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Natera (NTRA) director granted RSUs instead of cash board fees

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

Rhea-AI Filing Summary

Marcus Gail Boxer reported acquisition or exercise transactions in this Form 4 filing.

Natera, Inc. director Marcus Gail Boxer reported two stock-based compensation awards in the form of restricted stock units (RSUs). He received 98 RSUs that vest in full on June 11, 2027, and these RSUs will become fully vested if Natera undergoes a change in control before that date.

He also received 1,571 RSUs in lieu of $21,875 in quarterly cash retainer fees for serving on the board. These RSUs were fully vested when issued. Each RSU represents a right to receive one share of Natera common stock, so these are non-cash equity grants rather than open-market share purchases.

Positive

  • None.

Negative

  • None.
Insider Marcus Gail Boxer
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,571 $0.00 --
Grant/Award Common Stock 98 $0.00 --
Holdings After Transaction: Common Stock — 7,754 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 $21,875 for service on the Issuer's Board of Directors. The RSUs were fully vested at the time of issuance.
Time-vested RSUs 98 RSUs Vest in full on June 11, 2027
Retainer RSUs 1,571 RSUs Issued in lieu of quarterly board retainer
Cash retainer replaced $21,875 Quarterly board fees paid in RSUs
RSU-to-share ratio 1 RSU = 1 share Each RSU delivers one Natera common share
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 $21,875 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*
Marcus Gail Boxer
(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)7,754D
Common Stock06/26/2026A98(3)A(2)7,852D
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 $21,875 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 did Natera (NTRA) director Marcus Gail Boxer receive in this Form 4 filing?

Marcus Gail Boxer received two equity awards in restricted stock units. One grant is 98 RSUs with future vesting, and another is 1,571 RSUs issued instead of a cash retainer, reflecting stock-based compensation for his board service.

How many restricted stock units were granted to the Natera (NTRA) director and on what terms?

He was granted 98 RSUs that vest in full on June 11, 2027, and 1,571 RSUs issued in lieu of a $21,875 quarterly board retainer. The 1,571 RSUs were fully vested at issuance as part of his director compensation.

What does each RSU represent in the Natera (NTRA) director’s Form 4?

Each RSU represents a contingent right to receive one share of Natera common stock. This means the awards are stock-based compensation, delivering actual shares when vested instead of cash payments for the director’s board service.

What are the vesting conditions for Marcus Gail Boxer’s Natera (NTRA) RSUs?

The 98 RSUs vest in full on June 11, 2027, and will also fully vest if Natera experiences a change in control. The 1,571 RSUs granted in lieu of a $21,875 retainer were fully vested immediately upon issuance, providing instant ownership rights.

Were Natera (NTRA) shares bought or sold on the open market in this Form 4?

No open-market purchases or sales occurred. The filing shows stock-based compensation grants: 98 RSUs with future vesting and 1,571 fully vested RSUs replacing a $21,875 cash retainer, rather than discretionary trading in Natera shares.