NVIDIA CORP — Director's Dealing 2016

Sep 23, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2016-09-21

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-09-21	Common Stock	F	73346	$64.86	Disposed	1710206	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16097585	Indirect
Common Stock	1237239	Indirect
Common Stock	557000	Indirect

Footnotes

F1: Represents shares of the Issuer's common stock withheld by the Issuer to satisfy taxes due by the Reporting Person in connection with the vesting of restricted stock units previously reported on a Form 4.

F2: Includes 140,561 shares issued upon the vesting of restricted stock units previously reported on a Form 4.

F3: 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.

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

F5: The shares are held by The Huang 2012 Irrevocable Trust, of which the Reporting Person is a trustee.