Nutanix, Inc. — Director's Dealing 2017

Jun 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Nutanix, Inc. (NTNX)
CIK: 0001618732
Period of Report: 2017-06-07

Reporting Person: LIGHTSPEED VENTURE PARTNERS VIII LP (10% Owner)
Reporting Person: Lightspeed General Partner VIII, L.P. (10% Owner)
Reporting Person: Lightspeed Ultimate General Partner VIII, Ltd. (10% Owner)
Reporting Person: Eggers Barry (10% Owner)
Reporting Person: Nieh Peter (10% Owner)
Reporting Person: SCHAEPE CHRISTOPHER J (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-07	Class A Common Stock	J	3759643	—	Disposed	0	Indirect
2017-06-07	Class A Common Stock	J	875054	—	Acquired	875054	Indirect
2017-06-07	Class A Common Stock	J	875054	—	Disposed	0	Indirect
2017-06-07	Class A Common Stock	J	113227	—	Acquired	113227	Indirect
2017-06-07	Class A Common Stock	J	113227	—	Acquired	113227	Indirect
2017-06-07	Class A Common Stock	J	113227	—	Acquired	152075	Indirect
2017-06-08	Class A Common Stock	S	113227	$17.7528	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	190363	Indirect
Class A Common Stock	200000	Indirect
Class A Common Stock	213955	Indirect

Footnotes

F1: Represents in-kind distribution by Lightspeed Venture Partners VIII, L.P. ("Lightspeed VIII") without consideration to its partners (including LGP VIII, the general partner of Lightspeed VIII).

F2: Lightspeed Ultimate General Partner VIII, Ltd. is the sole general partner of Lightspeed General Partner VIII, L.P. ("LGP VIII"), which is the sole general partner of Lightspeed VIII. The individual directors of Lightspeed Ultimate General Partner VIII, Ltd. are Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh. Messrs. Schaepe, Eggers, Mhatre, and Nieh disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein.

F3: The shares are held of record by Lightspeed VIII.

F4: The shares are held of record by LGP VIII.

F5: Represents in-kind distribution by LGP VIII without consideration to its partners (including Messrs. Schaepe, Eggers, Mhatre, and Nieh).

F6: The shares are held of record by Eggers Investments LP - Fund I. Barry Eggers serves as trustee of the general partner of such entity.

F7: The shares are held of record by Nieh Family Investments LP - Fund I. Peter Nieh serves as co-trustee of the general partner of such entity.

F8: The shares are held of record by Schaepe-Chiu Investments I LP - Fund 1. Christopher J. Schaepe serves as co-trustee of the general partner of such entity.

F9: These sales were executed in multiple trades at prices ranging from $17.50 to $18.23. The price reported above reflects the weighted average sale price. Mr. Eggers hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.

F10: Lightspeed Ultimate General Partner Select, Ltd. is the sole general partner of Lightspeed General Partner Select, L.P. ("LGP Select"), which is the sole general partner of Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). The individual directors of Lightspeed Ultimate General Partner Select, Ltd. are Christopher J. Schaepe, Barry Eggers, Jeremy Liew, Ravi Mhatre, Peter Nieh and John Vrionis. Messrs. Schaepe, Eggers, Liew, Mhatre, Nieh and Vrionis disclaim their beneficial ownership of the shares except to the extent of their pecuniary interest therein.

F11: The shares are held of record by Lightspeed Select.

F12: The shares are held of record by The Schaepe-Chiu Living Trust Dated November 5, 1997, for which Christopher J. Schaepe serves as co-trustee.