Nutanix filings document material events for a cloud software company with Class A common stock and a subscription-based operating model. Recent 8-K disclosures cover operating and financial results, share repurchase authorizations, accelerated share repurchase activity, and a completed private placement of Class A common stock.
Governance filings address amended bylaws, stockholder meeting results, equity incentive plan changes, executive compensation arrangements and related capital-structure matters. These records also disclose material agreements, board actions and procedural changes affecting stockholder nominations, meeting authority, indemnification and equity compensation.
Nutanix, Inc. asks stockholders to vote at its virtual annual meeting on December 11, 2026, on director elections, auditor ratification, an advisory executive-compensation vote, and an equity-plan amendment. The Board recommends voting FOR each proposal. Eight nominees are proposed for one-year terms; Craig Conway will not stand for re-election.
For fiscal 2026, Nutanix reported revenue of $2.85 billion, up 12% year over year, ARR of $2.55 billion, up 16%, and record free cash flow of $841 million, a 29% margin. The CEO letter cites higher hardware prices and longer partner lead times as factors that affected customer budgets and project timelines.
The amendment, subject to stockholder approval, would add 7,000,000 Class A common shares for future awards. As of October 13, 2026, 9,941,608 shares were subject to outstanding awards and 14,493,055 remained available under the plan; if approved, total overhang would be approximately 11.5%. The meeting record date was October 13, 2026.
Nutanix, Inc. Chief Financial Officer Rukmini Sivaraman sold 180,123 shares at a weighted-average $74.3253 per share and 52,589 shares at a weighted-average $75.3322 per share on October 12, 2026. Both sales were effected automatically under a Rule 10b5-1 trading plan adopted July 10, 2026. The respective sale-price ranges were $73.93–$74.925 and $74.93–$75.875 per share.
Nutanix, Inc. officer Rukmini N Sivaraman reported sales of 232,712 common shares on October 12, 2026, with an aggregate market value of $17,349,331.19. Morgan Stanley Smith Barney LLC is listed as broker. The securities were acquired through vesting of restricted stock and Performance Shares from September 15, 2022, through September 15, 2025.
The notice also lists 38,139 common shares sold on September 17, 2026, for an aggregate market value of $2,669,809.92 during the preceding three months.
Nutanix, Inc. director Teresa Gayle Sheppard sold 2,800 shares of Class A common stock at a weighted average price of $73.5570 per share and 700 shares at a weighted average price of $74.1450 per share on October 9, 2026. The sales were effected automatically under a Rule 10b5-1 trading plan adopted on July 10, 2026. The execution prices ranged from $73.06 to $74.00 for the first sale and from $74.11 to $74.19 for the second.
Nutanix, Inc. (NTNX) Director Teresa Gayle Sheppard reported a proposed sale of 3,500 common shares, with an approximate sale date of October 9, 2026, and an aggregate market value of $257,860.40. Morgan Stanley Smith Barney LLC is listed as broker. The shares are identified as restricted stock acquired from the issuer: 912 shares dated December 11, 2025, and 2,588 dated December 8, 2024.
Nutanix, Inc. Chief Executive Officer Rajiv Ramaswami reported selling 400,000 shares of Class A Common Stock: 179,490 shares on October 6, 2026, at a weighted average $73.3509 per share; 145,465 shares that day at a weighted average $73.8415; and 75,045 shares on October 7 at $74.00. The sales were effected automatically under a Rule 10b5-1 trading plan adopted July 7, 2026. The two October 6 weighted-average prices covered sale ranges of $72.70–$73.695 and $73.70–$74.00, respectively.
Nutanix, Inc. (NTNX) reported that director Craig Conway will not stand for re-election to the Board at the 2026 annual meeting of stockholders and will continue serving until that meeting. The company said his decision was not due to a disagreement over its operations, policies or practices.
On October 7, 2026, Tarkan Maner entered a Transition Advisory Services Agreement to serve as a senior advisor for a twelve-month term, unless earlier terminated, for a monthly fee of $37,500. The agreement does not provide severance benefits, make-whole payments, new equity awards or accelerated vesting, and does not otherwise modify his outstanding awards; while providing services, he remains eligible to satisfy their vesting requirements. The agreement may be terminated for cause or by either party upon 30 days' prior notice.
Nutanix, Inc. (NTNX) reports that Rajiv Ramaswami gave notice of a proposed sale of 75,045 common shares through Morgan Stanley Smith Barney LLC, with an aggregate market value of $5,553,330 and an approximate sale date of October 7, 2026. The shares are listed as 47,970 performance shares and 27,075 shares of restricted stock, each acquired from the issuer on September 15, 2024. The notice also reports sales of 324,955 common shares on October 6, 2026, for gross proceeds of $23,907,100.
Nutanix, Inc. (NTNX) is the issuer in a Form 144 notice by Rajiv Ramaswami proposing the sale of 324,955 common shares, with an aggregate market value of $23,907,100. The approximate sale date is October 6, 2026, through Morgan Stanley Smith Barney LLC on Nasdaq. The shares were acquired upon vesting of restricted stock and Performance Shares from June 15, 2024, through September 15, 2025.