Natera (NTRA) director Roy D. Baynes awarded 70 RSUs for $16,875 board retainer

Rhea-AI Filing Summary

Natera, Inc. director equity compensation filing: Director Roy D. Baynes received 70 shares of Natera common stock on 01/30/2026, reported as an acquisition under code "A". These shares were issued as Restricted Stock Units in lieu of a quarterly board retainer of $16,875.

The RSUs were fully vested at the time of issuance, and each RSU represents a right to receive one share of Natera common stock. Following this award, Baynes beneficially owns 18,429 shares of Natera common stock, held in direct ownership.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Baynes Roy D.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		A		70(1)	A	(2)	18,429	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. Represents the issuance of Restricted Stock Units ("RSUs") to the Reporting Person in lieu of quarterly retainer fees of $16,875 for service on the Issuer's Board of Directors. The RSUs were fully vested at the time of issuance.

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

	/s/ Tami Chen, Attorney-in-Fact	02/03/2026
	** 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).
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FAQ

What insider transaction did Natera (NTRA) report for Roy D. Baynes?

Natera reported that director Roy D. Baynes acquired 70 shares of common stock on 01/30/2026. The shares were issued as fully vested Restricted Stock Units in lieu of a quarterly board retainer, rather than being purchased on the open market.

How were the 70 Natera (NTRA) shares to Roy D. Baynes calculated?

The 70 shares reflect Restricted Stock Units granted in lieu of quarterly retainer fees of $16,875 for serving on Natera’s board. Each RSU represents a contingent right to receive one share of Natera common stock, and the RSUs were fully vested when issued.

Is the Roy D. Baynes Natera (NTRA) Form 4 transaction a purchase or an award?

The transaction is an equity award, not a stock purchase. Natera issued fully vested Restricted Stock Units to Roy D. Baynes as compensation for board service, replacing a $16,875 cash retainer, with each RSU equal to one share of common stock.

How many Natera (NTRA) shares does Roy D. Baynes own after this Form 4?

After the reported transaction, Roy D. Baynes beneficially owns 18,429 shares of Natera common stock. The Form 4 shows this amount as his direct ownership following the 70-share RSU-based issuance on January 30, 2026.

What does each Natera (NTRA) RSU granted to Roy D. Baynes represent?

Each Restricted Stock Unit granted to Roy D. Baynes represents a contingent right to receive one share of Natera common stock. In this filing, RSUs were issued fully vested, functioning as equity compensation instead of a $16,875 quarterly cash retainer.

Why did Natera (NTRA) issue RSUs instead of cash fees to Roy D. Baynes?

Natera issued RSUs to Roy D. Baynes in lieu of a quarterly cash retainer of $16,875 for board service. This structure compensates the director with stock-based awards rather than cash, aligning compensation with shares of Natera common stock.