Nutanix (NTNX) executive adds shares after RSU vesting and tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Nutanix, Inc. president and CCO Tarkan Maner reported routine equity compensation activity involving vested restricted stock units, or RSUs. On June 15, 2026, several RSU tranches converted into a total of 11,044 shares of Class A common stock.

In connection with this vesting, 3,965 shares of Class A common stock were withheld by Nutanix at a price of $49.40 per share to satisfy tax withholding obligations, rather than being sold on the open market. After these transactions, Maner directly holds 59,857 shares of Class A common stock and 4,792 RSUs that remain unvested.

Insider Trade Summary

11,044 shares exercised/converted

Mixed 9 txns

Insider Maner Tarkan

Role President and CCO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,792	$0.00	--
Exercise	Restricted Stock Units	2,648	$0.00	--
Exercise	Restricted Stock Units	1,702	$0.00	--
Exercise	Restricted Stock Units	1,902	$0.00	--
Exercise	Class A Common Stock	4,792	$0.00	--
Exercise	Class A Common Stock	2,648	$0.00	--
Exercise	Class A Common Stock	1,702	$0.00	--
Exercise	Class A Common Stock	1,902	$0.00	--
Tax Withholding	Class A Common Stock	3,965	$49.40	$196K

Holdings After Transaction: Restricted Stock Units — 4,792 shares (Direct, null); Class A Common Stock — 59,857 shares (Direct, null)

Footnotes (1)

Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2022, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2023, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2024, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2025, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.

Key Figures

Shares from RSU vesting: 11,044 shares Shares withheld for taxes: 3,965 shares Tax withholding price: $49.40 per share +4 more

7 metrics

Shares from RSU vesting 11,044 shares Total exerciseShares from derivative RSU conversions on June 15, 2026

Shares withheld for taxes 3,965 shares F-code tax-withholding disposition at $49.40 per share

Tax withholding price $49.40 per share Value used for shares withheld to satisfy tax obligations

Common shares after transactions 59,857 shares Total Class A common stock directly held following last transaction row

RSUs remaining after transactions 4,792 RSUs Total restricted stock units remaining after derivative M-code entries

RSU derivative exercises 4 transactions M-code derivative entries converting RSUs into Class A common stock

Tax-withholding transactions 1 transaction Single F-code disposition to satisfy RSU-related tax liabilities

Key Terms

Restricted Stock Units, Class A common stock, tax withholding obligations, vest in 16 equal quarterly installments, +1 more

5 terms

Restricted Stock Units financial

"Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Class A common stock financial

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

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

tax withholding obligations financial

"Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs."

vest in 16 equal quarterly installments financial

"The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2022..."

derivative exercise/conversion financial

"transaction_action: derivative exercise/conversion, transaction_code_description: Exercise or conversion of derivative security"

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Form 4 Insider Transactions: What Each Field Means →

06/17/2026 - 04:53 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Maner Tarkan

(Last)

(First)

(Middle)

C/O NUTANIX, INC.

1740 TECHNOLOGY DR., SUITE 150

(Street)

SAN JOSE

CALIFORNIA

95110

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Nutanix, Inc. [ NTNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CCO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/15/2026		M		4,792	A	$0	59,857	D
Class A Common Stock	06/15/2026		M		2,648	A	$0	62,505	D
Class A Common Stock	06/15/2026		M		1,702	A	$0	64,207	D
Class A Common Stock	06/15/2026		M		1,902	A	$0	66,109	D
Class A Common Stock	06/15/2026		F		3,965⁽¹⁾	D	$49.4	62,144	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	06/15/2026		M			4,792	⁽³⁾	⁽³⁾	Class A Common Stock	4,792	$0	4,792	D
Restricted Stock Units	⁽²⁾	06/15/2026		M			2,648	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	2,648	$0	13,237	D
Restricted Stock Units	⁽²⁾	06/15/2026		M			1,702	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	1,702	$0	15,313	D
Restricted Stock Units	⁽²⁾	06/15/2026		M			1,902	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	1,902	$0	24,725	D

Explanation of Responses:

1. Represents shares withheld by the Issuer to satisfy tax withholding obligations arising from the vesting of Reporting Person's Restricted Stock Units, or RSUs.

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

3. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2022, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.

4. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2023, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.

5. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2024, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.

6. The RSUs vest in 16 equal quarterly installments, with the first of such quarterly installments having vested on December 15, 2025, subject to the Reporting Person continuing to provide service to the Issuer through each vesting date.

	/s/ Raymond Hum, Attorney in Fact	06/17/2026
	** 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 4 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Nutanix (NTNX) executive Tarkan Maner report in this Form 4?

Tarkan Maner reported RSU vesting and related share movements. Multiple RSU awards converted into 11,044 shares of Nutanix Class A common stock, with a portion of the resulting shares withheld to cover tax obligations rather than sold on the open market.

How many Nutanix (NTNX) shares were withheld for taxes in this filing?

The filing shows 3,965 Nutanix Class A common shares withheld for taxes. These shares were retained by the issuer at $49.40 per share to satisfy Maner’s tax-withholding obligations triggered by RSU vesting, not as an open-market sale transaction.

How many Nutanix (NTNX) shares did Tarkan Maner receive from RSU vesting?

RSU vesting led to 11,044 Class A common shares being issued to Maner. This total reflects multiple RSU tranches converting into common stock, as indicated by the transaction summary’s exerciseShares figure for derivative exercises in the Form 4 data.

What are Tarkan Maner’s Nutanix (NTNX) holdings after these transactions?

After these transactions, Maner directly holds 59,857 Nutanix Class A common shares. He also retains 4,792 restricted stock units, which represent additional contingent rights to receive Class A common stock as they vest over future quarterly installments.

How do Tarkan Maner’s Nutanix (NTNX) RSUs vest over time?

The RSUs vest in 16 equal quarterly installments for each grant. Different RSU awards began vesting on December 15 of 2022, 2023, 2024, and 2025, with continued vesting contingent on Maner’s ongoing service to Nutanix through each specified vesting date.

Did this Nutanix (NTNX) Form 4 show any open-market stock sales by Tarkan Maner?

The Form 4 does not show open-market sales. It reports RSU conversions into common shares and an F-code tax-withholding disposition, where 3,965 shares were withheld by Nutanix at $49.40 per share solely to satisfy tax obligations from RSU vesting.