0001618732-19-000120.txt : 20191202 0001618732-19-000120.hdr.sgml : 20191202 20191202164024 ACCESSION NUMBER: 0001618732-19-000120 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191127 FILED AS OF DATE: 20191202 DATE AS OF CHANGE: 20191202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pandey Dheeraj CENTRAL INDEX KEY: 0001685495 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37883 FILM NUMBER: 191263638 MAIL ADDRESS: STREET 1: C/O NUTANIX INC STREET 2: 1740 TECHNOLOGY DRIVE CITY: SAN JOSE STATE: CA ZIP: 95110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nutanix, Inc. CENTRAL INDEX KEY: 0001618732 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 270989767 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 1740 TECHNOLOGY DRIVE STREET 2: SUITE 150 CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 408-216-8360 MAIL ADDRESS: STREET 1: 1740 TECHNOLOGY DRIVE STREET 2: SUITE 150 CITY: SAN JOSE STATE: CA ZIP: 95110 4 1 wf-form4_157532280706635.xml FORM 4 X0306 4 2019-11-27 0 0001618732 Nutanix, Inc. NTNX 0001685495 Pandey Dheeraj C/O NUTANIX, INC. 1740 TECHNOLOGY DRIVE, SUITE 150 SAN JOSE CA 95110 1 1 0 0 CEO and Chairman Class A Common Stock 2019-11-27 4 S 0 39798 35.07 D 211177 D Class A Common Stock 2019-11-29 4 S 0 13900 35.5513 D 197277 D Class A Common Stock 2019-11-29 4 S 0 40260 36.6584 D 157017 D Class A Common Stock 2019-11-29 4 S 0 21335 37.1835 D 135682 D Class A Common Stock 8077 I See Footnote Class A Common Stock 2019-10-09 5 J 0 E 10000 0 A 145682 D Class A Common Stock 2019-10-09 5 G 0 E 10000 0 D 135682 D Class B Common Stock 2019-10-09 5 J 0 E 10000 0 D Class A Common Stock 10000.0 5592938 I See footnote Class B Common Stock Class A Common Stock 2932000.0 2932000 I See footnote Class B Common Stock Class A Common Stock 68000.0 68000 I See footnote Class B Common Stock Class A Common Stock 381218.0 381218 I See footnote Class B Common Stock Class A Common Stock 381218.0 381218 I See footnote Class B Common Stock Class A Common Stock 381218.0 381218 I See footnote The sale reported was effected pursuant to the Reporting Person's 10b5-1 Plan. The price reported is a weighted average price. These shares were sold in multiple transactions at sale prices ranging from $35.00 to $35.21. The Reporting Person undertakes to provide the full information regarding the number of shares sold at each separate price upon further request. The price reported is a weighted average price. These shares were sold in multiple transactions at sale prices ranging from $35.06 to $36.05. The Reporting Person undertakes to provide the full information regarding the number of shares sold at each separate price upon further request. The price reported is a weighted average price. These shares were sold in multiple transactions at sale prices ranging from $36.09 to $37.085. The Reporting Person undertakes to provide the full information regarding the number of shares sold at each separate price upon further request. The price reported is a weighted average price. These shares were sold in multiple transactions at sale prices ranging from $37.09 to $37.38. The Reporting Person undertakes to provide the full information regarding the number of shares sold at each separate price upon further request. The shares are held of record by The Pandey Revocable Trust for which the Reporting Person and his spouse serve as trustees. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. The reporting person has elected to convert his shares of Class B common stock into Class A common stock. This is a gift to a donor advised charity fund. Each share of common stock was reclassified into one share of Class B common stock immediately prior to the completion of the Issuer's initial public offering of Class A common stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon (i) the date specified by affirmative vote or written consent of the holders of at least 67% of the outstanding shares of Class B common stock, (ii) any transfer, whether or not for value, subject to certain limited exceptions, (iii) the death of a natural person (including shares held by his or her permitted estate planning entities holding Class B common stock), or (iv) October 5, 2033. The number of shares held by the Pandey 2017 Irrevocable Descendants' Trust, for which the Reporting Person and the Reporting Person's spouse serve as co-trustees, has been updated to reflect non-reportable changes in beneficial ownership since the Reporting Person's last filing. The shares are held of record by the Pandey 2017 Irrevocable Descendants' Trust, for which the Reporting Person and the Reporting Person's spouse serve as co-trustees. The number of shares held by the Pandey Irrevocable Descendants' Trust, for which the Reporting Person's spouse serves as trustee, has been updated to reflect non-reportable changes in beneficial ownership since the Reporting Person's last filing. The shares are held of record by the Pandey Irrevocable Descendants' Trust, for which the Reporting Person's spouse serves as trustee. The shares are held of record by the Pandey 2016 Annuity Trust FBO one of Mr. Pandey's minor children, for which Mr. Pandey and his spouse serve as co-trustees. /s/ Olive Huang, by power of attorney 2019-12-02