Natera (NTRA) co‑founder logs 3,544-share sale under RSU, 10b5‑1 plan
Rhea-AI Filing Summary
Natera, Inc. director and co‑founder Sheena Jonathan reported open‑market sales of 3,544 shares of Common Stock on April 27 and April 29, 2026, at prices around $196–$204 per share. After these trades, she directly holds 255,711 shares of Natera common stock.
Footnotes explain that certain sales were made to cover tax withholding and remittance obligations tied to the vesting of Restricted Stock Units and were effected pursuant to written instructions intended to satisfy Rule 10b5‑1(c) under the Exchange Act, including a trading plan adopted on December 11, 2024. Additional shares are held by the Caraluna 1 Trust and Caraluna 2 Trust, and Sheena Jonathan disclaims beneficial ownership of those trust securities.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 3,544 shares
Net Sell
6 txns
Insider
Sheena Jonathan
Role
Director
Sold
3,544 shs ($700K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 2,266 | $196.2151 | $445K |
| Sale | Common Stock | 805 | $196.9876 | $159K |
| Sale | Common Stock | 285 | $203.75 | $58K |
| Sale | Common Stock | 188 | $204.39 | $38K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 255,711 shares (Direct);
Common Stock — 20,282 shares (Indirect, By Caraluna 1 Trust);
Common Stock — 20,282 shares (Indirect, By Caraluna 2 Trust)
Footnotes (6)
- 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 26, 2024.
- F2. The sale of shares was 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 January 27, 2023.
- F3. The sale of shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2024.
- F4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.6500 to $196.6250 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.
- F5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.86 to $197.51 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.
- F6. Held for the benefit of the beneficiaries of the trust. The Reporting Person disclaims beneficial ownership over such securities.
Key Figures
Shares sold: 3,544 shares
Post-transaction direct holdings: 255,711 shares
Sale price 1: $204.39 per share
+5 more
8 metrics
Shares sold
3,544 shares
Open-market sales of common stock on April 27 and 29, 2026
Post-transaction direct holdings
255,711 shares
Common stock directly held after April 29, 2026 transactions
Sale price 1
$204.39 per share
Weighted average sale price on April 27, 2026 (188 shares)
Sale price 2
$203.75 per share
Weighted average sale price on April 27, 2026 (285 shares)
Sale price 3
$196.99 per share
Weighted average sale price on April 29, 2026 (805 shares)
Sale price 4
$196.22 per share
Weighted average sale price on April 29, 2026 (2,266 shares)
Caraluna 1 Trust holding
20,282 shares
Common stock held indirectly; beneficial ownership disclaimed
Caraluna 2 Trust holding
20,282 shares
Common stock held indirectly; beneficial ownership disclaimed
Key Terms
Restricted Stock Units ("RSUs"), Rule 10b5-1(c), Rule 10b5-1 trading plan, weighted average price, +2 more
6 terms
Restricted Stock Units ("RSUs") financial
"in connection with the vesting of Restricted Stock Units ("RSUs") and was made"
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.
Rule 10b5-1(c) regulatory
"intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act"
Rule 10b5-1(c) is an SEC guideline that lets company insiders set up a written, pre-planned schedule to buy or sell their company stock when they are not in possession of material, nonpublic information. For investors, it matters because such plans can reduce the appearance of insider trading by separating decisions from inside knowledge—like putting your trades on autopilot—while also requiring scrutiny since pre-planned trades can still affect market confidence and share value.
Rule 10b5-1 trading plan regulatory
"The sale of shares was effected pursuant to a Rule 10b5-1 trading plan adopted"
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.
weighted average price financial
"The reported price in Column 4 is a weighted average price. These shares were sold"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
tax withholding and remittance obligations financial
"effected in order to satisfy tax withholding and remittance obligations in connection"
beneficiaries of the trust financial
"Held for the benefit of the beneficiaries of the trust. The Reporting Person"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Natera (NTRA) co‑founder Sheena Jonathan report in this Form 4?
Sheena Jonathan reported selling 3,544 shares of Natera common stock in open‑market transactions. The sales occurred on April 27 and April 29, 2026, at prices near $196–$204 per share and were partly linked to RSU tax obligations and a Rule 10b5‑1 plan.