STOCK TITAN

Natera (NTRA) co-founder-linked trusts execute 1,500-share stock sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Natera, Inc. director and co-founder Sheena Jonathan reported multiple sales of Natera common stock on January 23, 2026 by two trusts associated with her. Caraluna 1 Trust sold an aggregate 750 shares in several trades at weighted average prices between about $242.02 and $245.19 per share, leaving it with holdings between 21,782 and 22,372 shares after each trade. Caraluna 2 Trust sold a total of 750 shares in similar transactions at weighted average prices ranging from $242.13 to $245.39 per share, ending with 21,782 shares after the last transaction. These sales were carried out under a Rule 10b5-1 trading plan adopted on June 7, 2024. Jonathan also reports 264,078 shares held directly. The trust-held shares are for the benefit of trust beneficiaries, and she disclaims beneficial ownership of those securities.

Positive

  • None.

Negative

  • None.
Insider Sheena Jonathan
Role Director
Sold 1,500 shs ($366K)
Type Security Shares Price Value
Sale Common Stock 160 $242.3113 $39K
Sale Common Stock 185 $243.4905 $45K
Sale Common Stock 355 $244.7804 $87K
Sale Common Stock 50 $245.62 $12K
Sale Common Stock 200 $242.232 $48K
Sale Common Stock 160 $243.5872 $39K
Sale Common Stock 390 $244.8726 $96K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 22,372 shares (Indirect, By Caraluna 1 Trust); Common Stock — 264,078 shares (Direct)
Footnotes (1)
  1. The sale of shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 7, 2024. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.02 to $242.45 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. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.1250 to $243.9700 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.3759 to $245.1850 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.13 to $242.50 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.34 to $243.97 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.4550 to $245.3900 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.
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)
01/23/2026
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 264,078 D
Common Stock 01/23/2026 S 160(1) D $242.3113(2) 22,372 I By Caraluna 1 Trust(3)
Common Stock 01/23/2026 S 185(1) D $243.4905(4) 22,187 I By Caraluna 1 Trust(3)
Common Stock 01/23/2026 S 355(1) D $244.7804(5) 21,832 I By Caraluna 1 Trust(3)
Common Stock 01/23/2026 S 50(1) D $245.62 21,782 I By Caraluna 1 Trust(3)
Common Stock 01/23/2026 S 200(1) D $242.232(6) 22,332 I By Caraluna 2 Trust(3)
Common Stock 01/23/2026 S 160(1) D $243.5872(7) 22,172 I By Caraluna 2 Trust(3)
Common Stock 01/23/2026 S 390(1) D $244.8726(8) 21,782 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 pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 7, 2024.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.02 to $242.45 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.
3. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities.
4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.1250 to $243.9700 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.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.3759 to $245.1850 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.
6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.13 to $242.50 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.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.34 to $243.97 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.
8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.4550 to $245.3900 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 01/27/2026
** 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.

FAQ

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

The filing reports that trusts associated with Natera co-founder and director Sheena Jonathan sold a total of 1,500 shares of Natera common stock on January 23, 2026 in a series of open-market transactions at weighted average prices around $242–$245 per share.

Who executed the Natera (NTRA) share sales reported for Sheena Jonathan?

The sales were executed by Caraluna 1 Trust and Caraluna 2 Trust, which hold shares for the benefit of their beneficiaries. Sheena Jonathan is the reporting person but disclaims beneficial ownership of the trust-held securities according to the footnote disclosure.

How many Natera (NTRA) shares did each Caraluna trust sell?

Caraluna 1 Trust sold 750 shares of Natera common stock in several trades, and Caraluna 2 Trust also sold 750 shares. Each trade is listed separately with its own weighted average price and the shares remaining in the respective trust afterward.

At what prices were the Natera (NTRA) shares sold in this Form 4?

The filing states that the weighted average sale prices ranged from about $242.02 to $245.39 per share. Each footnote explains that individual trades occurred within specific price ranges and that full trade details are available upon written request.

Was the Natera (NTRA) insider selling under a Rule 10b5-1 plan?

Yes. The filing explains that the sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on June 7, 2024, which allows pre-arranged trades to occur according to preset instructions.

How many Natera (NTRA) shares does Sheena Jonathan report owning after these trades?

After the reported transactions, Sheena Jonathan reports 264,078 shares held directly. The Caraluna 1 and Caraluna 2 Trusts hold positions in the low 20,000-share range each, and she disclaims beneficial ownership of the securities held by those trusts.