NVIDIA CORP — Director's Dealing 2012

Jun 19, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2012-06-19

Reporting Person: SEAWELL A BROOKE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-19	Common Stock	M	7500	$3.69	Acquired	7500	Direct
2012-06-19	Common Stock	M	112500	$3.69	Acquired	120000	Direct
2012-06-19	Common Stock	S	50000	$13.30	Disposed	70000	Direct
2012-06-19	Common Stock	G	70000	$0.00	Disposed	0	Direct
2012-06-19	Common Stock	G	70000	$0.00	Acquired	500000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-19	Director Stock Option (Right to Buy)	$3.69	M	7500	Disposed	2012-08-01	Common Stock (7500)	Direct
2012-06-19	Director Stock Option (Right to Buy)	$3.69	M	112500	Disposed	2012-08-01	Common Stock (112500)	Direct

Footnotes

F1: Represents weighted average sales price. The shares were sold at prices ranging from $13.27 to $13.34. 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.

F2: By A. Brooke Seawell TTEE, Rosemary Warner Seawell TTEE, Rosemary & A Brooke Seawell Revocable Trust U/A/ Dtd 1/20/2009.

F3: Fully vested.