Martin Brian 4

What Happened
Brian Martin, Chief Legal Officer of Nutanix (NTNX), had a total of 4,727 restricted stock units (RSUs) convert to shares on March 15, 2026. The RSUs converted at $0.00 per share (no exercise cost). The issuer withheld 1,819 of those shares to cover tax withholding obligations at a price of $39.29/share, yielding a withholding value of $71,469. Net shares delivered to Martin were 2,908 (4,727 vested − 1,819 withheld). This is not an open-market sale or purchase but the routine conversion/settlement of vested RSUs.

Key Details

• Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (timely).
• Conversion/vesting: 2,825 RSUs and 1,902 RSUs converted to common shares (total 4,727) at $0.00 per share (transaction code M).
• Tax withholding: 1,819 shares were withheld by the issuer at $39.29/share for a total of $71,469 (transaction code F).
• Net shares received: 2,908 shares delivered to the reporting person after withholding.
• Shares owned after the transaction: Not reported in the supplied filing details.
• Notable footnotes: F1 indicates shares withheld to satisfy tax obligations; F2 clarifies each RSU equals one Class A share; F3–F4 describe the RSU vesting schedule (25% vested 9/15/2025, then quarterly vesting in 16 total installments beginning 12/15/2025).

Context

• This was a settlement of vested RSUs (award conversion), not a market purchase or sale by the insider. The withholding of shares to cover taxes is a common, routine administrative action and does not by itself indicate a decision to sell shares on market.
• For clarity: RSU conversion at $0.00 means the shares were delivered as vested compensation; the withheld shares represent tax payment, often called net-share settlement or share-withholding.