from $226.00 to $226.7591. 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.
  9. F9. Held by the Envy Trust u/a/d December 7, 2021, of which the Reporting Person is trustee.
Shares sold 1,848,501 shares Total NVIDIA common shares sold indirectly between August 31 and September 2, 2026
Sale price example $220.10 per share One reported weighted average sale price on August 31, 2026
Highest reported sale price $226.27 per share Weighted average price for a 300,000‑share sale on September 2, 2026
Direct holdings after transactions 11,544,612 shares NVIDIA common stock held directly by Mark A. Stevens as of August 31, 2026
Indirect holdings (Envy Trust) 15,017,750 shares NVIDIA common stock held indirectly by the Envy Trust as of August 31, 2026
Number of reported sale entries 7 transactions Open‑market sales reported over three trading days
weighted average sales price financial
"Represents weighted average sales price. The shares were sold at prices ranging from $219.60 to $220.59."
co-trustees financial
"Held by the Third Millennium Trust, of which the Reporting Person and his wife are co-trustees."
trustee financial
"Held by the Envy Trust u/a/d December 7, 2021, of which the Reporting Person is trustee."
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

FAQ

What did NVIDIA (NVDA) director Mark A. Stevens report in this Form 4?
He reported multiple open‑market sales of NVIDIA common stock between August 31 and September 2, 2026, totaling 1,848,501 shares sold indirectly through a trust, plus his resulting direct and indirect share holdings.

How many NVIDIA (NVDA) shares did Mark A. Stevens sell and over what period?
He reported selling 1,848,501 shares of NVIDIA common stock in open‑market transactions from August 31, 2026 through September 2, 2026, across seven separate sale entries.

At what prices were the NVIDIA (NVDA) shares sold by the trust?
The reported weighted average sale prices ranged from about $220 to about $226 per share, including specific averages such as $220.10, $222.92, $224.07 and $226.27, all in open‑market transactions.

Were Mark A. Stevens’ NVDA share sales made under a Rule 10b5‑1 trading plan?
No. The filing indicates that the Rule 10b5‑1 plan box is not checked, and there is no disclosure that these sales were made pursuant to a Rule 10b5‑1 pre‑arranged trading plan.

How many NVIDIA (NVDA) shares does Mark A. Stevens still hold after these transactions?
He reports 11,544,612 shares held directly and 15,017,750 shares held indirectly by the Envy Trust u/a/d December 7, 2021, of which he is trustee, as of August 31, 2026.

Were the NVIDIA (NVDA) sales by Mark A. Stevens direct or through trusts?
The reported sales were indirect, executed by the Third Millennium Trust, where Mark A. Stevens and his wife are co‑trustees. Additional reported holdings are also held indirectly through the Envy Trust.

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SEC Form 4
FORM 4UNITED 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*
STEVENS MARK A
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/31/2026S447,400D$220.0959(1)4,759,871IBy Trust(2)
Common Stock08/31/2026S137,600D$220.9105(3)4,622,271IBy Trust(2)
Common Stock09/01/2026S63,501D$220.0589(4)4,558,770IBy Trust(2)
Common Stock09/02/2026S300,000D$220.0761(5)4,258,770IBy Trust(2)
Common Stock09/02/2026S300,000D$222.9204(6)3,958,770IBy Trust(2)
Common Stock09/02/2026S300,000D$224.0715(7)3,658,770IBy Trust(2)
Common Stock09/02/2026S300,000D$226.2704(8)3,358,770IBy Trust(2)
Common Stock11,544,612D
Common Stock15,017,750IBy the Envy Trust(9)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents weighted average sales price. The shares were sold at prices ranging from $219.60 to $220.59. 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.
2. Held by the Third Millennium Trust, of which the Reporting Person and his wife are co-trustees.
3. Represents weighted average sales price. The shares were sold at prices ranging from $220.60 to $221.28. 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 $220.00 to $220.28. 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 $220.00 to $220.45. 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 $222.5744 to $223.43. 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 $224.00 to $224.23. 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.
8. Represents weighted average sales price. The shares were sold at prices ranging from $226.00 to $226.7591. 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.
9. Held by the Envy Trust u/a/d December 7, 2021, of which the Reporting Person is trustee.
Remarks:
/s/ Tina Ashcraft, Attorney-in-Fact for Mark A. Stevens09/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR