Natera, Inc. — Director's Dealing 2020

Dec 22, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2020-12-18

Reporting Person: Brophy Michael Burkes (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-18	Common Stock	M	12500	—	Acquired	71183	Direct
2020-12-21	Common Stock	M	1117	—	Acquired	72300	Direct
2020-12-22	Common Stock	S	5208	$105.475	Disposed	67092	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-18	Restricted Stock Unit	$	M	12500	Disposed		Common Stock (12500)	Direct
2020-12-21	Restricted Stock Unit	$	M	1117	Disposed		Common Stock (1117)	Direct

Footnotes

F1: Represents the partial vesting and settlement of Restricted Stock Units ("RSUs"), starting on September 19, 2019.

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

F3: Represents the partial vesting and settlement of RSUs, starting on March 21, 2018.

F4: The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs.

F5: On March 22, 2019, the Reporting Person was granted RSUs covering 100,000 shares of common stock, which vests in tranches upon the Reporting Person achieving certain milestones relating to a combination of the passage of time and the Reporting Person achieving certain milestones relating to the Issuer's stock price, based on the average closing price per share of the Issuer's common stock for a calendar month, calculated as of the last day of such calendar month. On December 18, 2020, the criteria was satisfied for the vesting of RSUs covering 12,500 shares of common stock.

F6: The RSU vest over four years. 25% of the RSUs vest on March 21, 2018 and the remaining shares vest in 12 equal quarterly installments thereafter.