Form 4: NVIDIA CFO Sells Shares Under Pre-Arranged 10b5-1 Plan

NVIDIA's EVP & Chief Financial Officer, Colette Kress, sold a total of 47,440 shares of common stock on November 3, 2025, through pre-arranged 10b5-1 trading plans.

Summary

• Colette Kress, Executive Vice President and Chief Financial Officer of NVIDIA Corporation, reported transactions on November 3, 2025.
• Kress disposed of a total of 47,440 shares of NVIDIA common stock across direct and indirect holdings.
• The sales were executed pursuant to a Rule 10b5-1 trading plan adopted by Kress on March 4, 2025.
• Direct sales amounted to 27,640 shares at weighted average prices ranging from $207.0334 to $210.8573.
• Indirect sales through a Trust totaled 9,900 shares at weighted average prices ranging from $207.0374 to $210.8431.
• Indirect sales through a Limited Liability Company totaled 9,900 shares at weighted average prices ranging from $207.0295 to $210.8336.
• Following these transactions, Kress beneficially owns 2,828,122 shares directly and 1,617,346 shares indirectly through various entities, including trusts and immediate family members.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the sales were conducted under a pre-arranged 10b5-1 trading plan, which is a routine financial management practice for executives and does not typically signal new information about the company's prospects.

Positives

• The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a scheduled sale rather than a reaction to new, non-public information.

Negatives

• Insider selling, even if pre-scheduled, can sometimes be perceived negatively by the market, potentially signaling a lack of confidence or a desire to diversify holdings.

Risks

• No specific risks are detailed in this Form 4 filing beyond the general market perception of insider selling.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding NVIDIA's future performance or outlook.

Management Comments

• The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 4, 2025.

Industry Context

This filing represents a routine disclosure of an insider stock transaction, common for executives of publicly traded companies. Such pre-scheduled sales under Rule 10b5-1 plans are a standard practice for managing personal finances and diversifying holdings while adhering to insider trading regulations.

Related Party Transactions

• Sales of shares were made indirectly through a Trust and a Limited Liability Company, which are entities associated with the reporting person.

Stakeholder Impact

• Shareholders: The sale is a routine insider transaction under a 10b5-1 plan, which typically has minimal direct impact on shareholder value or perception, as it does not imply a change in company fundamentals.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Recommendation

The Form 4 filing details a routine, pre-scheduled sale of shares by an executive under a 10b5-1 plan. This type of transaction does not typically reflect new information about the company's operational performance or future outlook, and therefore, does not warrant a change in investment recommendation based solely on this filing. The underlying fundamentals of NVIDIA should continue to drive investment decisions.

Keywords

NVIDIA, NVDA, Colette Kress, CFO, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Executive Compensation