Sheena Jonathan 4

What Happened

• Sheena Jonathan, co‑founder and director of Natera, sold a total of 6,144 shares in open‑market transactions on Jan 20–21, 2026 for aggregate proceeds of about $1,441,367. Individual transactions included 2,981 shares at a weighted avg $234.74 ($699,755), 93 shares at $235.00 ($21,855), 2,470 shares at $234.12 ($578,266), and 600 shares at $235.82 ($141,491). In addition, 191 shares were acquired by exercise/conversion and 191 shares were surrendered/disposed (reported at $0) to satisfy tax withholding related to RSU vesting.

Key Details

• Transaction dates and prices:
  • 2026-01-20: 2,981 shares sold @ weighted avg $234.74 (range $234.04–$234.87 per footnote)
  • 2026-01-20: 191 shares acquired by exercise/conversion (then 191 shares disposed at $0 for tax withholding)
  • 2026-01-21: 93 shares sold @ $235.00
  • 2026-01-21: 2,470 shares sold @ $234.12
  • 2026-01-21: 600 shares sold @ $235.82 (reported weighted avg range $235.5650–$236.1850 per footnote)
• Total sold in open market: 6,144 shares for ~ $1.44M; plus 191 shares surrendered for taxes.
• Shares owned after the transactions: not specified in the information provided in this summary (see the Form 4 for total beneficial ownership).
• Notable footnotes: sales were primarily to satisfy tax withholding on vested RSUs and were made under written instructions intended to meet Rule 10b5‑1(c) conditions and a separate 10b5‑1 trading plan (adopted June 7, 2024). RSUs vest over four years (25% on Jan 20, 2023, remainder in quarterly installments).
• Filing timeliness: no late‑filing indication in the details provided.

Context

• These transactions are routine sell‑to‑cover and 10b5‑1 plan sales tied to RSU vesting and tax obligations rather than a clear directional purchase signal. The filing also shows an exercise/conversion and an immediate disposition of 191 shares to cover withholding; this is a common cashless/withholding procedure for equity awards.