0000899243-17-026885.txt : 20171117
0000899243-17-026885.hdr.sgml : 20171117
20171117212041
ACCESSION NUMBER: 0000899243-17-026885
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171115
FILED AS OF DATE: 20171117
DATE AS OF CHANGE: 20171117
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Parks Jeffrey T
CENTRAL INDEX KEY: 0001550469
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37883
FILM NUMBER: 171212508
MAIL ADDRESS:
STREET 1: C/O RIVERWOOD CAPITAL MANAGEMENT
STREET 2: 70 WILLOW ROAD STE 100
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Nutanix, Inc.
CENTRAL INDEX KEY: 0001618732
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 270989767
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0731
BUSINESS ADDRESS:
STREET 1: 1740 TECHNOLOGY DRIVE
STREET 2: SUITE 150
CITY: SAN JOSE
STATE: CA
ZIP: 95110
BUSINESS PHONE: 408-216-8360
MAIL ADDRESS:
STREET 1: 1740 TECHNOLOGY DRIVE
STREET 2: SUITE 150
CITY: SAN JOSE
STATE: CA
ZIP: 95110
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-11-15
0
0001618732
Nutanix, Inc.
NTNX
0001550469
Parks Jeffrey T
C/O RIVERWOOD CAPITAL PARTNERS,
70 WILLOW ROAD, SUITE 100
MENLO PARK
CA
94025
1
0
0
0
Class A Common Stock
2017-11-15
4
C
0
59467
A
59467
I
See footnote
Class A Common Stock
2017-11-15
4
C
0
20502
A
20502
I
See footnote
Class A Common Stock
2017-11-15
4
C
0
24006
A
24006
I
See footnote
Class A Common Stock
2017-11-15
4
S
0
59467
29.20
D
0
I
See footnote
Class A Common Stock
2017-11-15
4
S
0
20502
29.20
D
0
I
See footnote
Class A Common Stock
2017-11-15
4
S
0
24006
29.20
D
0
I
See footnote
Class A Common Stock
2017-11-16
4
C
0
134887
A
134887
I
See footnote
Class A Common Stock
2017-11-16
4
C
0
46504
A
46504
I
See footnote
Class A Common Stock
2017-11-16
4
C
0
54453
A
54453
I
See footnote
Class A Common Stock
2017-11-16
4
S
0
134887
29.21
D
0
I
See footnote
Class A Common Stock
2017-11-16
4
S
0
46504
29.21
D
0
I
See footnote
Class A Common Stock
2017-11-16
4
S
0
54453
29.21
D
0
I
See footnote
Class A Common Stock
2017-11-17
4
C
0
261158
A
261158
I
See footnote
Class A Common Stock
2017-11-17
4
C
0
90038
A
90038
I
See footnote
Class A Common Stock
2017-11-17
4
C
0
105427
A
105427
I
See footnote
Class A Common Stock
2017-11-17
4
S
0
261158
29.51
D
0
I
See footnote
Class A Common Stock
2017-11-17
4
S
0
90038
29.51
D
0
I
See footnote
Class A Common Stock
2017-11-17
4
S
0
105427
29.51
D
0
I
See footnote
Class B Common Stock
2017-11-15
4
C
0
59467
0.00
D
Class A Common Stock
59467
2042031
I
See footnote
Class B Common Stock
2017-11-15
4
C
0
20502
0.00
D
Class A Common Stock
20502
704023
I
See footnote
Class B Common Stock
2017-11-15
4
C
0
24006
0.00
D
Class A Common Stock
24006
824346
I
See footnote
Class B Common Stock
2017-11-16
4
C
0
134887
0.00
D
Class A Common Stock
134887
1907144
I
See footnote
Class B Common Stock
2017-11-16
4
C
0
46504
0.00
D
Class A Common Stock
46504
657519
I
See footnote
Class B Common Stock
2017-11-16
4
C
0
54453
0.00
D
Class A Common Stock
54453
769893
I
See footnote
Class B Common Stock
2017-11-17
4
C
0
261158
0.00
D
Class A Common Stock
261158
1645986
I
See footnote
Class B Common Stock
2017-11-17
4
C
0
90038
0.00
D
Class A Common Stock
90038
567481
I
See footnote
Class B Common Stock
2017-11-17
4
C
0
105427
0.00
D
Class A Common Stock
105427
664466
I
See footnote
Represents shares of Class B common stock of the Issuer converted into shares of Class A common stock of the Issuer on a one-for-one basis in accordance with the terms of the Class B common stock.
The shares are held of record by Riverwood Capital Partners L.P. ("RCP LP"). Riverwood Capital L.P. ("RC LP"), the general partner of RCP LP, and Riverwood Capital GP Ltd. ("RCGP Ltd."), the general partner of RC LP, share voting and dispositive power with respect to the shares held directly by RCP LP. All investment decisions with respect to the shares held by RCP LP are made by a majority vote of a six-member investment committee, for which the reporting person serves as a member. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
The shares are held of record by Riverwood Capital Partners (Parallel-A) L.P. ("RCP Parallel-A"). RC LP, the general partner of RCP Parallel-A, and RCGP Ltd., the general partner of RC LP, share voting and dispositive power with respect to the shares held directly by RCP Parallel-A. All investment decisions with respect to the shares held by RCP Parallel-A are made by a majority vote of a six-member investment committee, for which the reporting person serves as a member. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
The shares are held of record by Riverwood Capital Partners (Parallel-B) L.P. ("RCP Parallel-B"). RC LP, the general partner of RCP Parallel-B, and RCGP Ltd., the general partner of RC LP, share voting and dispositive power with respect to the shares held directly by RCP Parallel-B. All investment decisions with respect to the shares held by RCP Parallel-B are made by a majority vote of a six-member investment committee, for which the reporting person serves as a member. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
These sales were executed in multiple trades at prices ranging from $29.16 to $29.36 pursuant to a previously adopted Rule 10b5-1 trading plan. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.
These sales were executed in multiple trades at prices ranging from $29.16 to $29.43 pursuant to a previously adopted Rule 10b5-1 trading plan. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.
These sales were executed in multiple trades at prices ranging from $29.16 to $29.92 pursuant to a previously adopted Rule 10b5-1 trading plan. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide full information regarding the number of shares and prices at which these sales were effected, upon request, to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer.
Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon (i) the date specified by affirmative vote or written consent of the holders of at least 67% of the outstanding shares of Class B common stock, (ii) any transfer, whether or not for value, subject to certain limited exceptions, (iii) the death of a natural person (including shares held by his or her permitted estate planning entities holding Class B common stock), or (iv) October 5, 2033.
/s/ JEFFREY T PARKS
2017-11-17