Natera (NASDAQ: NTRA) director takes $21,875 Board fees in fully vested RSUs

Rhea-AI Filing Summary

Natera, Inc. director Marcus Gail Boxer received an award of 91 restricted stock units on 01/30/2026 as part of his Board compensation. The RSUs were issued in lieu of quarterly retainer fees of $21,875 and were fully vested at issuance.

Each RSU represents a right to receive one share of Natera common stock. Following this grant, Boxer beneficially owned 5,853 shares of Natera common stock 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^*

Marcus Gail Boxer

(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		91(1)	A	(2)	5,853	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 $21,875 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 Marcus Gail Boxer?

Natera reported that director Marcus Gail Boxer received 91 restricted stock units on January 30, 2026. These RSUs were granted as Board compensation and were fully vested upon issuance, increasing his directly owned Natera common stock to 5,853 shares after the transaction.

How many Natera (NTRA) shares does Marcus Gail Boxer own after this Form 4?

After the reported transaction, Marcus Gail Boxer beneficially owns 5,853 shares of Natera common stock. This total reflects the addition of 91 fully vested restricted stock units granted as director compensation in lieu of a $21,875 quarterly cash retainer.

What was the value of the Board fees converted to RSUs for Natera (NTRA)?

The Form 4 states that the restricted stock units were issued in lieu of quarterly retainer fees of $21,875. Instead of receiving this amount in cash, Natera’s director Marcus Gail Boxer accepted compensation in fully vested RSUs tied to Natera common stock.

Are the RSUs granted to Natera (NTRA) director Marcus Gail Boxer vested?

Yes, the filing specifies that the RSUs granted to Marcus Gail Boxer were fully vested at the time of issuance. This means he immediately earned the right associated with each unit, which represents one share of Natera’s common stock under the award terms.

What does each RSU represent in the Natera (NTRA) Form 4 filing?

Each restricted stock unit reported for Natera director Marcus Gail Boxer represents a contingent right to receive one share of Natera common stock. The filing clarifies this 1:1 relationship between each RSU and an underlying share of the company’s common stock.

Was the Natera (NTRA) Form 4 transaction a purchase or a grant?

The Form 4 describes the transaction as an acquisition coded “A,” reflecting a grant of 91 restricted stock units. These RSUs were issued to director Marcus Gail Boxer as compensation, in lieu of a $21,875 quarterly Board retainer, rather than an open-market stock purchase.