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Nutanix, Inc. — Director's Dealing 2024
Dec 17, 2024
30285_dirs_2024-12-17_31adaeaa-7a46-4d89-ab3f-929cfdf0ef6b.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Nutanix, Inc. (NTNX)
CIK: 0001618732
Period of Report: 2024-12-15
Reporting Person: RAMASWAMI RAJIV (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-12-15 | Class A Common Stock | M | 23663 | — | Acquired | 662677 | Direct |
| 2024-12-15 | Class A Common Stock | M | 58447 | — | Acquired | 721124 | Direct |
| 2024-12-15 | Class A Common Stock | M | 8628 | — | Acquired | 729752 | Direct |
| 2024-12-15 | Class A Common Stock | M | 17206 | — | Acquired | 746958 | Direct |
| 2024-12-15 | Class A Common Stock | M | 15885 | — | Acquired | 762843 | Direct |
| 2024-12-15 | Class A Common Stock | M | 8507 | — | Acquired | 771350 | Direct |
| 2024-12-15 | Class A Common Stock | F | 58415 | $66.05 | Disposed | 712935 | Direct |
| 2024-12-16 | Class A Common Stock | S | 47799 | $65.7159 | Disposed | 665136 | Direct |
| 2024-12-16 | Class A Common Stock | S | 16102 | $66.2571 | Disposed | 649034 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-12-15 | Restricted Stock Units | $ | M | 23663 | Disposed | Class A Common Stock (23663) | Direct | |
| 2024-12-15 | Restricted Stock Units | $ | M | 58447 | Disposed | Class A Common Stock (58447) | Direct | |
| 2024-12-15 | Restricted Stock Units | $ | M | 8628 | Disposed | Class A Common Stock (8628) | Direct | |
| 2024-12-15 | Restricted Stock Units | $ | M | 17206 | Disposed | Class A Common Stock (17206) | Direct | |
| 2024-12-15 | Restricted Stock Units | $ | M | 15885 | Disposed | Class A Common Stock (15885) | Direct | |
| 2024-12-15 | Restricted Stock Units | $ | M | 8507 | Disposed | Class A Common Stock (8507) | Direct |
Footnotes
F1: Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs.
F2: This transaction was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 9, 2024,
F3: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $65.035 to $66.03 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4: The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $66.035 to $66.61 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5: Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock.
F6: The RSUs vested as to 25% of the underlying shares on December 15, 2021, with 1/16th of the remaining shares vesting quarterly thereafter subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.
F7: As previously reported, on December 9, 2020, the Reporting Person was granted a target number of 703,117 performance-based RSUs ("PRSUs") subject to two stock price milestones. 133% of the target number of PRSUs became eligible to vest upon achievement of both milestones. The eligible PRSUs vested as to 25% of the underlying shares on December 15, 2021, with 1/16th of the remaining shares vesting quarterly thereafter, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.
F8: The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2021, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.
F9: The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2022, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.
F10: The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2023, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.
F11: The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2024, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.