Natera, Inc. — Director's Dealing 2024

Jan 31, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Natera, Inc. (NTRA)
CIK: 0001604821
Period of Report: 2023-12-12

Reporting Person: Rabinowitz Matthew (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-29	Common Stock	G	613496	—	Acquired	1253580	Direct
2023-03-29	Common Stock	G	613496	—	Disposed	0	Indirect
2023-12-12	Common Stock	G	250000	—	Acquired	670000	Indirect
2023-12-12	Common Stock	G	250000	—	Disposed	1003580	Direct
2024-01-26	Common Stock	A	68976	—	Acquired	1072556	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-12-12	Stock Option (right to buy)	$2.6569	G	380036	Disposed	2024-02-25	Common Stock (380036)	Direct
2023-12-12	Stock Option (right to buy)	$2.6569	G	380036	Acquired	2024-02-25	Common Stock (380036)	Indirect

Footnotes

F1: Represents shares transferred from the Matthew Rabinowitz Grantor Retained Annuity Trust to the Reporting Person.

F2: 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.

F3: Represents shares transferred to the RMDM Trust from the Reporting Person.

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: Represents the issuance of Restricted Stock Units ("RSUs") to the Reporting Person. The RSUs vest over four years. 25% of the RSUs vest on January 26, 2025 and the remaining RSUs vest in 12 equal quarterly installments thereafter.

F6: Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

F7: Represents stock options transferred to the RMDM Trust from the Reporting Person.

F8: The option shares are fully vested.