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Nutanix, Inc.

For the period ended Jul 31, 2026. Filed Sep 18, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Sep 18, 2026

NTNX$59.49+1.9%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Exhibit Index

Incorporated by Reference
Number · Exhibit Title · Form · File No. · Exhibit · FilingDate · FiledHerewith
3.1Complete copy of the Amended and Restated Certificate of Incorporation, as amended, consisting of (i) the Amended and Restated Certificate of Incorporation filed on December 9, 2022 and (ii) the Certificate of Amendment filed on December 8, 2023.10-Q001-378833.13/7/2024
3.2Second Amended and Restated Bylaws.8-K001-378833.13/26/2026
3.3Certificate of Retirement of Class B Common Stock.8-K001-378833.11/4/2022
4.1Specimen Class A Common Stock Certificate of the Registrant.S-1/A333-2087114.24/4/2016
4.2Description of Class A Common Stock.10-K001-378834.49/21/2023
4.3Indenture, dated as of September 22, 2021, by and between the Registrant and U.S. Bank National Association, as Trustee.8-K001-378834.19/23/2021
4.4Form of 0.25% Convertible Senior Notes due 2027 (included in Exhibit 4.3).8-K001-378834.29/23/2021
4.5Indenture, dated as of December 16, 2024, by and between the Registrant and U.S. Bank Trust Company National Association, as Trustee.8-K001-378834.112/16/2024
4.6Form of 0.50% Convertible Senior Notes due 2029 (included in Exhibit 4.5)8-K001-378834.212/16/2024
10.1Form of Indemnification Agreement by and between the Registrant and each of its directors and executive officers.10-Q001-3788310.16/3/2021
10.2+Second Amended and Restated Outside Director Compensation Policy.10-K001-3788310.29/21/2021
10.3+First Amendment to Second Amended and Restated Outside Director Compensation Policy.10-Q001-3788310.16/2/2022
10.4+Second Amendment to Second Amended and Restated Outside Director Compensation Policy.10-Q001-3788310.112/7/2022
10.5+Third Amendment to Second Amended and Restated Outside Director Compensation Policy.10-Q001-3788310.15/29/2026
10.6+2010 Stock Plan and forms of equity agreements thereunder.S-1/A333-20871110.28/16/2016
10.7+2011 Stock Plan and forms of equity agreements thereunder.S-1333-20871110.312/22/2015
10.8+Nutanix, Inc. Amended and Restated 2016 Equity Incentive Plan.8-K001-3788310.112/15/2025
10.9+Form of Global Restricted Stock Unit Agreement for Performance-Based Restricted Stock Units (Fiscal Year 2024) under the 2016 Equity Incentive Plan.10-K001-3788310.109/21/2023
10.10+Form of Global Restricted Stock Unit Agreement for Performance-Based Restricted Stock Units (Fiscal Year 2025) under the 2016 Equity Incentive Plan.10-K001-3788310.119/19/2024
10.11+Form of Global Restricted Stock Unit Agreement for Performance-Based Restricted Stock Units (Fiscal Year 2026) under the 2016 Equity Incentive Plan.10-Q001-3788310.112/4/2025
10.12+Amended and Restated 2016 Employee Stock Purchase Plan and forms of equity agreements thereunder.10-Q001-3788310.15/24/2023
Incorporated by Reference
Number · Exhibit Title · Form · File No. · Exhibit · FilingDate · FiledHerewith
10.13+Executive Incentive Compensation Plan.S-1333-20871110.1412/22/2015
10.14+Offer Letter, dated as of December 7, 2020, by and between Nutanix, Inc. and Rajiv Ramaswami.8-K001-3788310.112/9/2020
10.15+Offer Letter, dated as of April 10, 2022, by and between the Registrant and Rukmini Sivaraman.8-K001-3788310.14/12/2022
10.16+Form of Global Restricted Stock Unit Agreement for the Stock Price Performance-Based Restricted Stock Units under the 2016 Equity Incentive Plan.8-K001-3788310.11/9/2024
10.17+††Form of Global Restricted Stock Unit Agreement for the Operational Metrics Performance-Based Restricted Stock Units.8-K001-3788310.21/9/2024
10.18+Offer Letter, dated as of April 29, 2024, by and between the Registrant and Brian Martin.10-K001-3788310.219/19/2024
10.19+Change of Control and Severance Policy.10-K001-3788310.169/21/2022
10.20+Executive Severance Policy.10-K001-3788310.179/21/2021
10.21†Original Equipment Manufacturer (OEM) Purchase Agreement, dated as of May 16, 2014, by and among the Registrant, Nutanix Netherlands B.V. and Super Micro Computer Inc., as amended by Amendment One to Original Equipment Manufacturer (OEM) Purchase Agreement, dated as of November 13, 2017 and Amendment Two to Original Equipment Manufacturer (OEM) Purchase Agreement dated as of October 31, 2018.10-Q001-3788310.26/5/2019
10.22††Amendment Two to Original Equipment Manufacturer (OEM) Purchase Agreement, dated as of October 31, 2018, by and between the Registrant and Super Micro Computer, Inc.10-Q001-3788310.16/10/2024
10.23Participation Agreement to the Original Equipment Manufacturer Purchase Agreement, entered into as of September 26, 2019, by and between the Registrant, Nutanix Netherlands B.V. and Super Micro Computer, Inc.10-Q001-3788310.512/5/2019
10.24†Amendment Three to Original Equipment Manufacturer (OEM) Purchase Agreement, dated as of December 20, 2020, by and between the Registrant and Super Micro Computer Inc.10-Q001-3788310.13/4/2021
10.25†Amendment Four to Original Equipment Manufacturer (OEM) Purchase Agreement, dated as of November 5, 2021, by and between the Registrant and Super Micro Computer Inc.10-Q001-3788310.13/10/2022
10.26Office Lease, dated as of August 5, 2013, as amended to date, by and between the Registrant and CA-1740 Technology Drive Limited Partnership.S-1/A333-20871110.158/16/2016
10.27Office Lease, dated as of April 23, 2014, as amended to date, by and between the Registrant and CA-Metro Plaza Limited Partnership.S-1/A333-20871110.168/16/2016
10.28Sixth Amendment to the Office Lease dated as of January 29, 2018, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.16/12/2018
10.29Seventh Amendment to the Office Lease dated as of April 4, 2018, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.26/12/2018
Incorporated by Reference
NumberExhibit TitleFormFile No.ExhibitFilingDateFiledHerewith
10.30Eighth Amendment to the Office Lease, dated as of November 23, 2020, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.312/3/2020
10.31Ninth Amendment to the Office Lease dated as of August 23, 2021, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.112/2/2021
10.32Tenth Amendment to the Office Lease dated as of May 18, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.36/2/2022
10.33Eleventh Amendment to the Office Lease dated as of June 28, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.10-K001-3788310.349/21/2022
10.34Twelfth Amendment to the Office Lease dated as of August 31, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.10-K001-3788310.359/21/2022
10.35Thirteenth Amendment to the Office Lease dated as of November 16, 2023, by and between the Registrant and Hudson 1740 Technology, LLC.10-Q001-3788310.112/7/2023
10.36Fourth Amendment to the Office Lease dated as of April 4, 2018, by and between the Registrant and Hudson Metro Plaza, LLC.10-Q001-3788310.36/12/2018
10.37Fifth Amendment to the Office Lease dated as of October 1, 2018, by and between the Registrant and Hudson Metro Plaza, LLC.10-Q001-3788310.112/10/2018
10.38Sixth Amendment to the Office Lease dated as of April 5, 2019, by and between the Registrant and Hudson Metro Plaza, LLC.10-K001-3788310.289/24/2019
10.39Seventh Amendment to the Office Lease dated as of April 25, 2019, by and between the Registrant and Hudson Metro Plaza, LLC.10-K001-3788310.299/24/2019
10.40††Eighth Amendment to the Office Lease, dated as of September 17, 2019, by and between the Registrant and Hudson Metro Plaza, LLC.10-Q001-3788310.112/5/2019
10.41Ninth Amendment to the Office Lease, dated as of November 23, 2020, by and between the Registrant and Hudson Metro Plaza, LLC.10-Q001-3788310.512/3/2020
10.42Tenth Amendment to the Office Lease, dated as of June 28, 2022, by and between the Registrant and Hudson Metro Plaza, LLC.10-K001-3788310.429/21/2022
10.43Eleventh Amendment to the Office Lease, dated as of August 31, 2022, by and between the Registrant and Hudson Metro Plaza, LLC.10-K001-3788310.439/21/2022
10.44†††Credit Agreement, dated as of February 12, 2025, among Nutanix, Inc., as borrower, Bank of America, N.A., as administrative agent, collateral agent and L/C issuer, and the lenders party thereto.8-K001-3788310.12/12/2025
19.1Insider Trading Policy.X
21.1List of significant subsidiaries of the Registrant.X
23.1Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm.X
Incorporated by Reference
NumberExhibit TitleFormFile No.ExhibitFilingDateFiledHerewith
31.1 · Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14a and 15d-14a, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. · X
31.2 · Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14a and 15d-14a, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. · X
32.1 · Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.* · X
32.2 · Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.* · X
97.1Compensation Recovery Policy.10-K001-3788397.19/19/2024
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.X
101.SCHInline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.X
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibit 101)X

† Confidential treatment has been requested for portions of this exhibit. These portions have been omitted and have been filed separately with the Securities and Exchange Commission.

†† Certain confidential information contained in this exhibit was omitted by means of marking such portions with brackets because the identified confidential information is both (i) not material and (ii) the type of information that the registrant treats as private or confidential.

††† The schedules and exhibits to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally a copy of any such omitted schedule or exhibit, or any section thereof, to the SEC upon request.

  • These exhibits are furnished with this Annual Report on Form 10-K and are not deemed filed with the Securities and Exchange Commission and are not incorporated by reference in any filing of Nutanix, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and irrespective of any general incorporation language contained in such filings.

+Indicates a management contract or compensatory plan or arrangement.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.