Rajiv Ramaswami - Dec 15, 2023 Form 4 Insider Report for Nutanix, Inc. (NTNX)

Role
President and CEO, Director
Signature
/s/ Raymond Hum, Attorney in Fact
Stock symbol
NTNX
Transactions as of
Dec 15, 2023
Transactions value $
-$4,145,233
Form type
4
Date filed
12/18/2023, 07:24 PM
Previous filing
Dec 11, 2023
Next filing
Jan 9, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NTNX Class A Common Stock Options Exercise $0 +23.7K +7.91% $0.00 323K Dec 15, 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +58.4K +18.1% $0.00 381K Dec 15, 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +8.63K +2.26% $0.00 390K Dec 15, 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +17.2K +4.41% $0.00 407K Dec 15, 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +15.9K +3.9% $0.00 423K Dec 15, 2023 Direct
transaction NTNX Class A Common Stock Tax liability -$3.02M -65.2K -15.41% $46.32 358K Dec 15, 2023 Direct F1
transaction NTNX Class A Common Stock Sale -$1.13M -24.4K -6.83% $46.05 334K Dec 18, 2023 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NTNX Restricted Stock Units Options Exercise $0 -23.7K -20% $0.00 94.7K Dec 15, 2023 Class A Common Stock 23.7K Direct F4, F5
transaction NTNX Restricted Stock Units Options Exercise $0 -58.4K -20% $0.00 234K Dec 15, 2023 Class A Common Stock 58.4K Direct F4, F6
transaction NTNX Restricted Stock Units Options Exercise $0 -8.63K -12.5% $0.00 60.4K Dec 15, 2023 Class A Common Stock 8.63K Direct F4, F7
transaction NTNX Restricted Stock Units Options Exercise $0 -17.2K -8.33% $0.00 189K Dec 15, 2023 Class A Common Stock 17.2K Direct F4, F8
transaction NTNX Restricted Stock Units Options Exercise $0 -15.9K -6.25% $0.00 238K Dec 15, 2023 Class A Common Stock 15.9K Direct F4, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
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 June 22, 2023.
F3 The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $45.85 to $46.31 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 Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock.
F5 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.
F6 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.
F7 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.
F8 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.
F9 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.