NVIDIA Insider Filing: EVP Shoquist Reports Large Share Disposals

Rhea-AI Filing Summary

Debora C. Shoquist, EVP, Operations of NVIDIA Corporation, reported two disposals of NVIDIA common stock on 08/29/2025. The filing shows a gift of 55,172 shares described as "gift without consideration" and a separate disposal of 548,977 shares. After these transactions the report states the Reporting Person beneficially owns 1,734,443 shares indirectly through the Debora C. Shoquist Revocable Living Trust, of which she is a trustee. The Form 4 was signed by an attorney-in-fact on 09/03/2025.

Positive

• Continued indirect ownership of 1,734,443 shares via a revocable trust indicates ongoing alignment with shareholder interests
• Clear disclosure of the gift transaction and trustee relationship provides transparency and compliance with Section 16 reporting

Negative

• Substantial disposals totaling 604,149 shares (55,172 gifted and 548,977 disposed) could be perceived negatively by some investors
• No price disclosed for the 548,977-share disposal in the filing, limiting full transparency about proceeds or transaction context

Insights

Financial Analyst

TL;DR: Insider reported sizable share disposals, including a gift, but retains material indirect holdings via a trust.

The transactions total 604,149 shares disposed on 08/29/2025, including a documented gift of 55,172 shares. For investors, insider disposals can reflect personal liquidity needs rather than company outlook; however, the filing also shows continued indirect ownership of 1,734,443 shares through a revocable trust, indicating ongoing alignment with shareholder value. No prices are reported for the larger disposal and no derivative activity is shown.

Corporate Governance Expert

TL;DR: Transaction appears compliant and documented, with clear disclosure of trust holdings and a signed attorney-in-fact submission.

The Form 4 discloses the relationship (EVP, Operations) and identifies the trust as the vehicle for indirect ownership, satisfying disclosure norms. The filing notes a gift transaction explicitly and includes the required signature by attorney-in-fact. There is no indication of 10b5-1 plan usage in the form, and no amendments are shown. The reporting is straightforward and contains the necessary ownership and transaction specifics provided.

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^*

Shoquist Debora

(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, Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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 Stock	08/29/2025		G		55,172	D	$0(1)	1,734,443	I	By Trust(2)
Common Stock								548,977	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. Gift without consideration.

2. The shares are held by the Debora C. Shoquist Revocable Living Trust, of which the Reporting Person is a trustee.

Remarks:

	/s/ Rebecca Peters, Attorney-in-Fact for Debora Shoquist	09/03/2025
	** 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.

FAQ

What transactions did Debora Shoquist report on Form 4 for NVDA?

The Form 4 reports two disposals on 08/29/2025: a gift of 55,172 shares and a separate disposal of 548,977 shares.

How many NVIDIA shares does Debora Shoquist beneficially own after the reported transactions?

The filing states she beneficially owns 1,734,443 shares indirectly through the Debora C. Shoquist Revocable Living Trust.

What is the nature of the 55,172-share transaction?

The filing explicitly describes the 55,172-share transaction as a gift without consideration.

What is Debora Shoquist's role at NVIDIA as disclosed in the Form 4?

She is disclosed as an Officer with the title EVP, Operations.

When was the Form 4 signed and by whom?

The form bears the signature of Rebecca Peters, Attorney-in-Fact for Debora Shoquist dated 09/03/2025.