Natera, Inc. (NTRA) CEO trades 5,770 shares under Rule 10b5-1 plan

Rhea-AI Filing Summary

Steven Leonard Chapman, CEO and President of Natera, Inc., reported sales of 5,770 shares of common stock on July 27–28, 2026. He sold 2,190 shares at $260.4908 per share and 3,580 shares at a weighted average price of $254.0704. Footnotes state the shares were sold to satisfy tax withholding and remittance obligations upon vesting of RSUs, under written instructions intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Insider Trade Summary 10b5-1

Net Seller: 5,770 shares

Net Sell 2 txns

Insider Chapman Steven Leonard

Role CEO AND PRESIDENT

Sold 5,770 shs ($1.48M)

Type	Security	Shares	Price	Value
Sale	Common Stock F2, F3	3,580	$254.0704	$910K
Sale	Common Stock F1	2,190	$260.4908	$570K

Holdings After Transaction: Common Stock — 102,973 shares (Direct)

Footnotes (3)

1. F1. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of Restricted Stock Units ("RSUs") and was 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 Agreements granted January 26, 2024.
2. F2. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and was 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 Agreements granted on January 27, 2023.
3. F3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $254.0696 to $254.3500 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.

Key Figures

Shares sold 2026-07-27: 2,190 shares Sale price 2026-07-27: $260.4908 per share Shares sold 2026-07-28: 3,580 shares +3 more

6 metrics

Shares sold 2026-07-27 2,190 shares Common Stock sale by CEO at $260.4908 per share

Sale price 2026-07-27 $260.4908 per share Price for 2,190-share Common Stock sale

Shares sold 2026-07-28 3,580 shares Common Stock sale by CEO at weighted average $254.0704

Weighted average price 2026-07-28 $254.0704 per share Multiple trades with prices from $254.0696 to $254.3500

Total shares sold 5,770 shares Aggregate of both reported Common Stock sales, net-sell direction

Price range 2026-07-28 $254.0696–$254.3500 per share Range of individual trade prices forming weighted average

Key Terms

Restricted Stock Units ("RSUs"), Rule 10b5-1(c), weighted average price

3 terms

Restricted Stock Units ("RSUs") financial

"tax withholding and remittance obligations in connection with the vesting of RSUs"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Rule 10b5-1(c) regulatory

"intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act"

Rule 10b5-1(c) is an SEC guideline that lets company insiders set up a written, pre-planned schedule to buy or sell their company stock when they are not in possession of material, nonpublic information. For investors, it matters because such plans can reduce the appearance of insider trading by separating decisions from inside knowledge—like putting your trades on autopilot—while also requiring scrutiny since pre-planned trades can still affect market confidence and share value.

weighted average price financial

"The reported price in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/29/2026 - 09:35 PM Accepted by SEC EDGAR 07/29/2026 - 09:35 PM Learn about SEC filing dates

FAQ

What insider stock transactions did Natera (NTRA) report for its CEO?

Natera reported that CEO Steven Leonard Chapman sold 5,770 shares of common stock on July 27–28, 2026. The sales involved 2,190 shares at $260.4908 and 3,580 shares at a weighted average price of $254.0704 per share.

Why did Natera (NTRA) CEO Steven Leonard Chapman sell these shares?

The shares were sold to satisfy tax withholding and remittance obligations arising from the vesting of RSUs. Footnotes explain that the transactions were tied to stock unit agreements granted in 2023 and 2024, rather than discretionary open-market sales for portfolio reasons.

Were the Natera (NTRA) CEO share sales made under a Rule 10b5-1 plan?

Yes. The sales were executed pursuant to written instructions intended to meet the affirmative defense conditions of Rule 10b5-1(c). This indicates the trading arrangements were pre-established in the reporting person’s stock unit agreements referenced in the footnotes.

At what prices were the Natera (NTRA) CEO’s shares sold?

On July 27, 2026, 2,190 shares were sold at $260.4908 per share. On July 28, 2026, 3,580 shares were sold at a $254.0704 weighted average, with individual trade prices ranging from $254.0696 to $254.3500 per share.

How are the Natera (NTRA) CEO’s share sales linked to RSU vesting?

Footnotes state the sales were effected to cover RSU-related tax obligations following vesting of Restricted Stock Units. They reference stock unit agreements granted on January 27, 2023 and January 26, 2024, tying the dispositions directly to those equity awards.

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^*

Chapman Steven Leonard

(Last) (First) (Middle)

C/O NATERA, INC.

13011 MCCALLEN PASS BUILDING A SUITE 100

(Street)

AUSTIN TEXAS 78753

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Natera, Inc. [ NTRA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO AND PRESIDENT

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	07/27/2026		S		2,190(1)	D	$260.4908	106,553	D
Common Stock	07/28/2026		S		3,580(2)	D	$254.0704(3)	102,973	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 Restricted Stock Units ("RSUs") and was 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 Agreements granted 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 was 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 Agreements granted on January 27, 2023.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $254.0696 to $254.3500 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/ Tami Chen, Attorney-in-Fact	07/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)