Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 17, 2018
NUTANIX, INC.
(Exact name of registrant as specified in its charter)
Delaware
 
001-37883
 
27-0989767
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
1740 Technology Drive, Suite 150
San Jose, California 95110
(Address of principal executive offices, including zip code)
(408) 216-8360
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o





Item 5.07. Submission of Matters to a Vote on Security Holders.
On December 17, 2018, Nutanix, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders. The following proposals were voted upon and the final voting results with respect to each such proposal are set forth below:
Proposal 1. Election of Directors. The Company’s stockholders elected the following Class II director nominees to serve until the annual meeting of stockholders to take place after the end of the fiscal year ending July 31, 2021, and until their respective successors are duly elected and qualified:
Nominee
For
Withheld
Broker Non-Votes
Craig Conway
390,603,339
15,581,095
42,780,746
Michael P. Scarpelli
391,386,522
14,797,912
42,780,746
Proposal 2. Ratification of the Appointment of Independent Registered Public Accounting Firm for the Fiscal Year Ending July 31, 2019. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 31, 2019.
For
Against
Abstain
448,641,807
259,775
63,598
Proposal 3. Approval, on a non-binding advisory basis, of the compensation of the Company’s Named Executive Officers. The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s Named Executive Officers.
For
Against
Abstain
Broker Non-Votes
400,389,253
5,672,194
122,987
42,780,746
Proposal 4. Approval, on a non-binding advisory basis, of the frequency of future stockholder advisory votes on the compensation of the Company’s Named Executive Officers. The Company’s stockholders approved, on a non-binding advisory basis, to hold future stockholder advisory votes on the compensation of the Company’s Named Executive Officers every one year.    
1 Year
2 Years
3 Years
4 Years
Broker Non-Votes
404,681,797
1,053,640
317,185
131,812
42,780,746
No other matters were submitted for stockholder action at the 2018 Annual Meeting of Stockholders.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
NUTANIX, INC.
 
 
 
 Date: December 18, 2018
By:
/s/ Duston M. Williams
 
 
Duston M. Williams
 
 
Chief Financial Officer
 
 
(Principal Financial Officer and Principal Accounting Officer)