Natera, Inc. — Director's Dealing 2021

Apr 24, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2021-04-13

Reporting Person: RABINOWITZ DANIEL (N/A)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44257	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$9.59	2026-04-07	Common Stock (40385)		Direct
Stock Option	$10.41	2027-06-08	Common Stock (67500)		Direct
Stock Option	$9.29	2028-03-08	Common Stock (28333)		Direct
Restricted Stock Unit	$0		Common Stock (7084)		Direct
Stock Option	$19.68	2029-03-21	Common Stock (42500)		Direct
Restricted Stock Unit	$0		Common Stock (7140)		Direct
Restricted Stock Unit	$0		Common Stock (6450)		Direct
Restricted Stock Unit	$0		Common Stock (16362)		Direct
Restricted Stock Unit	$0		Common Stock (12500)		Direct
Restricted Stock Unit	$0		Common Stock (10304)		Direct
Restricted Stock Unit	$0		Common Stock (10304)		Direct

Footnotes

F1: The option shares vest over four years. 25% of the option shares vested and became exercisable on April 1, 2017 and the remaining shares vest in 36 equal monthly installments thereafter.

F2: The option shares vest over four years. 25% of the option shares vested and became exercisable on March 21, 2018 and the remaining shares vest in 36 equal monthly installments thereafter.

F3: The option shares vest over four years. 25% of the option shares vested and became exercisable on March 9, 2019 and the remaining shares vest in 36 equal monthly installments thereafter.

F4: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the common stock of the issuer.

F5: The RSUs vest over four years. 25% of the RSUs vested on March 9, 2019 and the remaining shares vest in 12 equal quarterly installments thereafter.

F6: The option shares vest over four years. 25% of the option shares vested and became exercisable on March 22, 2020 and the remaining shares vest in 36 equal monthly installments thereafter.

F7: The RSUs vest over four years. 25% of the RSUs vested on March 22, 2020 and the remaining shares vest in 12 equal quarterly installments thereafter.

F8: Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock upon the achievement of the Performance Vesting Conditions.

F9: The RSU vests upon the issuer reaching a specified business milestone.

F10: The RSUs vest over four years. 25% of the RSUs vested on March 27, 2021 and the remaining shares vest in 12 equal quarterly installments thereafter.

F11: The RSUs vest 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. 50% of the RSU shall vest upon the Issuer's stock price equaling or exceeding the quotient of (i) a specified market capitalization and (ii) the Issuer's outstanding shares as reported on the date of grant (the "Milestone"). Upon the trading day that is nine (9) months after the achievement of the Milestone and if the Issuer's stock price (based on the average closing price of the month or over a three-month trailing period) equals or exceeds the Milestone, then an additional 25% of the RSU shall vest. Upon the trading day that is fifteen (15) months after the achievement of the Milestone and if the Issuer's stock price (based on the average closing price of the month or over a three-month trailing period) equals or exceeds the Milestone, then an additional 25% of the RSU shall vest.

F12: The RSUs vest over four years. 25% of the RSUs vest on January 21, 2022 and the remaining shares vest in 12 equal quarterly installments thereafter.

F13: The RSU vests upon the issuer reaching a specified annual revenue milestone.