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

Role
President and CEO, Director
Signature
/s/ Raymond Hum, Attorney in Fact
Issuer symbol
NTNX
Transactions as of
15 Dec 2023
Net transactions value
-$4,145,233
Form type
4
Filing time
18 Dec 2023, 19:24:31 UTC
Previous filing
11 Dec 2023
Next filing
09 Jan 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NTNX Class A Common Stock Options Exercise $0 +23,662 +7.9% $0.000000 322,990 15 Dec 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +58,447 +18% $0.000000 381,437 15 Dec 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +8,628 +2.3% $0.000000 390,065 15 Dec 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +17,206 +4.4% $0.000000 407,271 15 Dec 2023 Direct
transaction NTNX Class A Common Stock Options Exercise $0 +15,884 +3.9% $0.000000 423,155 15 Dec 2023 Direct
transaction NTNX Class A Common Stock Tax liability $3,019,925 -65,197 -15% $46.32 357,958 15 Dec 2023 Direct F1
transaction NTNX Class A Common Stock Sale $1,125,308 -24,439 -6.8% $46.05 333,519 18 Dec 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 -23,662 -20% $0.000000 94,651 15 Dec 2023 Class A Common Stock 23,662 Direct F4, F5
transaction NTNX Restricted Stock Units Options Exercise $0 -58,447 -20% $0.000000 233,786 15 Dec 2023 Class A Common Stock 58,447 Direct F4, F6
transaction NTNX Restricted Stock Units Options Exercise $0 -8,628 -13% $0.000000 60,395 15 Dec 2023 Class A Common Stock 8,628 Direct F4, F7
transaction NTNX Restricted Stock Units Options Exercise $0 -17,206 -8.3% $0.000000 189,271 15 Dec 2023 Class A Common Stock 17,206 Direct F4, F8
transaction NTNX Restricted Stock Units Options Exercise $0 -15,884 -6.2% $0.000000 238,267 15 Dec 2023 Class A Common Stock 15,884 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.