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    Nutanix Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

    8/27/25 4:01:30 PM ET
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    Get the next $NTNX alert in real time by email
    Form 8-K
    False000161873200016187322025-08-272025-08-27iso4217:USDxbrli:sharesiso4217:USDxbrli:shares
     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

    _________________

    FORM 8-K

    _________________

    CURRENT REPORT

    Pursuant to Section 13 or 15(d)
    of the Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported):  August 27, 2025

    _______________________________

    NUTANIX, INC.

    (Exact name of registrant as specified in its charter)

    _______________________________

    Delaware001-3788327-0989767
    (State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

    1740 Technology Drive, Suite 150

    San Jose, California 95110

    (Address of Principal Executive Offices) (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:

    ☐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 classTrading Symbol(s)Name of each exchange on which registered
    Class A Common Stock, $0.000025 par value per shareNTNXThe 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 2.02. Results of Operations and Financial Condition.

    On August 27, 2025, Nutanix, Inc. (the “Company”) issued a press release announcing the Company’s financial results for its fourth fiscal quarter and fiscal year ended July 31, 2025. A copy of this press release is attached hereto as Exhibit 99.1.

    The information provided pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission (the “SEC”) thereunder, or the Exchange Act or the rules and regulations of the SEC thereunder, except as shall be expressly set forth by specific reference in such filing or document.

    Item 7.01. Regulation FD Disclosure.

    On August 27, 2025, the Company issued a separate press release announcing that its Board of Directors has authorized the repurchase of up to $350 million of the Company’s Class A common stock. A copy of this press release is attached hereto as Exhibit 99.2.

    The information provided pursuant to this Item 7.01, including Exhibit 99.2 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act or the rules and regulations of the SEC thereunder, or the Exchange Act or the rules and regulations of the SEC thereunder, except as shall be expressly set forth by specific reference in such filing or document.

    Item 9.01. Financial Statements and Exhibits.

    (d) Exhibits.

    Exhibit Number Description
       
    99.1 Press release issued by Nutanix, Inc. on August 27, 2025  
    99.2 Press release issued by Nutanix, Inc. on August 27, 2025
    104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
     
     

     

    SIGNATURE

     

    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.

     

     NUTANIX, INC.
       
      
    Date: August 27, 2025By: /s/ Rukmini Sivaraman        
      Rukmini Sivaraman
      Chief Financial Officer
      

     

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