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Natera Form 4: 10b5‑1 insider sales; 232,660 shares remain

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

Rhea-AI Filing Summary

Natera (NTRA) director and co‑founder reported open‑market sales of common stock under Rule 10b5‑1 plans. On 11/07/2025, multiple sales were executed at weighted average prices between $190.00 and $198.38, leaving 232,660 shares held directly after the transactions. On 11/11/2025, additional sales by the Caraluna 1 Trust and Caraluna 2 Trust occurred at weighted averages between $206.68 and $209.29; following these, each trust showed 25,282 shares. The reporting person disclaims beneficial ownership of the trust‑held shares.

Positive

  • None.

Negative

  • None.

Insights

Routine 10b5‑1 insider sales; neutral signal.

The filing lists pre‑planned sales by a Natera director/co‑founder under Rule 10b5‑1 trading plans adopted on December 11, 2024 and June 7, 2024. Reported sales on November 7, 2025 were at weighted averages between $190.00 and $198.38, with direct holdings shown at 232,660 shares after those trades.

On November 11, 2025, trusts executed additional sales at weighted averages between $206.68 and $209.29. The filing states these are held for beneficiaries and that the reporting person disclaims beneficial ownership. Cash‑flow treatment for these sales is not detailed in the excerpt.

As a Form 4 reflecting planned transactions, the informational value is administrative. Actual market impact depends on trade size versus daily volume; the excerpt does not provide that context.

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)
11/07/2025
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 11/07/2025 S 1,480(1) D $190.3276(2) 234,250 D
Common Stock 11/07/2025 S 90(1) D $191.0378(3) 234,160 D
Common Stock 11/07/2025 S 400 D $192.6363(4) 233,760 D
Common Stock 11/07/2025 S 300(1) D $193.5917(5) 233,460 D
Common Stock 11/07/2025 S 600(1) D $196.055(6) 232,860 D
Common Stock 11/07/2025 S 100(1) D $196.78 232,760 D
Common Stock 11/07/2025 S 100(1) D $198.38 232,660 D
Common Stock 11/11/2025 S 205(7) D $206.8622(8) 25,827 I By Caraluna 1 Trust(9)
Common Stock 11/11/2025 S 382(7) D $207.9451(10) 25,445 I By Caraluna 1 Trust(9)
Common Stock 11/11/2025 S 163(7) D $209.2844(11) 25,282 I By Caraluna 1 Trust(9)
Common Stock 11/11/2025 S 190(7) D $206.8647(12) 25,842 I By Caraluna 2 Trust(9)
Common Stock 11/11/2025 S 390(7) D $207.9404(13) 25,452 I By Caraluna 2 Trust(9)
Common Stock 11/11/2025 S 170(7) D $209.2799(14) 25,282 I By Caraluna 2 Trust(9)
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 December 11, 2024.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.00 to $190.94 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 $191.00 to $191.09 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 $192.31 to $192.80 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 $193.58 to $193.60 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 $195.76 to $196.46 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 sale of shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 7, 2024.
8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.68 to $207.12 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.
9. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities.
10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.89 to $208.58 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.
11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.18 to $209.29 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.
12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $206.68 to $207.12 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.
13. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $207.89 to $208.58 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.
14. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $209.18 to $209.29 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/ Vincent Fontanilla, Attorney-in-Fact 11/12/2025
** 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.

FAQ

What did NTRA’s insider report on Form 4?

Open‑market sales of Natera common stock by a director and co‑founder, executed under Rule 10b5‑1 trading plans.

Were the NTRA sales under a 10b5‑1 plan?

Yes. Sales on 11/07/2025 were under a plan adopted on December 11, 2024; 11/11/2025 trust sales were under a plan adopted on June 7, 2024.

How many NTRA shares were held directly after 11/07/2025?

Direct beneficial ownership was 232,660 shares after the 11/07/2025 transactions.

At what prices were NTRA shares sold on 11/07/2025?

Weighted average prices ranged from $190.00 to $198.38, with multiple trades within those ranges.

Did trusts also sell NTRA shares on 11/11/2025?

Yes. Caraluna 1 and Caraluna 2 Trusts sold shares at weighted averages between $206.68 and $209.29.

Does the insider own the trust shares?

The filing states the shares are held for beneficiaries and the reporting person disclaims beneficial ownership.
Natera Inc

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