STOCK TITAN

Natera CFO reports stock sales under 10b5-1 and RSU tax events

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Natera, Inc. (NTRA): CFO reported open‑market sales on Form 4. The Chief Financial Officer executed multiple sales of common stock on 10/27/2025, 10/28/2025, and 10/29/2025. Reported transactions include 781 shares at $192.324 on 10/27, 1,237 shares on 10/28 at a weighted average price, and additional sales on 10/28 and 10/29 at weighted average prices within stated ranges. Following the reported transactions, the officer directly owned 64,126 shares.

Footnotes state that the 10/27 sale and the first 10/28 sale were effected to satisfy tax withholding and remittance obligations upon RSU vesting, pursuant to a written instruction intended to satisfy Rule 10b5‑1(c). The remaining sales were effected under a Rule 10b5‑1 trading plan adopted on June 14, 2024. Several prices are reported as weighted averages with detailed per‑trade ranges available upon request.

Positive

  • None.

Negative

  • None.
Insider Brophy Michael Burkes
Role CHIEF FINANCIAL OFFICER
Sold 5,063 shs ($968K)
Type Security Shares Price Value
Sale Common Stock 300 $188.3733 $57K
Sale Common Stock 400 $189.9085 $76K
Sale Common Stock 667 $190.9913 $127K
Sale Common Stock 500 $192.116 $96K
Sale Common Stock 1,237 $191.4619 $237K
Sale Common Stock 574 $189.8977 $109K
Sale Common Stock 404 $191.5086 $77K
Sale Common Stock 200 $192.195 $38K
Sale Common Stock 781 $192.324 $150K
Holdings After Transaction: Common Stock — 65,693 shares (Direct)
Footnotes (1)
  1. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and made pursuant to a written instruction that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act contained in the Reporting Person's Stock Unit Agreement granted on January 26, 2024. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and made pursuant to a written instruction that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act contained in the Reporting Person's Stock Unit Agreement granted on January 27, 2023. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 14, 2024. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.49 to 190.26 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.88 to $191.80 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.93 to $192.46 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.06 to $189.00 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.24 to $190.05 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.42 to $191.41 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.98 to $192.29 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.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Brophy Michael Burkes

(Last) (First) (Middle)
C/O NATERA, INC.
13011 MCCALLEN PASS BUILDING A SUITE 100

(Street)
AUSTIN TX 78753

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Natera, Inc. [ NTRA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF FINANCIAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
10/27/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/27/2025 S 781(1) D $192.324 68,408 D
Common Stock 10/28/2025 S 1,237(2) D $191.4619 67,171 D
Common Stock 10/28/2025 S 574(3) D $189.8977(4) 66,597 D
Common Stock 10/28/2025 S 404(3) D $191.5086(5) 66,193 D
Common Stock 10/28/2025 S 200(3) D $192.195(6) 65,993 D
Common Stock 10/29/2025 S 300(3) D $188.3733(7) 65,693 D
Common Stock 10/29/2025 S 400(3) D $189.9085(8) 65,293 D
Common Stock 10/29/2025 S 667(3) D $190.9913(9) 64,626 D
Common Stock 10/29/2025 S 500(3) D $192.116(10) 64,126 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and made pursuant to a written instruction that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act contained in the Reporting Person's Stock Unit Agreement granted on January 26, 2024.
2. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and made pursuant to a written instruction that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act contained in the Reporting Person's Stock Unit Agreement granted on January 27, 2023.
3. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 14, 2024.
4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.49 to 190.26 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.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.88 to $191.80 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.
6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.93 to $192.46 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.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $188.06 to $189.00 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.
8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $189.24 to $190.05 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.
9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.42 to $191.41 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.
10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.98 to $192.29 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.
/s/ Vincent Fontanilla, Attorney-in-Fact 10/29/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Natera (NTRA) disclose in this Form 4?

The CFO reported multiple sales of Natera common stock on 10/27/2025, 10/28/2025, and 10/29/2025, with prices reported per transaction.

How many Natera (NTRA) shares did the officer hold after these transactions?

After the reported transactions, the officer directly owned 64,126 shares.

What were examples of the sale prices reported?

Examples include $192.324 on 10/27/2025 and weighted average prices on 10/28 and 10/29 within the stated ranges in the footnotes.

Did the Natera CFO use a Rule 10b5-1 plan?

Yes. The remaining sales were effected under a Rule 10b5‑1 trading plan adopted on June 14, 2024.

Are the reported prices exact or averages?

Several entries are weighted average prices, with per‑trade ranges provided in the footnotes and full details available upon request.