SEC Form 4 · accession 0001193125-26-369039
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
Aug 24, 2026
Accepted (ET)
Aug 26, 2026 · 6:02 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 | Aug 24, 2026 | A | 15,124 | $0.00 | A | 29,154 | D | |
| Class A Common StockF2 | Aug 24, 2026 | A | 7,365 | $0.00 | A | 36,519 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 10, 2024, the Reporting Person was granted performance-based restricted stock units ("FY 2025 PRSUs"). The FY 2025 PRSUs are eligible to vest in up to three installments based on the total shareholder return of the Issuer over one-, two- and three-year performance periods, each commencing on August 1, 2024, relative to the total shareholder return of companies in the NASDAQ Composite Index. On August 24, 2026, the Compensation Committee of the Issuer's Board of Directors determined that the achievement percentage for the second performance period was 121.93% but, under the terms of the FY 2025 PRSUs, the achievement percentage is capped at 100%, resulting in these shares becoming eligible to vest on September 15, 2026, subject to the Reporting Person continuing to provide service to the Issuer through the vesting date.
- F2On November 10, 2025, the Reporting Person was granted performance-based restricted stock units ("FY 2026 PRSUs"). The FY 2026 PRSUs are eligible to vest in up to three installments based on the total shareholder return of the Issuer over one-, two- and three-year performance periods, each commencing on August 1, 2025, relative to the total shareholder return of companies in the NASDAQ Composite Index. On August 24, 2026, the Compensation Committee of the Issuer's Board of Directors determined that the achievement percentage for the first performance period was 72.61%, resulting in these shares becoming eligible to vest on September 15, 2026, subject to the Reporting Person continuing to provide service to the Issuer through the vesting date.