NVIDIA CORP — Director's Dealing 2014

Jun 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2014-06-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-04	Common Stock	J	27000	—	Disposed	557000	Indirect
2014-06-04	Common Stock	J	27000	—	Acquired	19742059	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1086628	Direct
Common Stock	11703	Indirect
Common Stock	11703	Indirect
Common Stock	1237239	Indirect

Footnotes

F1: On June 4, 2014, the Jen-Hsun & Lori Huang Living Trust, u/a/d May 1, 1995 (the "Trust") exchanged cash and debt securities with an aggregate value of $510,570 for 27,000 shares of the Company's Common Stock held by The Huang 2012 Irrevocable Trust (the "Irrevocable Trust"). The value of the shares of the Company's Common Stock was the average of the high and low trading price ($18.91) as reported on the NASDAQ Global Select Market on June 4, 2014.

F2: The shares are held by the Irrevocable Trust, of which the Reporting Person is trustee.

F3: The shares are held by the Trust, of which the Reporting Person is a trustee.

F4: The shares are held by J. and L. Huang Investments, L.P., of which the Trust is the general partner.