Every material Form 8-K Nutanix filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Nutanix's board appointed Tarkan Maner, its Chief Commercial Officer since November 2019, as President and Chief Commercial Officer effective December 18, 2025. His role expands to oversee sales, marketing and customer experience, and CEO Rajiv Ramaswami remains in his position.
Appointment effective December 18, 2025, by the Board of Directors
Tarkan Maner, age 56, previously served as Chairman and CEO of Nexenta Systems, Inc. from August 2013 to September 2019
Maner's expanded responsibilities include sales, marketing and customer experience
Existing compensation arrangements remain unchanged; Rajiv Ramaswami continues as CEO
At its December 12, 2025 annual meeting, Nutanix stockholders approved an amended and restated 2016 Equity Incentive Plan with a fixed reserve of 19,500,000 shares, down from the 46,736,519 shares available under the plan as of October 14, 2025. The plan also removes the annual evergreen increase to the share reserve, and stockholders re-elected all nine director nominees and ratified Deloitte & Touche LLP as auditor for fiscal 2026.
Restated plan sets a fixed maximum reserve of 19,500,000 shares and eliminates the annual evergreen share increase
Proposal 4 passed with 162,639,231 votes for, 50,040,183 against, 600,018 abstentions and 33,092,719 broker non-votes
All nine director nominees were elected, including Eric K. Brandt with 193,310,158 votes for and 15,171,301 against
Stockholders ratified Deloitte & Touche LLP with 243,469,662 votes for and 2,414,394 against
Nutanix reported first quarter fiscal 2026 results on November 25, 2025, with revenue up 13% and GAAP net income more than doubling from a year earlier. The CFO said some revenue shifted from Q1 into future periods, and the company updated its full-year revenue guidance to $2.82 - $2.86 billion while raising its full-year free cash flow guidance to $800 - $840 million. Shareholders see higher quarterly profit and cash flow, but the revenue timing shift and revised revenue outlook are the main points to note.
Revenue of $670.6 million, up 13% from $591.0 million in the first quarter of fiscal 2025
GAAP net income of $62.1 million, or $0.21 per diluted share, versus $29.9 million, or $0.10, a year earlier
ARR of $2.28 billion, up 18% year over year; free cash flow of $174.5 million versus $151.9 million
Q2 fiscal 2026 revenue outlook of $705 - $715 million; fiscal 2026 revenue outlook of $2.82 - $2.86 billion
Nutanix appointed Greg Lavender as a director effective September 17, 2025, and assigned him to the board's Security and Privacy Committee. The board determined he is independent under Nasdaq listing rules, and he will receive the standard compensation for non-employee directors. The filing reports no financial results, so the appointment's effect on shareholders depends on how the board develops.
Appointed effective September 17, 2025; Nutanix announced the appointment on September 18, 2025.
Joins the Security and Privacy Committee; the board determined he is an independent director.
Previously served as CTO at Intel from June 2021 to June 2025 and as Senior Vice President and CTO at VMware.
Will receive standard cash compensation and equity awards for non-employee directors.
Nutanix reported fourth-quarter fiscal 2025 revenue of $653.3 million, up 19% from a year earlier, and GAAP net income of $38.7 million, compared with a net loss of $126.1 million in the prior-year quarter. The company also issued a separate release saying its Board authorized repurchases of up to $350 million of Class A common stock, and it gave fiscal 2026 and first-quarter outlooks.
Q4 fiscal 2025 revenue was $653.3 million, up 19% from $548.0 million; fiscal 2025 revenue was $2.54 billion, up 18%.
Q4 GAAP net income was $38.7 million, or $0.13 per diluted share, versus a net loss of $126.1 million, or $(0.51) per share, a year earlier.
Fiscal 2025 free cash flow was $750.2 million; fiscal 2026 free cash flow outlook is $790 million to $830 million.
Board authorized repurchases of up to $350 million of Class A common stock; first-quarter fiscal 2026 revenue outlook is $670 million to $680 million.
Nutanix director Brian Stevens submitted his resignation from the board on June 14, 2025, effective June 16, 2025. The company said the departure is not due to any disagreement with Nutanix on its operations, policies, or practices, and the board thanked him for his service. The filing also attaches a May 16, 2025 press release describing earlier board changes, including Eric K. Brandt joining the board and David Humphrey leaving it.
Brian Stevens submitted his resignation as a director on June 14, 2025, effective June 16, 2025.
The filing states the resignation is not due to any disagreement with the company on operations, policies, or practices.
Exhibit 99.1, dated May 16, 2025, reports Eric K. Brandt joined the board effective May 15, 2025.
Exhibit 99.1 also reports David Humphrey resigned from the board effective May 15, 2025; Max de Groen remains on the board.
Nutanix reported third-quarter fiscal 2025 results for the period ended April 30, 2025, with revenue of $639.0 million, up 22% from a year earlier, and annual recurring revenue of $2.14 billion, up 18%. The company swung to GAAP operating income of $48.6 million from a loss of $11.6 million a year earlier, and it set fourth-quarter and full-year fiscal 2025 outlook ranges.
Q3 revenue $639.0 million vs. $524.6 million a year earlier (up 22%)
GAAP operating income $48.6 million vs. a loss of $11.6 million a year earlier; GAAP diluted EPS $0.22 vs. $(0.06)
Free cash flow $203.4 million vs. $78.3 million; fiscal 2025 free cash flow outlook $700 million to $730 million
Q4 fiscal 2025 revenue outlook $635 million to $645 million; full-year fiscal 2025 revenue outlook $2.52 billion to $2.53 billion
Nutanix appointed Eric K. Brandt, a former CFO of Broadcom, as an independent director effective May 15, 2025, and David Humphrey, a Bain Capital partner, resigned from the board effective the same day. The filing says Humphrey's resignation was not due to any disagreement with the company, and Max de Groen remains on the board from Bain Capital.
Eric K. Brandt appointed director effective May 15, 2025; not yet named to any board committee
Brandt was CFO of Broadcom Corporation from 2007 until its acquisition by Avago Technologies in 2016
David Humphrey resigned as director effective May 15, 2025, with no disagreement with the company stated
Bain Capital's partner Max de Groen continues to serve on the board
Nutanix reported second-quarter fiscal 2025 results for the period ended January 31, 2025, with revenue of $654.7 million, up 16% from $565.2 million a year earlier, and GAAP net income of $56.4 million, up from $32.8 million. The company also gave revenue guidance of $620 million to $630 million for the third quarter and $2.495 billion to $2.515 billion for fiscal 2025, which shareholders can compare with future results.
Annual recurring revenue reached $2.06 billion, up 19% year over year
GAAP diluted earnings per share were $0.19, compared with $0.12 a year earlier
Free cash flow was $187.1 million, compared with $162.6 million a year earlier
Third-quarter revenue outlook is $620 million to $630 million; fiscal 2025 revenue outlook is $2.495 billion to $2.515 billion
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Nutanix filing is on SEC EDGAR ↗. 8-K briefs of other companies →