X0303 4 2011-03-16 0 0001045810 NVIDIA CORP NVDA 0001197653 SHANNON DAVID M C/O NVIDIA CORPORATION 2701 SAN TOMAS EXPRESSWAY SANTA CLARA CA 95050 0 1 0 0 EVP, Gen. Counsel, Secretary Common Stock 2011-03-16 4 F 0 5569 17.53 D 85099 D Common Stock 2011-03-18 4 A 0 12500 0.00 A 97599 D Common Stock 66880 I Shannon Revocable Trust Stock Option (Right to Buy) 17.62 2011-03-18 4 A 0 42500 0.00 A 2021-03-18 Common Stock 42500 42500 D Represents shares of the Issuer's common stock withheld by the Issuer to satisfy taxes due by the Reporting Person in connection with the vesting of restricted stock units previously reported on a Form 4. Includes 6,359 shares issued upon the vesting of restricted stock units previously reported on a Form 4. The shares represent restricted stock units that were received as an award, for no consideration. The restricted stock unit shall vest as to 25% of the shares on March 21, 2012 and 12.5% of the shares every six months thereafter, such that the shares are fully vested on approximately the four (4) year anniversary of the date of grant. The shares are held by the Shannon Revocable Trust, dated 9/24/1997, of which the Reporting Person is co-trustee. The option shall vest as to 25% of the shares on March 16, 2012 and 6.25% of the shares at the end of each quarterly period thereafter, such that the option is fully vested on the four (4) year anniversary of the date of grant. /s/ John T. McKenna, Attorney-in-Fact for David M. Shannon 2011-03-18