Nutanix, Inc. — Director's Dealing 2016

Oct 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Nutanix, Inc. (NTNX)
CIK: 0001618732
Period of Report: 2016-10-05

Reporting Person: Williams Duston (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-05	Employee Stock Option (right to buy)	$3.20	J	1255000	Disposed	2024-06-18	Common Stock (1255000)	Direct
2016-10-05	Employee Stock Option (right to buy)	$3.20	J	1255000	Acquired	2024-06-18	Class B Common Stock (1255000)	Direct
2016-10-05	Restricted Stock Units	$	J	505000	Disposed		Common Stock (505000)	Direct
2016-10-05	Restricted Stock Units	$	J	505000	Acquired		Class B Common Stock (505000)	Direct

Footnotes

F1: 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.

F2: The option is subject to an early exercise provision and is immediately exercisable. As of the date of this report, 795,625 shares subject to the option are fully vested and the remaining 459,375 shares vest in 21 equal monthly installments beginning on October 9, 2016.

F3: Each restricted stock unit, or RSU, represents a contingent right to receive one share of Issuer common stock.

F4: On June 9, 2017, 205,000 RSUs vest and become issuable and the remaining RSUs vest in 12 equal quarterly installments beginning on March 15, 2018.