X0306 4 2016-10-05 0 0001618732 Nutanix, Inc. NTNX 0001435573 LIGHTSPEED VENTURE PARTNERS VIII LP 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001522568 Lightspeed Ultimate General Partner VIII, Ltd. 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001522569 Lightspeed General Partner VIII, L.P. 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001602662 Lightspeed Ultimate General Partner VII, Ltd. 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001602663 Lightspeed General Partner VII, L.P. 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001347126 Lightspeed Venture Partners VII, L.P. 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001366048 Eggers Barry 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001366051 Nieh Peter 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001185068 SCHAEPE CHRISTOPHER J 2200 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 Common Stock 2016-10-05 4 C 0 17626757 A 18061872 D Common Stock 2016-10-05 4 C 0 10352222 A 10352222 I See footnote Common Stock 2016-10-05 4 J 0 18061872 D 0 D Common Stock 2016-10-05 4 J 0 10352222 D 0 I See footnote Common Stock 2016-10-05 4 J 0 190363 D 0 I See footnote Series A Convertible Preferred Stock 2016-10-05 4 C 0 11139598 0.00 D Common Stock 11139598 0 D Series A Convertible Preferred Stock 2016-10-05 4 C 0 6542304 0.00 D Common Stock 6542304 0 I See footnote Series B Convertible Preferred Stock 2016-10-05 4 C 0 3707948 0.00 D Common Stock 3707948 0 D Series B Convertible Preferred Stock 2016-10-05 4 C 0 2177683 0.00 D Common Stock 2177683 0 I See footnote Series C Convertible Preferred Stock 2016-10-05 4 C 0 2347024 0.00 D Common Stock 2347024 0 D Series C Convertible Preferred Stock 2016-10-05 4 C 0 1378411 0.00 D Common Stock 1378411 0 I See footnote Series D Convertible Preferred Stock 2016-10-05 4 C 0 432187 0.00 D Common Stock 432187 0 D Series D Convertible Preferred Stock 2016-10-05 4 C 0 253824 0.00 D Common Stock 253824 0 I See footnote Class B Common Stock 2016-10-05 4 J 0 18061872 0.00 A Class A Common Stock 18061872 18061872 D Class B Common Stock 2016-10-05 4 J 0 10352222 0.00 A Class A Common Stock 10352222 10352222 I See footnote Class B Common Stock 2016-10-05 4 J 0 190363 0.00 A Class A Common Stock 190363 190363 I See footnote The Series A convertible preferred stock automatically converted into common stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Class A common stock (the "IPO") and had no expiration date. The Series B convertible preferred stock automatically converted into common stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date. The Series C convertible preferred stock automatically converted into common stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date. The Series D convertible preferred stock automatically converted into common stock on a 1:1 basis immediately prior to the completion of the IPO and had no expiration date. The shares are held of record by Lightspeed Venture Partners VIII, L.P. ("Lightspeed VIII"). Lightspeed Ultimate General Partner VIII, Ltd. ("LUGP VIII") is the sole general partner of Lightspeed General Partner VIII, L.P., which serves as the sole general partner of Lightspeed VIII. Barry Eggers, Ravi Mhatre, Peter Y. Nieh and Christopher J. Schaepe, the directors of LUGP VIII, share voting and dispositive power with respect to the shares held of record by Lightspeed VIII. Each reporting person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein. The shares are held of record by Lightspeed Venture Partners VII, L.P. ("Lightspeed VII"). Lightspeed Ultimate General Partner VII, Ltd. ("LUGP VII") is the sole general partner of Lightspeed General Partner VII, L.P., which serves as the sole general partner of Lightspeed VII. Messrs. Eggers, Mhatre, Nieh and Schaepe, the directors of LUGP VII, share voting and dispositive power with respect to the shares held of record by Lightspeed VII. Each reporting person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein. Following the conversion of each series of the Issuer's convertible preferred stock into common stock and immediately prior to the completion of the IPO, each share of common stock was reclassified into one share of Class B common stock in an exempt transaction pursuant to Rule 16b-7. The shares are held of record by Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). Messrs. Eggers, Mhatre, Nieh and Schaepe are four of the six directors of the ultimate general partner of Lightspeed Select and share voting and dispositive power with respect to the shares held of record by Lightspeed Select. Each reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. 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. Mr. Mhatre is a director of the Issuer and files a separate report on Form 4 with respect to his beneficial ownership of Issuer securities held by the Lightspeed entities. /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VIII, Ltd. 2016-10-05 /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VIII, Ltd., the sole general partner of Lightspeed General Partner VIII, L.P. 2016-10-05 /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VIII, Ltd., the sole general partner of Lightspeed General Partner VIII, L.P., the sole general partner of Venture Partners VIII, L.P. 2016-10-05 /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VII, Ltd. 2016-10-05 /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VII, Ltd., the sole general partner of Lightspeed General Partner VII, L.P. 2016-10-05 /s/ Ravi Mhatre, director of Lightspeed Ultimate General Partner VII, Ltd., the sole general partner of Lightspeed General Partner VII, L.P., the sole general partner of Venture Partners VII, L.P. 2016-10-05 /s/ Barry Eggers 2016-10-05 /s/ Peter Y. Nieh 2016-10-05 /s/ Christopher J. Schaepe 2016-10-05