17 unchanged sentences
Other Information
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance
21 unchanged sentences
Amended and Restated Bylaws.
+Added: Certificate of Retirement of Class B Common Stock.
Amended and Restated Investors’
8 unchanged sentences
Form of 2.5% Convertible Senior Notes due 2026 (included in Exhibit 4.6)
+Added: Indenture, dated as of September 22, 2021, by and between the Registrant and U.S.
+Added: Bank National Association, as Trustee.
+Added: Form of 0.25% Convertible Senior Notes due 2027 (included in Exhibit 4.8)
Form of Indemnification Agreement by and between the Registrant and each of its directors and executive officers.
Second Amended and Restated Outside Director Compensation Policy
+Added: First Amendment to Second Amended and Restated Outside Director Compensation
2010 Stock Plan and forms of equity agreements thereunder.
1 unchanged sentence
2016 Equity Incentive Plan and forms of equity agreements thereunder.
+Added: Form of Global Restricted Stock Unit Agreement for Performance-Based Restricted Stock Units (Fiscal Year 2022) under the 2016 Equity Incentive Plan.
+Added: Form of Global Restricted Stock Unit Agreement for Performance-Based Restricted Stock Units (Fiscal Year 2023) under the 2016 Equity Incentive Plan.
Amended and Restated 2016 Employee Stock Purchase Plan and forms of equity agreements thereunder.
Executive Incentive Compensation Plan.
−Removed: Form of Sales Incentive Plan by and between the Registrant and certain of its sales executives.
Offer Letter, dated as of December 7, 2020, by and between Nutanix, Inc.
and Rajiv Ramaswami.
−Removed: Employment Agreement, dated as of February 26, 2015, by and between the Registrant and Dheeraj Pandey.
−Removed: Offer Letter, dated as of April 26, 2014, by and between the Registrant and Duston Williams.
+Added: Offer Letter, dated as of April 10, 2022, by and between the Registrant and Rukmini Sivaraman.
Offer Letter, dated as of October 17, 2011, by and between the Registrant and David Sangster.
Offer Letter, dated as of November 20, 2017, by and between the Registrant and Tyler Wall .
−Removed: Offer Letter, dated as of October 29, 2019, by and between the Registrant and Tarkan Maner.
−Removed: Offer Letter, dated as of February 1, 2021, by and between the Registrant and Christopher Nicholas Kaddaras Jr.
+Added: Offer Letter, dated as of April 26, 2014, by and between the Registrant and Duston Williams.
Change of Control and Severance Policy.
6 unchanged sentences
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.
+Added: 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.
Memorandum of Understanding by and between the Registrant and Flextronics Telecom Systems Limited, executed on March 13, 2017.
9 unchanged sentences
Seventh Amendment to the Office Lease dated as of April 4, 2018, by and between the Registrant and Hudson 1740 Technology, LLC.
−Removed: Eighth Amendment, dated as of November 23, 2020, by and between the Registrant and Hudson 1740 Technology, LLC.
+Added: Eighth Amendment to the Office Lease, dated as of November 23, 2020, by and between the Registrant and Hudson 1740 Technology, LLC.
+Added: Ninth Amendment to the Office Lease dated as of August 23, 2021, by and between the Registrant and Hudson 1740 Technology, LLC.
+Added: Tenth Amendment to the Office Lease dated as of May 18, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.
+Added: Eleventh Amendment to the Office Lease dated as of June 28, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.
+Added: Twelfth Amendment to the Office Lease dated as of August 31, 2022, by and between the Registrant and Hudson 1740 Technology, LLC.
Fourth Amendment to the Office Lease dated as of April 4, 2018, by and between the Registrant and Hudson Metro Plaza, LLC.
3 unchanged sentences
Eighth Amendment to the Office Lease, dated as of September 17, 2019, by and between the Registrant and Hudson Metro Plaza, LLC.
−Removed: Ninth Amendment, dated as of November 23, 2020, by and between the Registrant and Judson Metro Plaza, LLC.
+Added: Ninth Amendment to the Office Lease, dated as of November 23, 2020, by and between the Registrant and Hudson Metro Plaza, LLC.
+Added: Tenth Amendment to the Office Lease, dated as of June 28, 2022, by and between the Registrant and Hudson Metro Plaza, LLC.
+Added: Eleventh Amendment to the Office Lease, dated as of August 31, 2022, by and between the Registrant and Hudson Metro Plaza, LLC.
Office Lease, dated as of April 4, 2018, by and between the Registrant and Hudson Concourse, LLC.
3 unchanged sentences
Confirmation Letter, dated as of November 12, 2019, relating to the Office Lease by and between the Registrant and Hudson Concourse, LLC.
−Removed: Second Amendment, dated as of November 23, 2020, by and between the Registrant and Judson Concourse, LLC.
+Added: Second Amendment to the Office Lease, dated as of November 23, 2020, by and between the Registrant and Hudson Concourse, LLC.
+Added: Third Amendment to the Office Lease, dated as of April 30, 2022, by and between the Registrant and Hudson Concourse, LLC.
+Added: Fourth Amendment to the Office Lease, dated as of June 15, 2022, by and between the Registrant and Hudson Concourse, LLC.
+Added: Fifth Amendment to the Office Lease, dated as of July 28, 2022, by and between the Registrant and Hudson Concourse, LLC.
Purchase Agreement, dated January 17, 2018, by and among the Registrant and Morgan Stanley & Co.
22 unchanged sentences
These portions have been omitted and have been filed separately with the Securities and Exchange Commission.
−Removed: Certain confidential information contained in this Exhibit was omitted by means of marking such portions with brackets because the identified confidential information (i) is not material and (ii) would be competitively harmful if publicly disclosed.
+Added: 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.
* 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.
1 unchanged sentence
+Indicates a management contract or compensatory plan or arrangement.
−Removed: 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, thereunto duly authorized.
+Added: Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
NUTANIX, INC.
5 unchanged sentences
POWER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Rajiv Ramaswami and Duston M.
−Removed: Williams, jointly and severally, his or her attorneys-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this report, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Rajiv Ramaswami and Rukmini Sivaraman, jointly and severally, his or her attorneys-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this report, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
4 unchanged sentences
Rajiv Ramaswami
−Removed: /s/ Duston M.
+Added: /s/ Rukmini Sivaraman
Chief Financial Officer
−Removed: (Principal Financial Officer)
−Removed: September 21, 2021
−Removed: /s/ Aaron Boynton
−Removed: Chief Accounting Officer
−Removed: (Principal Accounting Officer)
−Removed: September 21, 2021
−Removed: Aaron Boynton
+Added: (Principal Financial and Accounting Officer)
September 21, 2022
+Added: Rukmini Sivaraman
/s/ Craig Conway
September 21, 2022
+Added: /s/ Max de Groen
+Added: September 21, 2022
/s/ Virginia Gambale
3 unchanged sentences
September 21, 2022
−Removed: /s/ Max de Groen
−Removed: September 21, 2021
/s/ David Humphrey
1 unchanged sentence
David Humphrey
+Added: /s/ Gayle Sheppard
September 21, 2022
+Added: Gayle Sheppard
+Added: September 21, 2022
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.