SEC Form 4 · accession 0001193125-26-274325
Nutanix, Inc. · NTNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian Martin
Officer — Chief Legal Officer
Period of report
Jun 15, 2026
Accepted (ET)
Jun 17, 2026 · 4:52 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001618732
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jun 15, 2026 | M | 2,825 | $0.00 | A | 13,825 | D | |
| Class A Common Stock | Jun 15, 2026 | M | 1,902 | $0.00 | A | 15,727 | D | |
| Class A Common StockF2 | Jun 15, 2026 | F | 1,697 | $49.40 | D | 14,030 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | — | Jun 15, 2026 | M | 2,825 | D | — | — | Class A Common Stock | 2,825 | 25,425 | D |
| Restricted Stock UnitsF3,F5 | — | Jun 15, 2026 | M | 1,902 | D | — | — | Class A Common Stock | 1,902 | 24,725 | D |
Explanation of responses
- F1Includes 602 shares of Class A Common Stock acquired under the Nutanix, Inc. Employee Stock Purchase Plan on March 20, 2026.
- F2Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs.
- F3Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock.
- F4The RSUs vested as to 25% of the underlying shares on September 15, 2025, 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.
- F5The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2025, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.