NVIDIA Signs Definitive Agreement to Acquire Hugging Face for $12.9B

NVIDIA has agreed to acquire Hugging Face for $12,930,300,000, the chipmaker announced on its blog on September 3, 2026. According to an 8-K filed with the U.S. Securities and Exchange Commission, the two companies entered into a definitive agreement on September 2, 2026.

The transaction includes an approximately $11.9 billion purchase price payable to Hugging Face stockholders, subject to certain adjustments, and an equity-based retention program of up to approximately $1.0 billion for Hugging Face employees joining NVIDIA, the filing states. The deal is expected to close in the first half of 2027, subject to the satisfaction or waiver of customary closing conditions, including receipt of required regulatory approvals.

Deal Structure and Platform Commitments

Hugging Face operates a platform and community for developing, sharing and deploying open-source models, datasets and applications, the filing states. NVIDIA committed in the agreement to keep Hugging Face’s platform open, consistent with the company’s existing practices. Under that commitment, Hugging Face would continue to permit model makers, developers and users to upload and download models and datasets of their choosing and to support other silicon vendors.

NVIDIA’s blog announcement echoes those terms. Hugging Face will remain an open platform for the entire AI ecosystem, the company wrote, and developers will continue to choose the models, frameworks, clouds, inference service providers and computing platforms they want. NVIDIA compute will not be required to build on or deploy through Hugging Face. The platform will continue to support open source and open weight models from every model builder, along with multi-cloud and multi-accelerator development and deployment.

Hugging Face’s Scale

More than 18 million developers, researchers and creators use Hugging Face to share more than 3 million models, 500,000 datasets and 1 million applications, according to the announcement. More than 200,000 companies use the platform to discover, evaluate, customize and deploy AI.

NVIDIA described the acquisition as a way to scale Hugging Face’s platform, strengthen its infrastructure and expand access to AI for developers and institutions worldwide. The company said its infrastructure, engineering and global reach can help improve platform reliability, safety, model evaluation, inference and deployment capabilities while preserving the open ecosystem.

NVIDIA also pointed to its existing relationship with the platform. The company described itself as the largest contributor of open models and data to Hugging Face, with more than 500 models and more than 250 open datasets released on the platform. NVIDIA said it has made multiyear investments and contributions to open source platforms, including Hugging Face, and that it builds its own models, libraries and tools in the open.

Regulatory Risk Disclosures

The 8-K supplements NVIDIA’s existing acquisition risk factors with disclosures specific to the Hugging Face transaction. The filing warns that government restrictions may negatively impact NVIDIA’s business and the Hugging Face platform. It states that other parties are actively lobbying the U.S. government and other stakeholders worldwide to adopt legislative or regulatory measures that would restrict or disadvantage open-source models and their customers.

Governments may impose new or additional requirements governing the development, training, release, distribution, access, transfer, deployment or use of AI models, including open-source models, according to the filing. Such requirements could restrict the models or datasets available through Hugging Face, require changes to its platform or practices, delay or restrict offerings, increase compliance costs, or result in investigations or enforcement actions.

The filing also notes that many of the world’s most popular and successful open-source models originated in China and are then downloaded, revised, fine-tuned and tested by developers in the United States and worldwide. Any regulatory control or other restriction that limits NVIDIA’s ability to provide products and services that support models derived from any region, including China, could have a material impact on Hugging Face’s platform and on NVIDIA’s business, operating results and financial condition, the filing states.

Leadership and Brand Continuity

In the blog post, NVIDIA said Hugging Face co-founder and CEO Clem Delangue approached the company as he considered the platform’s next chapter and believed NVIDIA would be a suitable home for the company, its community and the future of open models. The post also names Hugging Face co-founders Julien and Thomas alongside Delangue as the team that built the platform over the past decade.

The Hugging Face team will bring its work to a larger canvas while keeping its existing brand, according to the announcement. NVIDIA expects the acquisition to provide additional resources to Hugging Face and support developers building, sharing and deploying open models and applications, the filing states.