Nimble Storage (NMBL) Form 4 Nimble Storage / Ping Li ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Li Ping

(Last) (First) (Middle)

C/O ACCEL PARTNERS

428 UNIVERSITY AVENUE

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nimble Storage Inc [ NMBL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2015		S(1)		22,300	D	$30.6501(2)	286,550	I	By Li Famly Trust Dated July 24, 2009(4)
Common Stock	06/16/2015		S(1)		3,700	D	$31.1949(3)	282,850	I	By Li Family Trust, dated July 24, 2009(4)
Common Stock								3,661	I	By Li Family GST Exempt Trust(5)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by The Li Family Trust on March 15, 2015.

2. The reported price is a weighted average sale price for multiple sale transactions ranging from a low sale price of $30.165 to a high sale price of $31.15. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon written request from the staff of the Securities and Exchange Commission, the Issuer or a stockholder of the Issuer.

3. The reported price is a weighted average sale price for multiple sale transactions ranging from a low sale price of $31.16 to a high sale price of $31.26. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon written request from the staff of the Securities and Exchange Commission, the Issuer or a stockholder of the Issuer.

4. The securities are held by Li Family Trust, dated July 24, 2009 (the "Trust"). Ping Li, a director of the Issuer, is a trustee of the Trust. Mr. Li disclaims beneficial ownership of all shares held by the Trust except to the extent of his pecuniary interest therein.

5. The securities are held by Li Family GST Exempt Trust (the "GST"). Ping Li, a director of the Issuer, is the settlor of the GST. Mr. Li disclaims beneficial ownership of all shares held by the GST except to the extent of his pecuniary interest therein.

Remarks:

	/s/Anup Singh, by power of attorney for Ping Li	06/18/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.