Natera, Inc. — Director's Dealing 2015

Dec 31, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2015-12-29

Reporting Person: Sheena Jonathan (Director, Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-29	Common Stock	M	49700	$0.00	Acquired	689751	Direct
2015-12-29	Common Stock	S	49700	$10.433	Disposed	640051	Direct
2015-12-29	Common Stock	M	300	$0.00	Acquired	640351	Direct
2015-12-29	Common Stock	S	300	$11.116	Disposed	640051	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-29	Stock Option (right to buy)	$1.141	M	50000	Disposed	2022-09-20	Common Stock (50000)	Direct

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

F2: The reported price in Column 4 is a weighted average. These shares were sold in multiple transactions at prices ranging from $10.100 to $11.050 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).

F3: The reported price in Column 4 is a weighted average. These shares were sold in multiple transactions at prices ranging from $11.110 to $11.120 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2).

F4: The option shares are fully vested and may be exercised at any time.