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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001193125-24-186422 0002031973 XXXXXXXX LIVE 1 Class A Common Stock, $0.000025 par value per share 03/04/2025 false 0001618732 67059N108 Nutanix, Inc. 1740 Technology Drive Suite 150 San Jose CA 95110 Bain Capital Investors, LLC 617-516-2000 200 Clarendon Street Boston MA 02116 0002031973 N BCPE Nucleon (DE) SPV, LP WC N DE 0 10960935 0 10960935 10960935 N 4.1 PN Class A Common Stock, $0.000025 par value per share Nutanix, Inc. 1740 Technology Drive Suite 150 San Jose CA 95110 This Amendment No. 1 to Schedule 13D relates to the Class A Common Stock of Nutanix, Inc. and amends the initial statement on Schedule 13D filed by BCPE Nucleon (DE) SPV, LP on July 26, 2024 (the "Initial Statement" and, as amended by this Amendment No. 1, the "Schedule 13D"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Initial Statement. The information set forth in Items 2 and 3 and on the cover pages of this Schedule 13D is incorporated by reference in its entirety into this Item 5. The percentage of the Issuer's outstanding shares of Class A Common Stock held by the Reporting Persons is based on 267,928,246 shares of Class A Common Stock outstanding as of November 30, 2024, as reported in the Issuer's most recent Quarterly Report on Form 10-Q for the period ended October 31, 2024. The information in part (a) of Item 5 above is incorporated by reference herein. On March 4, 2025, BCPE Nucleon (DE) SPV, LP sold an aggregate of 5,500,000 shares of Class A Common Stock at a price of $74.51 per share pursuant to Rule 144 under the Securities Act of 1933, as amended, for aggregate consideration of $409,805,000. In connection with the share sale, BCPE Nucleon (DE) SPV, LP distributed 393,097 shares of Class A Common Stock to certain of the Reporting Persons' partners or members. The partners or members of the Reporting Persons that received shares of Class A Common Stock from the distribution made charitable contributions of the shares of Class A Common Stock. Except as otherwise described in this Item 5, no one other than the Reporting Persons has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, any of the Class A Common Stock beneficially owned by the Reporting Persons as described in this Item 5. Following the sale of shares of Class A Common Stock and related distributions on March 4, 2025 described in Item 5(c) above, the Reporting Persons ceased to beneficially own 5% or more of the Issuer's outstanding shares of Class A Common Stock. BCPE Nucleon (DE) SPV, LP /s/ David Humphrey David Humphrey/Partner 03/05/2025 BCPE Nucleon (DE) SPV (GP), LLC is the general partner of BCPE Nucleon (DE) SPV, LP.