NVIDIA director granted new RSU awards

NORA JOHNSON SUZANNE M reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

NORA JOHNSON SUZANNE M reported acquisition or exercise transactions in this Form 4 filing.

NVIDIA CORP director Suzanne M. Nora Johnson reported equity compensation awards in the form of restricted stock units. On August 10, 2026 she received an initial Board grant of 1,262 RSUs that vest in six installments beginning March 17, 2027 and approximately every six months until the third anniversary of grant, with full vesting upon death. She also received a pro-rated annual Board grant of 1,148 RSUs, vesting in tranches of 543 shares on November 18, 2026 and 605 shares on May 19, 2027, also subject to accelerated vesting upon death. In addition, 2,496 common shares are reported as held indirectly by a family trust for which she and her spouse serve as cotrustees.

Insider Trade Summary

Grant/Award: 2,410 shares

Grant/Award 3 txns

Insider NORA JOHNSON SUZANNE M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	1,262	$0.00	$0.00
Grant/Award	Common Stock F2	1,148	$0.00	$0.00
holding	Common Stock F3	--	--	--

Holdings After Transaction: Common Stock — 2,410 shares (Direct); Common Stock — 2,496 shares (Indirect, By Trust)

Footnotes (3)

1. F1. Initial grant in connection with appointment to the Board of Directors. The shares represent restricted stock units that were received as an award, for no consideration. The restricted stock unit shall vest as to 1/6th of the shares on March 17, 2027 and 1/6th of the shares approximately every six months thereafter, such that the shares are fully vested on approximately the three (3) year anniversary of the date of grant. If the Reporting Person's service as a director terminates at any time due to death, the grant shall immediately become fully vested.
2. F2. Pro-rated 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 unit shall vest as to 543 shares on November 18, 2026 and 605 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.
3. F3. Shares are held by a family trust, of which the Reporting Person and her spouse are cotrustees.

Key Figures

Initial Board RSU grant: 1,262 shares Pro-rated annual RSU grant: 1,148 shares First pro-rated vesting tranche: 543 shares +3 more

6 metrics

Initial Board RSU grant 1,262 shares Restricted stock units granted August 10, 2026 in connection with Board appointment

Pro-rated annual RSU grant 1,148 shares Restricted stock units granted August 10, 2026 for Board service

First pro-rated vesting tranche 543 shares Portion of the 1,148 RSUs vesting on November 18, 2026

Second pro-rated vesting tranche 605 shares Remaining portion of the 1,148 RSUs vesting on May 19, 2027

Family trust holdings 2,496 shares Common stock held indirectly by a family trust with the director and spouse as cotrustees

Transaction price per share $0.0000 Both RSU awards granted for no cash consideration

Key Terms

restricted stock units, pro-rated annual grant, family trust

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.

pro-rated annual grant financial

"Pro-rated annual grant in connection with service on the Board of Directors."

family trust financial

"Shares are held by a family trust, of which the Reporting Person and her spouse are cotrustees."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did NVIDIA (NVDA) director Suzanne Nora Johnson receive?

Suzanne Nora Johnson received two restricted stock unit awards: 1,262 RSUs as an initial Board grant and 1,148 RSUs as a pro-rated annual Board grant, both awarded for no cash consideration.

When do Suzanne Nora Johnson’s new NVIDIA (NVDA) RSU grants vest?

The 1,262 RSUs vest one-sixth on March 17, 2027 and every six months thereafter over about three years. The 1,148 RSUs vest 543 shares on November 18, 2026 and 605 shares on May 19, 2027.

Were Suzanne Nora Johnson’s NVIDIA (NVDA) RSUs purchased for cash?

No. Both NVIDIA awards to Suzanne Nora Johnson are restricted stock units received as grants in connection with her Board service and were issued for no consideration, not bought in the market.

What happens to Suzanne Nora Johnson’s NVIDIA (NVDA) RSUs if she dies while serving?

For both RSU grants, if Suzanne Nora Johnson’s service as a director terminates due to death, the entire remaining grant becomes fully vested immediately, according to the award terms disclosed.

How many NVIDIA (NVDA) shares are held by Suzanne Nora Johnson’s family trust?

A family trust associated with Suzanne Nora Johnson holds 2,496 shares of NVIDIA common stock. She and her spouse act as cotrustees of this trust, so these shares are reported as indirectly owned.

Are Suzanne Nora Johnson’s new NVIDIA (NVDA) awards direct or indirect holdings?

The new 1,262 and 1,148 RSU grants are reported as direct holdings. Separately, 2,496 common shares are reported as held indirectly through a family trust for which she is a cotrustee.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/12/2026 - 05:13 PM Accepted by SEC EDGAR 08/12/2026 - 05:13 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^*

NORA JOHNSON SUZANNE M

(Last) (First) (Middle)

66 HUDSON BOULEVARD EAST

ATTN. PFIZER INC. CORPORATE SECRETARY

(Street)

NEW YORK NEW YORK 10001

(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)
08/10/2026

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 Stock	08/10/2026		A		1,262	A	$0(1)	1,262	D
Common Stock	08/10/2026		A		1,148	A	$0(2)	2,410	D
Common Stock								2,496	I	By 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. Initial grant in connection with appointment to the Board of Directors. The shares represent restricted stock units that were received as an award, for no consideration. The restricted stock unit shall vest as to 1/6th of the shares on March 17, 2027 and 1/6th of the shares approximately every six months thereafter, such that the shares are fully vested on approximately the three (3) year anniversary of the date of grant. If the Reporting Person's service as a director terminates at any time due to death, the grant shall immediately become fully vested.

2. Pro-rated 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 unit shall vest as to 543 shares on November 18, 2026 and 605 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.

3. Shares are held by a family trust, of which the Reporting Person and her spouse are cotrustees.

Remarks:

	/s/ Tina Ashcraft, Attorney-in-Fact for Suzanne Nora Johnson	08/12/2026
	** 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)