NVIDIA (NVDA) EVP sells 300K shares and receives 47K RSU award

Rhea-AI Filing Summary

NVIDIA CORP executive Ajay K. Puri reported both a large stock sale and a new equity award. On March 10, 2026, a trust associated with him sold 275,060 NVIDIA common shares at a weighted average price of $182.4663, and another 24,940 shares at a weighted average price of $183.114, in open‑market transactions executed under a pre‑arranged Rule 10b5‑1 trading plan3,318,547 shares. On March 9, 2026, Puri also received an award of 47,048 restricted stock units directly, for no cash consideration, which will vest in 6.25% increments every three months starting June 17, 2026 until fully vested around the four‑year anniversary of grant. A separate children’s trust held 46,360 shares as of that date.

Insights

Equity analyst

Pre‑planned sales of 300K NVIDIA shares offset by a sizable RSU grant.

Ajay K. Puri, EVP of Worldwide Field Operations at NVIDIA, reported net sales of 300,000 shares of common stock through a revocable trust, alongside a grant of 47,048 RSUs. The sales were executed in the open market at weighted average prices around $182–$183 per share.

The filing notes these dispositions were made under a pre‑arranged Rule 10b5‑1 trading plan, indicating they were scheduled in advance rather than timed opportunistically. Following the last reported sale, the revocable trust still held 3,318,547 shares, and Puri held 706,777 shares directly after the RSU award, suggesting a substantial remaining exposure.

The RSU grant, received for no cash consideration, vests 6.25% on June 17, 2026 and 6.25% every three months thereafter until roughly four years from grant. Future company filings will show how much of these RSUs ultimately vest and whether additional pre‑planned sales occur.

03/11/2026 - 06:10 PM

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
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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^*

Puri Ajay K

(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, Worldwide Field Ops

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		A		47,048(1)	A	$0(2)	706,777	D
Common Stock	03/10/2026		S(3)		275,060	D	$182.4663(4)	3,343,487	I	By Trust(5)
Common Stock	03/10/2026		S(3)		24,940	D	$183.114(6)	3,318,547	I	By Trust(5)
Common Stock								46,360	I	By Children's Trust(7)

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. The restricted stock units ("RSUs") shall vest as to 6.25% of the shares on June 17, 2026 and 6.25% of the shares every three months thereafter, such that the shares are fully vested on approximately the four (4) year anniversary of the date of grant.

2. The shares represent RSUs that were received as an award, for no consideration.

3. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 19, 2025.

4. Represents weighted average sales price. The shares were sold at prices ranging from $182.030 to $183.020. 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.

5. The shares are held by the Ajay K. Puri Revocable Trust dtd 12/10/2015, of which the Reporting Person is trustee.

6. Represents weighted average sales price. The shares were sold at prices ranging from $183.030 to $183.280. 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. The shares are held by The Puri 2019 Irrevocable Children's Trust dtd 12/06/2019, of which the Reporting Person is trustee. Mr. Puri disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein, if any.

Remarks:

	/s/ Tina Ashcraft, Attorney-in-Fact for Ajay K. Puri	03/11/2026
	** Signature of Reporting Person	Date
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