Natera, Inc. — Director's Dealing 2018

Jun 25, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2018-06-21

Reporting Person: Chapman Steven Leonard (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-06-21	Common Stock	M	1117	—	Acquired	3588	Direct
2018-06-22	Common Stock	S	381	$13.95	Disposed	3207	Direct
2018-06-25	Common Stock	M	9585	$2.6569	Acquired	12792	Direct
2018-06-25	Common Stock	M	9586	$3.7816	Acquired	22738	Direct
2018-06-25	Common Stock	M	20130	$7.4491	Acquired	42508	Direct
2018-06-25	Common Stock	M	23965	$1.410	Acquired	66473	Direct
2018-06-25	Common Stock	M	14067	$2.6569	Acquired	80540	Direct
2018-06-25	Common Stock	M	9586	$3.7816	Acquired	90126	Direct
2018-06-25	Common Stock	S	86919	$18.00	Disposed	3207	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-06-21	Restricted Stock Unit	$	M	1117	Acquired		Common Stock (1117)	Direct
2018-06-25	Stock Option (right to buy)	$2.6569	M	9585	Disposed	2024-02-24	Common Stock (9585)	Direct
2018-06-25	Stock Option (right to buy)	$3.7816	M	9586	Disposed	2024-09-17	Common Stock (9586)	Direct
2018-06-25	Stock Option (right to buy)	$7.4491	M	20130	Disposed	2025-03-25	Common Stock (20130)	Direct
2018-06-25	Stock Option (right to buy)	$1.1410	M	23965	Disposed	2022-05-16	Common Stock (23965)	Direct
2018-06-25	Stock Option (right to buy)	$2.6569	M	14067	Disposed	2024-02-24	Common Stock (14067)	Direct
2018-06-25	Stock Option (right to buy)	$3.7816	M	9586	Disposed	2024-09-17	Common Stock (9586)	Direct

Footnotes

F1: Represents the partial vesting and settlement of Restricted Stock Units ("RSUs"), starting March 21, 2018.

F2: Each RSU represents a contingent right to receive one share of the common stock of the issuer.

F3: The sale of shares was effected in order to satisfy tax liabilities due at the time of vesting.

F4: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 29,2016.

F5: The RSUs vest over four years. 25% of the RSUs vest on March 21, 2018 and the remaining shares vest in 12 equal quarterly installments thereafter.

F6: The option shares vest over four years. 25% of the option shares vest and become exercisable on June 1, 2014 and the remaining shares vest in 36 equal monthly installments thereafter.

F7: The option shares vest over four years. 25% of the option shares vest and become exercisable on March 1, 2015 and the remaining shares vest in 36 equal monthly installments thereafter.

F8: The option shares vest over four years. 25% of the option shares vest and become exercisable on February 16, 2016 and the remaining shares vest in 36 equal monthly installments thereafter.

F9: The option shares are 100% vested and exercisable.

F10: The option shares vest over four years. 25% of the option shares vest and become exercisable on January 15, 2015 and the remaining shares vest in 36 equal monthly installments thereafter.

F11: The option shares vest over four years. 25% of the option shares vest and become exercisable on May 1, 2015 and the remaining shares vest in 36 equal monthly installments thereafter.