Form 4: Nutanix CEO Sells Shares Under 10b5-1 Plan

Nutanix President and CEO Rajiv Ramaswami sold 144,607 shares of Class A Common Stock on October 2, 2025, under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Rajiv Ramaswami, President and CEO of Nutanix, Inc. and a Director, reported transactions involving the company's Class A Common Stock.
• On October 2, 2025, Ramaswami sold a total of 144,607 shares of Nutanix Class A Common Stock.
• These sales were executed automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 3, 2025.
• One transaction involved the sale of 105,313 shares at a weighted average price of $76.2588, with individual sale prices ranging from $75.71 to $76.70 per share.
• A second transaction involved the sale of 39,394 shares at a weighted average price of $76.8685, with individual sale prices ranging from $76.705 to $77.17 per share.
• Following these reported transactions, Ramaswami directly beneficially owns 524,608 shares of Class A Common Stock.
• The reported beneficial ownership includes 90 shares of Class A Common Stock acquired under the Nutanix, Inc. Employee Stock Purchase Plan on September 22, 2025.

Sentiment

Score: 5

Explanation: Neutral. The filing reports a planned insider sale, which is a routine disclosure for executives managing their equity holdings. The sales were pre-arranged under a 10b5-1 plan, which mitigates negative interpretations often associated with insider selling.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating planned sales rather than reactive ones based on new, non-public information.

Negatives

• The President and CEO sold a significant number of shares (144,607 shares), which could be perceived as a reduction in insider conviction, although mitigated by the 10b5-1 plan.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: May observe a reduction in the CEO's direct ownership, though the impact is mitigated by the pre-arranged nature of the sales under a Rule 10b5-1 plan.

Key Dates

Recommendation

The filing details a planned sale of shares by the CEO under a Rule 10b5-1 plan, which is a routine event for executives managing their personal finances and equity compensation. It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment thesis. Therefore, a 'hold' recommendation is appropriate as the filing itself does not present a compelling reason to buy or sell based on new fundamental insights.

Keywords

Nutanix, NTNX, Rajiv Ramaswami, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, CEO, Director