Natera, Inc. — Director's Dealing 2021

Jun 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2021-05-28

Reporting Person: HEALY JAMES (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-28	Common Stock	M	2856	—	Acquired	32472	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-28	Restricted Stock Unit	$	M	2856	Disposed		Common Stock (2856)	Direct
2021-05-28	Restricted Stock Unit	$	A	1307	Acquired		Common Stock (1307)	Direct
2021-05-28	Stock Option (right to buy)	$94.14	A	2614	Acquired	2031-05-27	Common Stock (2614)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1550280	Indirect
Common Stock	1550280	Indirect

Footnotes

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

F2: Mr. Healy is a managing member of each of Sofinnova Management VIII, L.L.C. ("Sofinnova Management VIII") and Sofinnova Management IX, L.L.C. ("Sofinnova Management IX"). Sofinnova Management VIII is the general partner of Sofinnova Venture Partners VIII, L.P., and Sofinnova Management IX is the general partner of Sofinnova Venture Partners IX, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F3: The RSU vested in full on May 28, 2021.

F4: The RSU shall vest in full on May 25, 2022. The RSU will become fully vested in the event that the Issuer is subject to a change in control.

F5: The option shares shall vest and become exercisable in full on May 25, 2022. The option shares will become fully vested and exercisable in the event that the Issuer is subject to a change in control.