Form 4: NVIDIA CEO Jen-Hsun Huang Reports Routine Stock Sales and Tax Withholding Under Pre-Planned Trading Program

Sentiment:

Insider Transaction Report 23 June 2025 6:49 PM

NVIDIA CEO Jen-Hsun Huang disclosed the sale of over 99,000 shares and the withholding of over 40,000 shares for tax purposes, all executed under a pre-established Rule 10b5-1 trading plan.

Summary

Jen-Hsun Huang, NVIDIA's President and CEO, reported transactions involving NVIDIA common stock.
On June 18, 2025, 40,163 shares were withheld by NVIDIA to satisfy tax obligations related to the vesting of restricted stock units, at a price of $144.12 per share.
Between June 20 and June 23, 2025, Mr. Huang sold a total of 99,960 shares of common stock through multiple transactions.
These sales were executed at weighted average prices ranging from $142.8047 to $145.864 per share.
All reported sales were conducted under a Rule 10b5-1 trading plan adopted by Mr. Huang on March 20, 2025.
Following these transactions, Mr. Huang directly beneficially owns 75,673,225 shares of NVIDIA common stock.
Additionally, Mr. Huang indirectly beneficially owns 783,375,400 shares through various trusts, partnerships, and limited liability companies, bringing his total beneficial ownership to 859,048,625 shares.

Sentiment

Score: 5

Explanation: The document reports routine insider transactions (stock sales and tax withholding) executed under a pre-planned Rule 10b5-1 trading plan. This is a neutral event, neither positive nor negative, as it reflects standard financial management by an executive.

Positives

The stock sales were executed pursuant to a pre-established Rule 10b5-1 trading plan, indicating a planned and routine disposition rather than a reaction to new information.
The withholding of shares for taxes is a standard practice for equity compensation, demonstrating compliance with tax obligations.

Risks

While routine, insider sales, even pre-planned, can sometimes be misinterpreted by the market if not clearly understood as part of a standard financial management strategy.

Related Party Transactions

The document details significant indirect beneficial ownership through various trusts, partnerships, and limited liability companies, including the Jen-Hsun & Lori Huang Living Trust, J. and L. Huang Investments, L.P., The Huang 2012 Irrevocable Trust, The Huang Irrevocable Remainder Trust, The Lori Lynn Huang 2016 Annuity Trust II Agreement, The Jen-Hsun Huang 2016 Annuity Trust II Agreement, TARG S LLC, and TARG M LLC. These entities represent holdings by related parties of the reporting person.

Stakeholder Impact

Shareholders: Minimal impact, as the sales are routine and pre-planned, not indicative of a change in company fundamentals or management's view. The total shares sold represent a very small fraction of Mr. Huang's overall beneficial ownership.
Employees, Customers, Suppliers, Creditors: No direct impact from this filing.

Key Dates

Date	Description
1995-05-01	Date of the Jen-Hsun & Lori Huang Living Trust agreement, which holds a significant portion of indirect beneficial ownership.
2012-XX-XX	Year of The Huang 2012 Irrevocable Trust, an entity through which shares are indirectly held.
2016-02-19	Date of The Huang Irrevocable Remainder Trust agreement, an entity through which shares are indirectly held.
2016-XX-XX	Year of The Lori Lynn Huang 2016 Annuity Trust II Agreement and The Jen-Hsun Huang 2016 Annuity Trust II Agreement, entities through which shares are indirectly held.
2025-03-20	Date the Rule 10b5-1 trading plan was adopted by Jen-Hsun Huang, under which the reported sales were executed.
2025-06-18	Date shares were withheld by NVIDIA to satisfy tax obligations related to restricted stock unit vesting.
2025-06-20	Date of multiple common stock sales under the Rule 10b5-1 plan.
2025-06-23	Date of additional common stock sales under the Rule 10b5-1 plan and the filing date of this Form 4.

Recommendation

hold

Keywords

NVIDIA, NVDA, Jen-Hsun Huang, SEC Form 4, Insider Trading, Stock Sales, Rule 10b5-1, Restricted Stock Units, Beneficial Ownership, Corporate Governance

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