Natera (NTRA) CLO gets 1,745 RSUs, then sells 1,745 shares under 10b5-1

Rhea-AI Filing Summary

Natera, Inc. executive Daniel Rabinowitz, the Secretary and Chief Legal Officer, reported routine equity compensation activity and related share sales. He received a fully vested grant of 1,745 Restricted Stock Units, each representing one share of common stock. The next day, he sold 1,745 common shares in an open-market transaction at an average price of $204.1327 per share, leaving him with 233,285 shares of common stock held directly after the sale.

According to the disclosure, the sale was partially conducted to cover tax withholding and remittance obligations tied to the RSU vesting and was executed under written instructions intended to qualify for the Rule 10b5-1(c) affirmative defense, indicating a pre-arranged trading framework rather than an opportunistic trade.

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^*

RABINOWITZ DANIEL

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEC. AND CHIEF LEGAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		A		1,745(1)	A	(2)	235,030	D
Common Stock	03/10/2026		S		1,745(3)	D	$204.1327	233,285	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

Explanation of Responses:

1. Represents the issuance of Restricted Stock Units ("RSUs") to the Reporting Person. The RSUs were fully-vested at the time of issuance.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

3. The sale of shares was partially effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of RSUs and was 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 March 9, 2026.

	/s/ Tami Chen, Attorney-in-Fact	03/11/2026
	** 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 transactions did Natera (NTRA) disclose for Daniel Rabinowitz?

Natera disclosed that Daniel Rabinowitz received 1,745 fully vested Restricted Stock Units and then sold 1,745 common shares. The sale was reported as an open-market transaction and left him holding 233,285 shares of Natera common stock directly afterward.

Was the Natera (NTRA) insider sale by Daniel Rabinowitz part of equity compensation?

Yes. The filing shows a grant of 1,745 fully vested Restricted Stock Units to Daniel Rabinowitz and a subsequent sale of 1,745 shares. The footnotes state the sale was connected to tax obligations arising from the RSU vesting and executed under pre-set written instructions.

At what price did Daniel Rabinowitz sell Natera (NTRA) shares in this Form 4?

Daniel Rabinowitz sold 1,745 Natera common shares at an average price of $204.1327 per share. The transaction is described as an open-market sale and followed a fully vested award of 1,745 Restricted Stock Units granted the prior day.

How many Natera (NTRA) shares does Daniel Rabinowitz hold after the reported transactions?

After the reported grant and subsequent sale, Daniel Rabinowitz directly holds 233,285 shares of Natera common stock. This figure reflects his position following the 1,745-share open-market sale disclosed in the Form 4 filing.

Were the Natera (NTRA) insider transactions executed under a Rule 10b5-1 plan?

The footnotes state the sale was made pursuant to written instructions intended to satisfy Rule 10b5-1(c) affirmative defense conditions. This indicates the transaction followed a pre-arranged trading framework rather than being timed at the insider’s sole discretion.