(Exact name of registrant as specified in its charter)
Delaware
001-37883
27-0989767
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1740 Technology Drive, Suite 150
San Jose, California95110
(Address of principal executive offices, including zip code)
(408) 216-8360
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.000025 par value per share
NTNX
The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 16, 2020, Mr. Jeffrey T. Parks, who currently serves as a Class I director of the board of directors (the "Board") of Nutanix, Inc. (the "Company"), informed the Company of his decision not to stand for re-election at the Company's 2020 annual meeting of stockholders (the "Annual Meeting") and to step down from the Board effective as of the end of his current term of office, which will expire at the Annual Meeting. Mr. Parks' decision not to stand for re-election at the Annual Meeting is solely for personal reasons and not due to any disagreements with the Company on any matter, including relating to the Company’s operations, policies or practices.
The Board and the Company would like to thank Mr. Parks for his many years of excellent service on the Board and his many contributions to the Company.
On October 19, 2020, in light of Mr. Parks' expected departure, the Board resolved to reduce the size of the Board from eleven (11) to ten (10) members, effective as of the expiration of Mr. Parks' term of office at the Annual Meeting.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
