SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Kaddaras Christopher Nicholas Jr (Last) (First) (Middle) C/O NUTANIX, INC. 1740 TECHNOLOGY DR., STE 150 (Street) SAN JOSE CA 95110 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/17/2021	3. Issuer Name and Ticker or Trading Symbol Nutanix, Inc. [ NTNX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Revenue Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	126,573	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	(1)	Class A Common Stock	7,500	(2)	D
Restricted Stock Units	(3)	(3)	Class A Common Stock	125,000	(2)	D
Restricted Stock Units	(4)	(4)	Class A Common Stock	120,313	(2)	D
Restricted Stock Units	(5)	(5)	Class A Common Stock	75,000	(2)	D
Restricted Stock Units	(6)	(6)	Class A Common Stock	31,715	(2)	D

Explanation of Responses:

1. The Restricted Stock Units, or RSUs, vest in equal quarterly installments through 3/15/2022, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.

2. Each RSU represents a contingent right to receive one share of Issuer's Class A common stock.

3. The RSUs vest in equal quarterly installments through 3/15/2023, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.

4. The RSUs vest in equal quarterly installments through 12/15/2023, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.

5. The RSUs will be earned upon the achievement of a stock priced based milestone. Subject to the achievement of the stock price based milestone, the RSUs will vest quarterly through 12/15/2023, subject to the Reporting Person's continued service to Issuer.

6. The RSUs vest as to 50% of the shares on 12/15/2023 and 50% on 12/15/2024, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.

Remarks:

	/s/ Olive Huang, by power of attorney	03/24/2021
	** Signature of Reporting Person	Date
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, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 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, see Instruction 6 for procedure.
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