Sec Form 4 Filing - Sherborne Investors GP, LLC @ NAUTILUS, INC. - 2011-05-27

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Sherborne Investors GP, LLC 2. Issuer Name and Ticker or Trading Symbol NAUTILUS, INC. [ NLS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) Former 10% stockholder (Last) (First) (Middle) 135 EAST 57TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 05/27/2011 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/27/2011 J( 1 ) 9,981,449 D $ 0 0 ( 2 ) ( 3 ) I See footnote ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Sherborne Investors GP, LLC 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Sherborne Investors LP 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Sherborne Investors Management LP 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Sherborne Investors Management GP, LLC 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Sherborne Strategic Fund A, LLC 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Sherborne Strategic Fund B, LLC 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder Nottingham Investors LLC 135 EAST 57TH STREET NEW YORK, NY10022 Former 10% stockholder BRAMSON EDWARD J 135 EAST 57TH STREET NEW YORK, NY10022 Fmr. dir., off. & 10% s/holder Signatures /s/ Craig L. McKibben, attorney-in-fact 05/31/2011 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On May 27, 2011, Sherborne Strategic Fund A, LLC, Sherborne Strategic Fund B, LLC and Nottingham Investors LLC (together, the "Funds") made a pro rata distribution of all the shares of common stock they beneficially owned to their respective investors. As a result, the Funds no longer beneficially own any shares of common stock. ( 2 )See Joint Filer Information on Exhibit 99.1 for information with respect to the nature of Sherborne Investors GP, LLC's indirect ownership, details of the dispositions and the persons jointly filing this report. ( 3 )The Reporting Person disclaims beneficial ownership of these securities except to the extent of the Reporting Person's pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

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).

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