Natera Form 4: Insider sale of 191 shares at $191.4619

Rhea-AI Filing Summary

Natera, Inc. (NTRA) reported insider activity as a director and co‑founder filed a Form 4 disclosing small open‑market sales tied to RSU tax withholding. On 10/27/2025, the reporting person sold 288 shares at $192.324. On 10/28/2025, they sold 191 shares at $191.4619. Following these transactions, the filer reported 235,921 shares held directly. The filing also lists indirect holdings of 28,032 shares each by Caraluna 1 Trust and Caraluna 2 Trust. The sales were executed under a Rule 10b5‑1(c) written instruction connected to RSU vesting.

Insights

Insider transactions and governance analyst

Routine Form 4; sales to cover RSU taxes under 10b5‑1.

The insider reported two small sales connected to RSU vesting: 288 shares at $192.324 on 10/27/2025 and 191 shares at $191.4619 on 10/28/2025. The disclosure states these were made pursuant to a written instruction intended to satisfy Rule 10b5‑1(c), indicating a pre‑set plan rather than discretionary timing.

After these trades, direct holdings are listed at 235,921 shares, with additional indirect positions of 28,032 shares each held by Caraluna 1 Trust and Caraluna 2 Trust. This appears administrative and typical for RSU tax withholding. Actual market impact depends on trade size versus daily volume, which isn’t provided here.

Insider Trade Summary

Net Seller: 479 shares ($91,959)

Net Sell 4 txns

Insider Sheena Jonathan

Role Director

Sold 479 shs ($92K)

Type	Security	Shares	Price	Value
Sale	Common Stock	191	$191.4619	$37K
Sale	Common Stock	288	$192.324	$55K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 235,730 shares (Direct); Common Stock — 28,032 shares (Indirect, By Caraluna 1 Trust)

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. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities.

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).

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^*

Sheena Jonathan

(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)	X	Other (specify below)
			CO-FOUNDER

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		288(1)	D	$192.324	235,921	D
Common Stock	10/28/2025		S		191(2)	D	$191.4619	235,730	D
Common Stock								28,032	I	By Caraluna 1 Trust(3)
Common Stock								28,032	I	By Caraluna 2 Trust(3)

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. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities.

	/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.
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FAQ

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

A director and co‑founder reported sales of 288 shares at $192.324 on 10/27/2025 and 191 shares at $191.4619 on 10/28/2025.

Why were the NTRA shares sold?

The filing states the sales were to satisfy tax withholding on RSU vesting under a Rule 10b5‑1(c) written instruction.

How many NTRA shares does the insider hold after the transactions?

The reporting person lists 235,921 shares held directly after the transactions.

Are there indirect holdings reported for the insider at Natera (NTRA)?

Yes. The filing lists 28,032 shares each held indirectly by Caraluna 1 Trust and Caraluna 2 Trust.

What is the insider’s relationship to Natera (NTRA)?

The reporting person is a Director and Co‑founder.

Were the trades under a pre‑arranged plan?

Yes. The filing cites a written instruction intended to satisfy Rule 10b5‑1(c).