UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Nimble Storage, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
6544OR 101
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 6544OR 101 | 13G | Page 2 of 5 Pages |
| 1 | NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Umesh Maheshwari | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
5,303,720 (1) | ||||
| 6 | SHARED VOTING POWER
1,500,000 (2) | |||||
| 7 | SOLE DISPOSITIVE POWER
5,303,720 (1) | |||||
| 8 | SHARED DISPOSITIVE POWER
1,500,000 (2) | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,803,720 (1)(2) | |||||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
| |||||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.46% (3) | |||||
| 12 | TYPE OF REPORTING PERSON
IN | |||||
| (1) | Includes (i) 4,996,578 shares of common stock held directly by the Reporting Person; and (ii) 307,142 shares subject to options held by the Reporting Person that are exercisable within 60 days of December 31, 2013. |
| (2) | Includes 1,500,000 shares of common stock held by The Maheshwari Children’s Trust, of which the Reporting Person may be deemed to have voting or dispositive power. |
| (3) | Based on 71,594,701 shares of common stock outstanding as of December 31, 2013, as reported by the Issuer to the Reporting Person, plus the 307,142 shares of stock options held by the Reporting Person that are exercisable within 60 days of December 31, 2013, which are treated as converted into common stock only for the purpose of computing the percentage ownership of the Reporting Person. |
| CUSIP No. 6544OR 101 | 13G | Page 3 of 5 Pages |
| Item 1(a) | Name of Issuer: |
Nimble Storage, Inc.
| Item 1(b) | Address of Issuer’s Principal Executive Offices: |
211 River Oaks Parkway
San Jose, California 95134
| Item 2(a) | Name of Person Filing: |
Umesh Maheshwari, the “Reporting Person.”
| Item 2(b) | Address of Principal Business Office or, If None, Residence |
c/o Nimble Storage, Inc.
211 River Oaks Parkway
San Jose, California 95134
| Item 2(c) | Citizenship: |
United States
| Item 2(d) | Title of Class of Securities: |
Common Stock
| Item 2(e) | CUSIP Number: |
6544OR 101
| Item 3. | Not applicable. |
| Item 4. | Ownership |
| (a) | Amount Beneficially Owned: |
See Row 9 of cover page for the Reporting Person.
| (b) | Percent of Class: |
See Row 11 of cover page for the Reporting Person.
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or direct the vote: |
See Row 5 of cover page for the Reporting Person.
| (ii) | Shared power to vote or direct the vote: |
See Row 6 of cover page for the Reporting Person.
| (iii) | Sole power to dispose or to direct the disposition of: |
See Row 7 of cover page for the Reporting Person.
| (iv) | Shared power to dispose or to direct the disposition of: |
See Row 8 of cover page for the Reporting Person.
| Item 5. | Ownership of Five Percent or Less of a Class |
Not applicable.
| CUSIP No. 6544OR 101 | 13G | Page 4 of 5 Pages |
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person |
Not applicable.
| Item 7. | Identification and Classification of Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group |
Not applicable.
| Item 9. | Notice of Dissolution of Group |
Not applicable.
| Item 10. | Certifications |
Not applicable.
| CUSIP No. 6544OR 101 | 13G | Page 5 of 5 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: April 14, 2015
| By: | /s/ Umesh Maheshwari | |
| Name: | Umesh Maheshwari |