Puri Ajay K 4

What Happened

• Ajay K. Puri, EVP Worldwide Field Operations at NVIDIA (NVDA), disposed of a total of 369,529 shares on March 18, 2026. That comprised 300,000 shares sold in open-market transactions (three blocks) and 69,529 shares withheld by the company to satisfy taxes on vested restricted stock units (RSUs). Reported dollar amounts: $3,604,664 (19,881 shares @ $181.31), $49,244,834 (270,134 shares @ $182.30), $1,826,642 (9,985 shares @ $182.94) and $12,649,411 (69,529 shares @ $181.93), totalling about $67.33 million. These are sales/dispositions (not purchases).

Key Details

• Transaction date: March 18, 2026; Form 4 filed March 20, 2026 (appears timely; Form 4 is generally due within 2 business days).
• Breakdown:
  • 69,529 shares surrendered/withheld to cover taxes on RSU vesting (tax-withholding, footnote F1/F2) — $12,649,411.
  • 19,881 shares sold in open market at $181.31 — $3,604,664 (price range for this block reported as $180.77–$181.76 per footnote).
  • 270,134 shares sold in open market at $182.30 — $49,244,834 (price range for this block reported as $181.77–$182.76 per footnote).
  • 9,985 shares sold in open market at $182.94 — $1,826,642 (price range for this block reported as $182.77–$183.32 per footnote).
• Total shares disposed: 369,529; total proceeds/consideration ≈ $67.33M.
• A portion of the reported sales were effected under a Rule 10b5-1 trading plan adopted by Mr. Puri on Sept 19, 2025 (footnote F3).
• Some shares are held in trusts for which Mr. Puri is trustee (Ajay K. Puri Revocable Trust; The Puri 2019 Irrevocable Children's Trust) and disclaimers apply (footnotes F5, F8).
• Filing notes that 70,701 shares were issued upon RSU vesting (footnote F2). The Form 4 excerpt provided does not state total shares owned by Mr. Puri after these transactions — see the full Form 4 for post-transaction holdings.

Context

• These transactions are disposals (sales and tax-withholding on vested RSUs). The open-market sales were at multiple price points and some were executed under a pre-arranged 10b5-1 plan, which schedules sales regardless of subsequent company developments. The tax-withholding reflects RSU vesting and is a common, administrative disposition (cashless withholding) rather than a separate market sale.