NVIDIA CORP — Director's Dealing 2021

Aug 5, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NVIDIA CORP (NVDA)
CIK: 0001045810
Period of Report: 2021-08-02

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-02	Common Stock	M	400000	$3.6163	Acquired	5583192	Direct
2021-08-02	Common Stock	S	46909	$194.38	Disposed	5536283	Direct
2021-08-02	Common Stock	S	44938	$195.28	Disposed	5491345	Direct
2021-08-02	Common Stock	S	55662	$196.05	Disposed	5435683	Direct
2021-08-02	Common Stock	S	83842	$197.40	Disposed	5351841	Direct
2021-08-02	Common Stock	S	119960	$198.46	Disposed	5231881	Direct
2021-08-02	Common Stock	S	48689	$199.06	Disposed	5183192	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-02	Employee Stock Option (Right to Buy)	$3.6163	M	400000	Disposed	2021-09-20	Common Stock (400000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	62565496	Indirect
Common Stock	4948956	Indirect
Common Stock	2986630	Indirect
Common Stock	2986630	Indirect
Common Stock	2228000	Indirect
Common Stock	5007800	Indirect

Footnotes

F1: This transaction was pursuant to a 10b5-1 Plan, as adjusted to give effect to a four-for-one forward split of the Issuer's common stock in the form of a stock dividend distributed on July 19, 2021 (the "stock split").

F2: Adjusted to reflect the stock split.

F3: Represents weighted average sales price. The shares were sold at prices ranging from $193.75 to $194.72. 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.

F4: Represents weighted average sales price. The shares were sold at prices ranging from $194.76 to $195.75. 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.

F5: Represents weighted average sales price. The shares were sold at prices ranging from $195.76 to $196.75. 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.

F6: Represents weighted average sales price. The shares were sold at prices ranging from $196.85 to $197.84. 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.

F7: Represents weighted average sales price. The shares were sold at prices ranging from $197.85 to $198.85. 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.

F8: Represents weighted average sales price. The shares were sold at prices ranging from $198.85 to $199.48. 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.

F9: As previously disclosed, on June 22, 2021, 2,930 pre-stock split shares of the Issuer's Common Stock held by The Lori Lynn Huang 2016 Annuity Trust II Agreement, and 2,930 pre-stock split shares of the Issuer's Common Stock held by The Jen-Hsun Huang 2016 Annuity Trust II Agreement were transferred for no consideration to the Jen-Hsun & Lori Huang Living Trust, u/a/d May 1, 1995 to satisfy annuity payments (collectively, the "GRAT transfer shares"). Additional shares issued in connection with the stock split with respect to the GRAT transfer shares were delivered to The Lori Lynn Huang 2016 Annuity Trust II Agreement and The Jen-Hsun Huang 2016 Annuity Trust II Agreement.

F10: 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.

F11: The shares are held by J. and L. Huang Investments, L.P., of which the Trust is the general partner.

F12: The shares are held by The Huang 2012 Irrevocable Trust, of which the Reporting Person is a trustee.

F13: The shares are held by The Huang Irrevocable Remainder Trust u/a/d February 19, 2016, of which the Reporting Person is a trustee.

F14: Fully vested.