NVIDIA CORP — Director's Dealing 2016

Mar 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2016-03-01

Reporting Person: GAITHER JAMES C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-01	Common	M	40000.0000	$12.4600	Acquired	79798.0000	Direct
2016-03-01	Common	S	40000.0000	$31.8427	Disposed	39798.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-01	Stock Option (Right to Buy)	$12.4600	M	40000.0000	Disposed	2016-05-19	Common (40000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common	158484.0000	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $31.75 to $31.98, inclusive. The reporting person undertakes to provide to NVIDIA Corporation, and any security holder of NVIDIA Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F2: Shares held by a trust of which the reporting person is the trustee. The reporting person disclaims beneficial ownership in these shares except as to the reporting person's pecuniary interest in the trust.