Form 4: NVIDIA Director Sells Over 100,000 Shares Under Pre-Arranged 10b5-1 Plan

NVIDIA Director A. Brooke Seawell sold 101,925 shares of common stock in early July 2025 through a pre-arranged 10b5-1 trading plan to cover estate tax obligations.

Summary

• A. Brooke Seawell, a Director of NVIDIA Corp (NVDA), executed multiple sales of common stock.
• A total of 101,925 shares were sold across several transactions on July 2, 2025, and July 7, 2025.
• The sales were conducted under a Rule 10b5-1 trading plan established on March 19, 2025.
• The primary purpose of these sales is to meet estate tax obligations.
• Weighted average sales prices ranged from $153.8818 to $158.686 per share.
• Following these transactions, A. Brooke Seawell beneficially owns 1,974,784 shares indirectly through an Administrative Trust and 2,500,000 shares indirectly through a Survivor Trust.
• The filing also notes transfers of 500,000 shares without consideration from The A. Brooke Seawell Revocable Trust to The Rosemary and A. Brooke Seawell Revocable Trust (Administrative Trust) and another 500,000 shares to The Alexander Brooke Seawell Revocable Trust (Survivor Trust).

Sentiment

Score: 5

Explanation: The sales are pre-planned under a 10b5-1 plan for estate tax obligations, which is a personal financial matter and does not necessarily reflect a negative view on the company's future performance.

Management Comments

• The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 19, 2025 to meet estate tax obligations.

Industry Context

This filing is a standard disclosure of insider trading activity and does not provide broader industry context or trends.

Related Party Transactions

• Transfer of 500,000 shares without consideration from The A. Brooke Seawell Revocable Trust to The Rosemary and A. Brooke Seawell Revocable Trust (Administrative Trust).
• Transfer of 500,000 shares without consideration from The A. Brooke Seawell Revocable Trust to The Alexander Brooke Seawell Revocable Trust (Survivor Trust).

Stakeholder Impact

• Shareholders: Disclosure of director's share sales, which are pre-planned for personal estate tax obligations and do not indicate a change in company fundamentals.

Key Dates

Keywords

NVIDIA, NVDA, Form 4, insider trading, stock sale, 10b5-1 plan, director, common stock, estate tax