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[Form 4] NVIDIA CORP Insider Trading Activity

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

Rhea-AI Filing Summary

NVIDIA Corporation EVP and Chief Financial Officer Colette Kress reported multiple equity transactions and ownership updates. On 12/10/2025, 43,104 common shares were disposed of at $184.97 per share to satisfy taxes due in connection with the vesting of previously reported restricted stock units, leaving 1,317,326 shares held directly. That direct holding figure includes 38,405 shares issued upon restricted stock unit vesting.

On 12/12/2025, she sold several tranches of common stock, directly and through a trust and a limited liability company, at weighted average prices including $175.3528 and $182.0634 per share, with sale prices in stated ranges between $174.795 and $182.725. These sales were executed under a Rule 10b5-1 trading plan adopted on March 4, 2025. The disclosure also notes transfers of 282,178 shares from each of Grantor Retained Annuity Trust 1 and 2 to satisfy annuity payments and a contribution of 2,032,048 shares to Grantor Retained Annuity Trust 3, highlighting substantial ongoing indirect ownership.

Positive

  • None.

Negative

  • None.
Insider Kress Colette
Role EVP & Chief Financial Officer
Sold 50,500 shs ($8.99M)
Type Security Shares Price Value
Sale Common 3,324 $175.3528 $583K
Sale Common 8,858 $176.3067 $1.56M
Sale Common 5,864 $177.2119 $1.04M
Sale Common 511 $177.953 $91K
Sale Common 3,070 $179.4746 $551K
Sale Common 3,513 $180.2082 $633K
Sale Common 2,654 $181.264 $481K
Sale Common 2,706 $182.0634 $493K
Sale Common 1,129 $175.3254 $198K
Sale Common 2,883 $176.3074 $508K
Sale Common 1,915 $177.2133 $339K
Sale Common 144 $177.9349 $26K
Sale Common 983 $179.4861 $176K
Sale Common 1,165 $180.2081 $210K
Sale Common 886 $181.264 $161K
Sale Common 895 $182.0637 $163K
Sale Common 1,242 $175.2646 $218K
Sale Common 2,804 $176.3083 $494K
Sale Common 1,874 $177.22 $332K
Sale Common 127 $177.8924 $23K
Sale Common 915 $179.5158 $164K
Sale Common 1,210 $180.209 $218K
Sale Common 906 $181.2631 $164K
Sale Common 922 $182.064 $168K
Tax Withholding Common 43,104 $184.97 $7.97M
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
Holdings After Transaction: Common — 1,314,002 shares (Direct); Common — 121,931 shares (Indirect, By Trust)
Footnotes (1)
  1. Represents shares withheld by the Issuer to satisfy taxes due by the Reporting Person in connection with the vesting of restricted stock units previously reported on a Form 4. Includes 38,405 shares issued upon the vesting of restricted stock units previously reported on a Form 4. Reflects the transfers of 282,178 shares to satisfy annuity payments from each of Grantor Retained Annuity Trust 1 and Grantor Retained Annuity Trust 2. Reflects 2,032,048 shares contributed to Grantor Retained Annuity Trust 3. 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 $174.795 to $175.790. 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 $175.795 to $176.785. 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 $176.795 to $177.790. 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 $177.800 to $178.410. 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 $179.115 to $179.790. 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 $179.795 to $180.790. 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 $180.820 to $181.770. 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 $181.800 to $182.725. 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.
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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)
12/10/2025
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 12/10/2025 F 43,104(1) D $184.97 1,317,326(2)(3)(4) D
Common 12/12/2025 S(5) 3,324 D $175.3528(6) 1,314,002 D
Common 12/12/2025 S(5) 8,858 D $176.3067(7) 1,305,144 D
Common 12/12/2025 S(5) 5,864 D $177.2119(8) 1,299,280 D
Common 12/12/2025 S(5) 511 D $177.953(9) 1,298,769 D
Common 12/12/2025 S(5) 3,070 D $179.4746(10) 1,295,699 D
Common 12/12/2025 S(5) 3,513 D $180.2082(11) 1,292,186 D
Common 12/12/2025 S(5) 2,654 D $181.264(12) 1,289,532 D
Common 12/12/2025 S(5) 2,706 D $182.0634(13) 1,286,826 D
Common 12/12/2025 S(5) 1,129 D $175.3254(6) 121,931 I By Trust
Common 12/12/2025 S(5) 2,883 D $176.3074(7) 119,048 I By Trust
Common 12/12/2025 S(5) 1,915 D $177.2133(8) 117,133 I By Trust
Common 12/12/2025 S(5) 144 D $177.9349(9) 116,989 I By Trust
Common 12/12/2025 S(5) 983 D $179.4861(10) 116,006 I By Trust
Common 12/12/2025 S(5) 1,165 D $180.2081(11) 114,841 I By Trust
Common 12/12/2025 S(5) 886 D $181.264(12) 113,955 I By Trust
Common 12/12/2025 S(5) 895 D $182.0637(13) 113,060 I By Trust
Common 12/12/2025 S(5) 1,242 D $175.2646(6) 751,692 I By Limited Liability Company
Common 12/12/2025 S(5) 2,804 D $176.3083(7) 748,888 I By Limited Liability Company
Common 12/12/2025 S(5) 1,874 D $177.22(8) 747,014 I By Limited Liability Company
Common 12/12/2025 S(5) 127 D $177.8924(9) 746,887 I By Limited Liability Company
Common 12/12/2025 S(5) 915 D $179.5158(10) 745,972 I By Limited Liability Company
Common 12/12/2025 S(5) 1,210 D $180.209(11) 744,762 I By Limited Liability Company
Common 12/12/2025 S(5) 906 D $181.2631(12) 743,856 I By Limited Liability Company
Common 12/12/2025 S(5) 922 D $182.064(13) 742,934 I By Limited Liability Company
Common 4,000 I By immediate family member 1
Common 4,000 I By immediate family member 2
Common 451,498 I Grantor Retained Annuity Trust 1
Common 451,498 I Grantor Retained Annuity Trust 2
Common 2,032,048 I Grantor Retained Annuity Trust 3
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. Represents shares withheld by the Issuer to satisfy taxes due by the Reporting Person in connection with the vesting of restricted stock units previously reported on a Form 4.
2. Includes 38,405 shares issued upon the vesting of restricted stock units previously reported on a Form 4.
3. Reflects the transfers of 282,178 shares to satisfy annuity payments from each of Grantor Retained Annuity Trust 1 and Grantor Retained Annuity Trust 2.
4. Reflects 2,032,048 shares contributed to Grantor Retained Annuity Trust 3.
5. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025.
6. Represents weighted average sales price. The shares were sold at prices ranging from $174.795 to $175.790. 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.
7. Represents weighted average sales price. The shares were sold at prices ranging from $175.795 to $176.785. 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 $176.795 to $177.790. 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. Represents weighted average sales price. The shares were sold at prices ranging from $177.800 to $178.410. 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.
10. Represents weighted average sales price. The shares were sold at prices ranging from $179.115 to $179.790. 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.
11. Represents weighted average sales price. The shares were sold at prices ranging from $179.795 to $180.790. 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.
12. Represents weighted average sales price. The shares were sold at prices ranging from $180.820 to $181.770. 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.
13. Represents weighted average sales price. The shares were sold at prices ranging from $181.800 to $182.725. 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:
Exhibit 24 - Power of Attorney.
/s/ Tina Ashcraft, Attorney-in-Fact for Colette Kress 12/12/2025
** 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