SEC Form 4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|Estimated average burden|
|hours per response:
||Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
1. Name and Address of Reporting Person*
|C/O NUTANIX, INC.|
|1740 TECHNOLOGY DR., STE 150|
2. Issuer Name and Ticker or Trading Symbol
[ NTNX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
||Officer (give title below)
||Other (specify below)
3. Date of Earliest Transaction
4. If Amendment, Date of Original Filed
6. Individual or Joint/Group Filing (Check Applicable Line)
||Form filed by One Reporting Person
||Form filed by More than One Reporting Person
|Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned|
|1. Title of Security (Instr.
||2. Transaction Date
||2A. Deemed Execution Date, if any
||3. Transaction Code (Instr.
||4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
||6. Ownership Form: Direct (D) or Indirect (I) (Instr.
||7. Nature of Indirect Beneficial Ownership (Instr.
||(A) or (D)
|Class A Common Stock
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned|
(e.g., puts, calls, warrants, options, convertible securities)
|1. Title of Derivative Security (Instr.
||2. Conversion or Exercise Price of Derivative Security
||3. Transaction Date
||3A. Deemed Execution Date, if any
||4. Transaction Code (Instr.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
||6. Date Exercisable and Expiration Date
||7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
||8. Price of Derivative Security (Instr.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
||10. Ownership Form: Direct (D) or Indirect (I) (Instr.
||11. Nature of Indirect Beneficial Ownership (Instr.
||Amount or Number of Shares
|Explanation of Responses:|
||/s/ Raymond Hum, Attorney in Fact
||** Signature of Reporting Person
|Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.|
|* If the form is filed by more than one reporting person,
|** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).|
|Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
Instruction 6 for procedure.|
|Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.|
Limited Power of Attorney Section 16 Reporting Obligations
POWER OF ATTORNEY
The undersigned, as a Section 16 reporting person of Nutanix, Inc. (the
Company), hereby constitutes and appoints each of Rajiv Ramaswami, Rukmini
Ramaswami, Tyler Wall, Prairie Padilla, Carmen Elliott, and Raymond Hum,
individually, as the undersigneds true and lawful attorney-in-fact to:
1. prepare, execute in the undersigneds name and on the undersigneds behalf, and
submit to the U.S. Securities and Exchange Commission (the SEC) a Form ID,
amendments thereto, and any other documents necessary or appropriate to obtain
EDGAR codes and passwords enabling the undersigned to make electronic filings
the SEC of reports required by Section 16(a) of the Securities Exchange Act of
1934, as amended, or any rules and regulations promulgated thereunder, or any
successor laws and regulations;
2. complete and execute Forms 3, 4 and 5 and other forms and all amendments
thereto as such attorney-in-fact shall in his or her discretion determine to be
required or advisable pursuant to Section 16 of the Securities Exchange Act of
1934, as amended, and the rules and regulations promulgated thereunder, or any
successor laws and regulations, as a consequence of the undersigneds ownership,
acquisition or disposition of securities of the Company;
3. do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable in order to complete and execute any such forms
and timely file any such forms with the SEC, any securities exchange or national
association, the Company and such other person or agency as the
attorneys-in-fact shall deem appropriate; and
4. take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation.
The undersigned hereby ratifies and confirms all that said attorneys-in-fact and
agents shall lawfully do or cause to be done by virtue of this Power of Attorney
and the rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigneds responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934, as amended, or any
rules and regulations promulgated thereunder, or any successor laws and
This Power of Attorney supersedes any power of attorney previously executed by
the undersigned regarding the purposes outlined herein, and the authority of the
attorneys-in-fact named in any such prior powers of attorney is hereby revoked.
The undersigned agrees that each such attorney-in-fact may rely on information
furnished by the undersigned in connection with carrying out any of the rights
or powers herein granted.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigneds holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
as of this 20th day September, 2022.
Signature: /s/ Teresa Gayle Sheppard
Print Name: Teresa Gayle Sheppard