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Natera (NASDAQ: NTRA) director receives RSU grants as board compensation

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

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

Natera, Inc. director Roy D. Baynes reported receiving equity compensation in the form of restricted stock units (RSUs). One grant covers 75 RSUs that will vest in full on June 11, 2027, with full vesting also triggered if the company undergoes a change in control.

A separate award of 1,571 RSUs was issued in lieu of cash quarterly retainer fees of $16,875 for board service and was fully vested at issuance. Each RSU represents a contingent right to receive one share of Natera’s common stock, aligning a portion of director compensation with future share value.

Positive

  • None.

Negative

  • None.
Insider Baynes Roy D.
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,571 $0.00 --
Grant/Award Common Stock 75 $0.00 --
Holdings After Transaction: Common Stock — 20,083 shares (Direct, null)
Footnotes (1)
  1. Represents the issuance of restricted stock units (RSUs) that shall vest in full on June 11, 2027. The RSUs will become fully vested in the event that the Issuer is subject to a change in control. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. Represents the issuance of 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.
Time-vested RSU grant 75 RSUs Director award vesting June 11, 2027
Retainer-fee RSU grant 1,571 RSUs Issued in lieu of quarterly board retainer
Retainer fee amount $16,875 Quarterly board retainer paid in RSUs
Vesting date June 11, 2027 Full vesting date for 75 RSUs
restricted stock units (RSUs) financial
"Represents the issuance of restricted stock units (RSUs) that shall vest in full on June 11, 2027."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
change in control financial
"The RSUs will become fully vested in the event that the Issuer is subject to a change in control."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
quarterly retainer fees financial
"Represents the issuance of RSUs to the Reporting Person in lieu of quarterly retainer fees of $16,875 for service on the Issuer's Board of Directors."
contingent right financial
"Each RSU represents a contingent right to receive one share of the Issuer's Common Stock."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/26/2026A1,571(1)A(2)20,083D
Common Stock06/26/2026A75(3)A(2)20,158D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents the issuance of restricted stock units (RSUs) that shall vest in full on June 11, 2027. The RSUs will become fully vested in the event that the Issuer is subject to a change in control.
2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
3. Represents the issuance of 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.
/s/ Tami Chen, Attorney-in-Fact06/30/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Natera (NTRA) disclose for director Roy D. Baynes?

Natera disclosed that director Roy D. Baynes received two equity awards of restricted stock units (RSUs). One grant was 75 RSUs with future vesting, and another grant was 1,571 RSUs issued as compensation in place of a cash quarterly board retainer fee.

How many Natera (NTRA) RSUs did Roy D. Baynes receive in this Form 4?

Roy D. Baynes received a total of 1,646 restricted stock units (RSUs). One grant was 75 RSUs with time-based vesting, and a second grant of 1,571 RSUs was fully vested at issuance as payment for his quarterly board retainer compensation.

When do Roy D. Baynes’s Natera (NTRA) RSUs vest under this award?

One RSU award for 75 units vests in full on June 11, 2027. The filing also states these RSUs will become fully vested if Natera undergoes a change in control, adding an acceleration feature tied to a potential corporate transaction.

Why did Natera (NTRA) issue 1,571 RSUs to Roy D. Baynes?

Natera issued 1,571 restricted stock units (RSUs) to Roy D. Baynes instead of paying his quarterly board retainer fee in cash. The RSUs correspond to fees of $16,875 and were fully vested when granted, effectively delivering director compensation in stock-based form.

What does each RSU granted to Roy D. Baynes by Natera (NTRA) represent?

Each restricted stock unit (RSU) represents a contingent right to receive one share of Natera’s common stock. This means that as RSUs vest, they can convert into an equal number of actual Natera shares, linking director compensation directly to the company’s share performance.