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Natera CEO reports option exercises and share sales under 10b5-1

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Natera (NTRA) CEO and President reported multiple insider transactions on 11/03/2025. He exercised stock options for 2,084 shares at $13.01, 3,595 shares at $20.27, and 150,000 shares at $119.75, then sold 2,215 shares at a weighted average of $198.0293, 1,915 shares at $198.9619, and 156,573 shares at $199.9983. Following these trades, he beneficially owned 144,816 shares directly. The sales were made under a Rule 10b5-1 plan adopted on December 11, 2023 and amended on December 2, 2024.

Positive

  • None.

Negative

  • None.
Insider Chapman Steven Leonard
Role CEO AND PRESIDENT
Sold 160,703 shs ($32.13M)
Type Security Shares Price Value
Exercise Stock Option (right to buy) 2,084 $0.00 --
Exercise Stock Option (right to buy) 3,595 $0.00 --
Exercise Stock Option (right to buy) 150,000 $0.00 --
Exercise Common Stock 2,084 $13.01 $27K
Exercise Common Stock 3,595 $20.27 $73K
Exercise Common Stock 150,000 $119.75 $17.96M
Sale Common Stock 2,215 $198.0293 $439K
Sale Common Stock 1,915 $198.9619 $381K
Sale Common Stock 156,573 $199.9983 $31.31M
Holdings After Transaction: Stock Option (right to buy) — 0 shares (Direct); Common Stock — 151,924 shares (Direct)
Footnotes (1)
  1. The sale of shares on this form was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2023, as amended on December 2, 2024. The sale of 150,000 of these shares was governed by the initial plan and not altered by the subsequently amendment. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.28 to $198.27 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 $198.44 to $199.43 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 $199.51 to $200.00 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 option shares are fully exercisable. On January 22, 2021, the Reporting Person was granted performance-based options which vest in tranches upon the achievement of milestones relating to a combination of the passage of time and certain business performance criteria. The performance thresholds were certified on June 28, 2024, March 28, 2025 and September 28, 2025, resulting in the performance-based option being fully vested as of the last performance threshold date.
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*
Chapman Steven Leonard
(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
X Officer (give title below) Other (specify below)
CEO AND PRESIDENT
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025
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 11/03/2025 M 2,084 A $13.01 151,924 D
Common Stock 11/03/2025 M 3,595 A $20.27 155,519 D
Common Stock 11/03/2025 M 150,000 A $119.75 305,519 D
Common Stock 11/03/2025 S 2,215(1) D $198.0293(2) 303,304 D
Common Stock 11/03/2025 S 1,915(1) D $198.9619(3) 301,389 D
Common Stock 11/03/2025 S 156,573(1) D $199.9983(4) 144,816 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
Stock Option (right to buy) $13.01 11/03/2025 M 2,084 (5) 01/10/2029 Common Stock 2,084 $0 0 D
Stock Option (right to buy) $20.27 11/03/2025 M 3,595 (5) 04/11/2029 Common Stock 3,595 $0 0 D
Stock Option (right to buy) $119.75 11/03/2025 M 150,000 (6) 01/21/2031 Common Stock 150,000 $0 0 D
Explanation of Responses:
1. The sale of shares on this form was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2023, as amended on December 2, 2024. The sale of 150,000 of these shares was governed by the initial plan and not altered by the subsequently amendment.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.28 to $198.27 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. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.44 to $199.43 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.
4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.51 to $200.00 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 option shares are fully exercisable.
6. On January 22, 2021, the Reporting Person was granted performance-based options which vest in tranches upon the achievement of milestones relating to a combination of the passage of time and certain business performance criteria. The performance thresholds were certified on June 28, 2024, March 28, 2025 and September 28, 2025, resulting in the performance-based option being fully vested as of the last performance threshold date.
/s/ Vincent Fontanilla, Attorney-in-Fact 11/03/2025
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did NTRA’s CEO report on 11/03/2025?

He exercised options for 2,084 shares at $13.01, 3,595 at $20.27, and 150,000 at $119.75, and sold 2,215, 1,915, and 156,573 shares at weighted average prices.

How many NTRA shares did the CEO sell and at what prices?

He sold 2,215 shares at $198.0293, 1,915 at $198.9619, and 156,573 at $199.9983, each as weighted averages.

How many NTRA shares does the CEO own after these transactions?

Following the reported transactions, he beneficially owned 144,816 shares directly.

Were the NTRA insider sales under a Rule 10b5-1 trading plan?

Yes. The sales were effected under a Rule 10b5-1 plan adopted on December 11, 2023 and amended on December 2, 2024. A sale of 150,000 shares was governed by the initial plan.

Which stock options did the CEO exercise on 11/03/2025?

Options with exercise prices of $13.01 (2,084 shares), $20.27 (3,595 shares), and $119.75 (150,000 shares), all fully vested per disclosed milestones.

What is the vesting status of the performance-based options?

Performance thresholds were certified on June 28, 2024, March 28, 2025, and September 28, 2025, resulting in full vesting as of the last certification date.