Natera, Inc. — Director's Dealing 2023

Oct 25, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2023-10-20

Reporting Person: Brophy Michael Burkes (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-10-20	Common Stock	M	1522	—	Acquired	66355	Direct
2023-10-21	Common Stock	M	1145	—	Acquired	67500	Direct
2023-10-22	Common Stock	M	1250	—	Acquired	68750	Direct
2023-10-23	Common Stock	S	1565	$40.3904	Disposed	67185	Direct
2023-10-23	Common Stock	S	2172	$40.3692	Disposed	65013	Direct
2023-10-23	Common Stock	S	203	$40.8959	Disposed	64810	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-10-20	Restricted Stock Unit	$	M	1522	Disposed		Common Stock (1522)	Direct
2023-10-21	Restricted Stock Unit	$	M	1145	Disposed		Common Stock (1145)	Direct
2023-10-22	Restricted Stock Unit	$	M	1250	Disposed		Common Stock (1250)	Direct

Footnotes

F1: Each Restricted Stock Unit ("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 and in compliance with Rule 10b5-1.

F3: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 4, 2022. The Reporting Person is subject to a Lock-up Letter Agreement that expires on November 5, 2023. The sale of shares is a permissible exemption under the terms of the Lock-Up Letter Agreement.

F4: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.80 to $40.74 per share, inclusive. The holder undertakes to provide, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.81 to $40.97 per share, inclusive. The holder undertakes to provide, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: These reported shares are subject to restrictions in the Lock-Up Letter Agreement.

F7: The RSUs vest over four years. 25% of the RSUs vest on January 20, 2023 and the remaining shares vest in 12 equal quarterly installments thereafter.

F8: The RSUs vest over four years. 25% of the RSUs vested on January 21, 2022 and the remaining shares vest in 12 equal quarterly installments thereafter.

F9: The RSUs vest over four years. 25% of the RSUs vested on October 22, 2022 and the remaining shares vest in 12 equal quarterly installments thereafter.