SEC Form 4 · accession 0001618732-17-000012
Nutanix, Inc. · NTNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kenneth W Long III
Officer — VP, Corporate Controller & CAO
Period of report
Mar 22, 2017
Accepted (ET)
Mar 24, 2017 · 5:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
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 | Mar 22, 2017 | J | 200,000 | — | A | 200,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1 | — | Mar 22, 2017 | J | 200,000 | D | — | — | Class A Common Stock | 200,000 | 0 | D |
| Employee Stock Option (right to buy)F3 | $1.22 | Mar 22, 2017 | J | 100,000 | D | — | Jun 7, 2023 | Class B Common Stock | 100,000 | 0 | D |
| Employee Stock Option (right to buy)F3 | $1.22 | Mar 22, 2017 | J | 100,000 | A | — | Jun 7, 2023 | Class A Common Stock | 100,000 | 100,000 | D |
| Employee Stock Option (right to buy)F4 | $3.20 | Mar 22, 2017 | J | 100,000 | D | — | May 19, 2024 | Class B Common Stock | 100,000 | 0 | D |
| Employee Stock Option (right to buy)F4 | $3.20 | Mar 22, 2017 | J | 100,000 | A | — | May 19, 2024 | Class A Common Stock | 100,000 | 100,000 | D |
| Restricted Stock UnitsF5,F7 | — | Mar 22, 2017 | J | 70,000 | D | — | — | Class B Common Stock | 70,000 | 0 | D |
| Restricted Stock UnitsF5,F7 | — | Mar 22, 2017 | J | 70,000 | A | — | — | Class A Common Stock | 70,000 | 70,000 | D |
Explanation of responses
- F1Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. The reporting person has elected to convert his shares of Class B common stock into Class A common stock.
- F2The reporting person has elected to convert the securities underlying his stock options from Class B common stock to Class A common stock.
- F3The option is subject to an early exercise provision and is immediately exercisable. One-fourth of the shares subject to the option vested on May 29, 2014 and 1/48th of the shares vest monthly thereafter.
- F4The option is subject to an early exercise provision and is immediately exercisable. Shares subject to the option vest in 36 equal monthly installments beginning on May 1, 2016.
- F5Each restricted stock unit, or RSU, represents a contingent right to receive one share of Issuer common stock.
- F6The reporting person has elected to convert the securities underlying the RSUs from Class B common stock into Class A common stock.
- F7On April 28, 2017, 13,125 RSUs vest and become issuable and an additional (i) 16,875 RSUs vest in 9 equal quarterly installments beginning on June 15, 2017 and (ii) 40,000 RSUs vest in 16 equal quarterly installments beginning on April 1, 2018.