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Natera CFO Michael Burkes Brophy sells 795 shares

The CFO's November 2 sales were tied to RSU tax withholding; the November 3 sale was reported under a Rule 10b5-1 trading plan.

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Form Type
4

Rhea-AI Filing Summary

Natera, Inc. Chief Financial Officer Michael Burkes Brophy reported selling 795 shares of common stock in three direct transactions on November 2 and 3, 2026. The 8- and 317-share sales on November 2, at $388.0301 and $400.2942 per share, respectively, were to satisfy tax withholding and remittance obligations connected with RSU vesting, under a written instruction intended to satisfy Rule 10b5-1(c) conditions. The 470-share sale on November 3, at $391.4900 per share, was under a Rule 10b5-1 trading plan adopted June 9, 2025, and modified September 10, 2025.

Insider Brophy Michael Burkes
Role CHIEF FINANCIAL OFFICER
Sold 795 shs ($314K)
Type Security Shares Price Value
Sale Common Stock F2 470 $391.49 $184K
Sale Common Stock F1 8 $388.0301 $3K
Sale Common Stock F1 317 $400.2942 $127K
Holdings After Transaction: Common Stock — 45,779 shares (Direct)
Footnotes (2)
  1. F1. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of Restricted Stock Units ("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 January 31, 2025.
  2. F2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 9, 2025, as modified on September 10, 2025.
Shares sold 795 shares Across three direct sales on November 2 and 3, 2026
Shares sold 8 shares Direct sale on November 2, 2026
Sale price per share $388.0301 Direct sale on November 2, 2026
Shares sold 317 shares Direct sale on November 2, 2026
Sale price per share $400.2942 Direct sale on November 2, 2026
Shares sold 470 shares Direct sale on November 3, 2026
Sale price per share $391.4900 Direct sale on November 3, 2026
Rule 10b5-1 trading plan regulatory
"pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Restricted Stock Units ("RSUs") financial
"vesting of Restricted Stock Units ("RSUs")"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax withholding and remittance obligations financial
"satisfy tax withholding and remittance obligations"
affirmative defense conditions regulatory
"satisfy the affirmative defense conditions of Rule 10b5-1(c)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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

Michael Burkes Brophy reported selling 795 shares in three direct transactions: 8 shares at $388.0301 per share and 317 shares at $400.2942 per share on November 2, 2026, followed by 470 shares at $391.4900 per share on November 3, 2026.

Why did the NTRA CFO sell shares on November 2, 2026?

The sales of 8 and 317 shares were made to satisfy tax withholding and remittance obligations in connection with RSU vesting. They were made under a written instruction intended to satisfy Rule 10b5-1(c) affirmative defense conditions in a Stock Unit Agreement granted January 31, 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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).
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*
Brophy Michael Burkes

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF FINANCIAL OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026
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 Stock11/02/2026S8(1)D$388.030146,566D
Common Stock11/02/2026S317(1)D$400.294246,249D
Common Stock11/03/2026S470(2)D$391.4945,779D
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. The sale of shares was effected in order to satisfy tax withholding and remittance obligations in connection with the vesting of Restricted Stock Units ("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 January 31, 2025.
2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 9, 2025, as modified on September 10, 2025.
/s/ Tami Chen, Attorney-in-Fact11/04/2026
** 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)

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