NVIDIA CORP — Director's Dealing 2013

Sep 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2013-09-18

Reporting Person: HUANG JEN HSUN (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-09-18	Employee Stock Option (Right to Buy)	$16.0	A	237500	Acquired	2023-09-17	Common Stock (237500.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	609609	Direct
Common Stock	19659091	Indirect
Common Stock	1237239	Indirect
Common Stock	584000	Indirect
Common Stock	39687	Indirect
Common Stock	39687	Indirect

Footnotes

F1: Includes 1,178 shares purchased pursuant to the Issuer's Employee Stock Purchase Plan on August 30, 2013.

F2: The shares are held by Jen-Hsun Huang and Lori Huang, as co-trustees of the Jen-Hsun & Lori Huang Living Trust, u/a/d May 1, 1995 (the "Trust"), of which the Reporting Person is a trustee.

F3: The shares are held by J. and L. Huang Investments, L.P., of which the Trust is the general partner.

F4: The shares are held by The Huang 2012 Irrevocable Trust, of which the Reporting Person is a trustee.

F5: The option shall vest as to 25% of the shares on September 18, 2014 and 6.25% of the shares at the end of each quarterly period thereafter, such that the option is fully vested on the four (4) year anniversary of the date of grant.