Natera, Inc. — Director's Dealing 2018

Apr 13, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2018-04-11

Reporting Person: Rabinowitz Matthew (Director, Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-04-11	Employee Stock Option (right to buy)	$10.41	A	75000	Acquired	2027-06-08	Common Stock (75000)	Direct
2018-04-13	Stock Option (right to buy)	$10.29	A	20180	Acquired	2028-04-12	Common Stock (20180)	Direct
2018-04-13	Restricted Stock Units	$	A	4910	Acquired		Common Stock (4910)	Direct

Footnotes

F1: On June 9, 2017, the reporting person was granted options to purchase 200,000 shares of common stock. The options vest based on Natera's satisfaction of certain performance criteria during the three-year period ending June 8, 2020. On April 11, 2018, the Company's Compensation Committee determined that the performance criteria related to 75,000 of the option shares had been satisfied. Such shares will vest in substantially equal quarterly installments following the completion by the reporting person of continuous service following April 11, 2018.

F2: The option shares vest over four years. 25% of the option shares vest and become exercisable on April 13, 2019 and the remaining shares vest in 36 equal monthly installments thereafter.

F3: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Common Stock of the Issuer.

F4: The RSUs vest over four years. 25% of the RSUs vest on April 13, 2019 and the remaining shares vest in 12 equal quarterly installments thereafter.