Form 4: NVIDIA CEO Sells 225,000 Shares Under 10b5-1 Plan

NVIDIA CEO Jen-Hsun Huang sold 225,000 shares of common stock over three days in late September and early October 2025, pursuant to a pre-arranged Rule 10b5-1 trading plan.

Summary

• Jen-Hsun Huang, NVIDIA's President, CEO, and Director, reported the sale of 225,000 shares of NVIDIA common stock.
• The sales occurred on September 30, 2025, October 1, 2025, and October 2, 2025.
• Each day, 75,000 shares were sold, totaling 225,000 shares across the three days.
• The transactions were executed under a Rule 10b5-1 trading plan adopted on March 20, 2025.
• The shares were sold at weighted average prices ranging from $182.1939 to $190.5162.
• Following these transactions, Huang directly beneficially owns 71,008,203 shares.
• Huang also indirectly beneficially owns an additional 782,250,400 shares through various trusts, partnerships, and limited liability companies, bringing total beneficial ownership to 853,258,603 shares.

Sentiment

Score: 6

Explanation: While insider selling can sometimes be viewed negatively, the execution under a Rule 10b5-1 plan mitigates concerns about opportunistic timing. The substantial remaining beneficial ownership also indicates continued confidence in the company.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned and systematic approach to share disposition rather than a reaction to immediate market conditions.
• The reporting person retains a substantial beneficial ownership of over 853 million shares, demonstrating continued significant alignment with shareholder interests.

Negatives

• Insider selling, even under a 10b5-1 plan, can sometimes be perceived negatively by the market, though the impact is typically mitigated by the pre-planned nature.

Future Outlook

Not applicable, as this Form 4 filing reports past insider transactions and does not provide forward-looking statements or guidance.

Industry Context

This insider transaction report is specific to NVIDIA and its CEO and does not directly relate to broader industry trends or competitors, other than reflecting a routine personal financial management activity by a key executive in the technology sector.

Related Party Transactions

• The filing details indirect beneficial ownership through various entities such as 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 represent existing related party holdings rather than new transactions.

Stakeholder Impact

• Shareholders: May observe a slight increase in shares available on the market, but the impact is minimal given the volume relative to total outstanding shares and the pre-planned nature of the sale.
• Employees: No direct impact on employees' roles or compensation.
• Customers: No direct impact on customer relationships or product offerings.
• Suppliers: No direct impact on supplier relationships or supply chain operations.
• Creditors: No direct impact on the company's financial obligations or creditworthiness.

Key Dates

Keywords

NVIDIA, NVDA, Jen-Hsun Huang, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, CEO, Director, Common Stock