Natera, Inc. — Director's Dealing 2021

Oct 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2021-10-13

Reporting Person: Rabinowitz Matthew (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-13	Common Stock	M	307	—	Acquired	582616	Direct
2021-10-14	Common Stock	S	122	$112.19	Disposed	582494	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-13	Restricted Stock Unit	$	M	307	Disposed		Common Stock (307)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	613496	Indirect
Common Stock	40000	Indirect

Footnotes

F1: Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

F2: The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs in compliance with Rule 10b5-1.

F3: The Reporting Person is a trustee of the Matthew Rabinowitz Grantor Retained Annuity Trust and has voting and dispositive power with respect to the reported shares. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

F4: The RMDM Trust is an irrevocable spendthrift trust for the benefit of the Reporting Person and other discretionary beneficiaries, pursuant to Nevada Revised Statutes Chapter 166. Under the RMDM Trust, the Reporting Person has no enforceable rights to distributions. The RMDM Trust is a fully discretionary trust and the distribution decisions for the RMDM Trust are vested in a committee. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein.

F5: The RSUs vest over four years. 25% of the RSUs vested on April 13, 2019 and the remaining shares vest in 12 equal quarterly installments thereafter.