Form Type: 4

SEC EDGAR Link
Acccession Number:0001618732-19-000103
Date:2019-09-15
Issuer: NUTANIX, INC. (NTNX)
Original Submission Date:

Reporting Person:

PANDEY DHEERAJ
C/O NUTANIX, INC.
1740 TECHNOLOGY DRIVE, SUITE 150 SAN JOSE, CA 95110

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2019-09-15 M 12,500 a $0.00 254,214 direct
CLASS A COMMON STOCK 2019-09-15 M 6,250 a $0.00 260,464 direct
CLASS A COMMON STOCK 0 $0.00 8,077 indirect f1
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2019-09-15 deemed execution date M 12,500 (d) class a common stock 12,500 $0.00 112,500 direct
RESTRICTED STOCK UNITS 0.0 2019-09-15 deemed execution date M 6,250 (d) class a common stock 6,250 $0.00 81,250 direct
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date J 1,516,225 (d) class a common stock 1,516,225 $0.00 0 indirect see footnote
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date J 372,571 (a) class a common stock 372,571 $0.00 5,602,938 indirect see footnote
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date J 381,218 (a) class a common stock 381,218 $0.00 381,218 indirect see footnote
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date J 381,218 (a) class a common stock 381,218 $0.00 381,218 indirect see footnote
CLASS B COMMON STOCK 0.0 2019-09-16 deemed execution date J 381,218 (a) class a common stock 381,218 $0.00 381,218 indirect see footnote
Footnotes
IDfootnote
f1 the shares are held of record by the pandey revocable trust for which the reporting person and his spouse serve as trustees.
f2 each restricted stock unit, or rsu, represents a contingent right to receive one share of issuer common stock.
f3 the rsus vest in 16 equal quarterly installments beginning on march 15, 2018, subject to reporting person continuing to provide service to the issuer through the applicable vesting dates.
f4 the rsus vest in 16 equal quarterly installments beginning on march 15, 2019, subject to reporting person continuing to provide service to the issuer through the applicable vesting dates.
f5 each 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.
f6 the shares were transferred pursuant to a gift transfer.
f7 the shares are held of record by the pandey 2016 annuity trust for which the reporting person serves as trustee.
f8 the shares are held of record by the pandey 2016 annuity trust, for which the reporting person serves as trustee, for the benefit of the reporting person's minor child.

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