Natera (NASDAQ: NTRA) director awarded fully vested RSUs in lieu of cash

Rhea-AI Filing Summary

Baynes Roy D. reported acquisition or exercise transactions in this Form 4 filing.

Natera, Inc. director Roy D. Baynes received a grant of 83 shares of common stock in the form of Restricted Stock Units. These RSUs were issued in lieu of quarterly board retainer fees of $16,875 and were fully vested at issuance. Following this award, Baynes directly holds 18,512 shares of Natera common stock. Each RSU represents a right to receive one share of common stock, so the grant functions as non-cash, stock-based compensation for his board service.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Baynes Roy D.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	83	$0.00	--

Holdings After Transaction: Common Stock — 18,512 shares (Direct, null)

Footnotes (1)

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

Key Figures

RSU grant size: 83 shares Retainer value: $16,875 Post-transaction holdings: 18,512 shares

3 metrics

RSU grant size 83 shares Restricted Stock Units granted in lieu of quarterly board retainer

Retainer value $16,875 Quarterly board retainer replaced by RSU grant

Post-transaction holdings 18,512 shares Director’s direct Natera common stock holdings after RSU grant

Key Terms

Restricted Stock Units, RSUs, quarterly retainer fees, Board of Directors, +1 more

5 terms

Restricted Stock Units financial

"Represents the issuance of Restricted Stock Units ("RSUs") to the Reporting Person in lieu of quarterly"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSUs financial

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

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

quarterly retainer fees financial

"in lieu of quarterly retainer fees of $16,875 for service on the Issuer's Board of Directors."

Board of Directors financial

"for service on the Issuer's Board of Directors. The RSUs were fully vested at the time of issuance."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

contingent right financial

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

Form 4 Insider Transactions: What Each Field Means →

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).

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 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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026

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	04/24/2026		A		83(1)	A	(2)	18,512	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	04/28/2026
	** 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)

FAQ

What did Natera (NTRA) director Roy D. Baynes report on this Form 4?

Roy D. Baynes reported receiving 83 Restricted Stock Units of Natera common stock. The award was granted as compensation for serving on the board, replacing a cash retainer, and increased his direct holdings to 18,512 shares after the transaction.

How were the Natera (NTRA) RSUs granted to Roy D. Baynes structured?

The filing shows 83 RSUs granted in lieu of quarterly board retainer fees of $16,875. Each RSU equals one share of Natera common stock, and the units were fully vested at the time they were issued to the director.

Is the Natera (NTRA) RSU grant to Roy D. Baynes an open-market purchase or sale?

No, the RSU grant is not an open-market trade. It is a compensation-related award classified as a grant or other acquisition, issued by Natera in place of cash fees for board service, with no market buying or selling involved.

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

After receiving the 83-share RSU award, Roy D. Baynes directly holds 18,512 shares of Natera common stock. This total reflects his position immediately following the fully vested compensation grant reported in the Form 4 filing.

Why did Natera (NTRA) issue RSUs instead of cash to its director?

According to the filing, the 83 RSUs were issued in lieu of quarterly retainer fees of $16,875 for board service. This means the director chose or agreed to receive fully vested stock-based compensation rather than an equivalent cash payment.

Do the Natera (NTRA) RSUs granted to Roy D. Baynes vest over time?

No, the RSUs described in the filing were fully vested at issuance. That means Baynes did not have to satisfy future service or performance conditions for these 83 units; they were immediately earned as board compensation.