Nutanix Inc

This Annual Report on Form 10-K contains express and implied forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which statements involve substantial risks and uncertainties. Other than statements of historical fact, all statements contained in this Annual Report on Form 10-K including statements regarding our future results of operations and financial position, our business strategy and plans and our objectives for future operations, are forward-looking statements. The words "believe," "may," "will," "potentially," "estimate," "continue," "anticipate," "plan," "intend," "could," "would," "expect," or words or expressions of similar substance or the negative thereof, that convey uncertainty of future events or outcomes are intended to identify forward-looking statements. Forward-looking statements included in this Annual Report on Form 10-K include, but are not limited to, statements regarding:

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our investment in developing our platform with new features, services and solutions to expand our market opportunity in both core and adjacent markets;

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our investment in our long-term growth, including dedicating significant resources to our continued research and development efforts and growing our global research and development and engineering teams;

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our intent to grow our base of end customers by investing in sales and marketing, leveraging our network of channel partners and original equipment manufacturers (“OEMs”), growing our business internationally, and extending our platform to address new customer segments;

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our intent to grow our sales with our channel partners and OEMs by attracting and engaging new channel and OEM partners around the globe;

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our expectations regarding the competitive market, including our ability to compete effectively, the competitive advantages of our products, the effects of increased competition in our market, and our expansion into adjacent markets;

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the recent evolution of our sales pipeline and its expected effect on our ability to land new customers and expand sales to existing customers;

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expected sales productivity;

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our vision to enable developers to build modern container-based applications once and run them anywhere through Project Beacon;

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improving our operating cash flow performance, including by focusing on go-to-market efficiencies and taking steps to manage our expenses;

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fluctuations in our overall spending, including sales and marketing, research and development, and general and administrative expenses;

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our intent and measures to reduce our overall sales and marketing spend as a percentage of revenue;

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sustaining profitable growth;

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fluctuations in hardware revenue and cost of product revenue;

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fluctuations in our operating and free cash flow during the next 12 months;

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the adequacy of our current facilities to meet our needs for the immediate future;

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our ability to stay in compliance with laws and regulations that currently apply or may become applicable to our business both in the United States and internationally;

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the sufficiency of our cash, cash equivalents and short-term investments and net cash provided by operating activities to meet anticipated cash needs;

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our expectations that neither our operating results nor cash flows would be materially affected by any sudden change in interest rates; and

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anticipated trends, opportunities and challenges in our business and in the markets in which we operate.

We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs in light of the information currently available to us. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in Part I, Item 1A. "Risk Factors" in this Annual Report on Form 10-K. Moreover, we operate in a very competitive and rapidly changing environment and new risks emerge from time to time. It is not possible for us to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained or implied in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and trends discussed in this Annual Report on Form 10-K may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, performance, or events and circumstances reflected in the forward-looking statements will be achieved or will occur. The forward-looking statements in this Annual Report on Form 10-K relate only to events as of the date on which the statements are made. We undertake no obligation, and expressly disclaim any obligation, to update, alter or otherwise revise or publicly release the results of any revision to these forward-looking statements to reflect new information or the occurrence of unanticipated or subsequent events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements.

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