Natera, Inc.·4

Jan 22, 9:35 PM ET

Brophy Michael Burkes 4

Research Summary

AI-generated summary

Updated

Natera (NTRA) CFO Michael Brophy Sells Shares

What Happened
Natera CFO Michael Brophy sold a total of 61,123 shares in open-market/private transactions on Jan 20–21, 2026, generating about $14.64 million in proceeds. Separately, 1,522 restricted stock units (RSUs) were converted to shares (exercise/conversion), and 1,522 shares were surrendered/disposed with $0 proceeds to satisfy tax withholding related to the RSU vesting.

Key Details

  • Transaction dates & prices:
    • 2026-01-20: Sold 23,948 shares at $234.74 each — $5,621,515.
    • 2026-01-20: Converted/exercised 1,522 RSUs (acquired; no cash price reported).
    • 2026-01-20: Disposed 1,522 shares (derivative withholding) at $0.00 — $0 (tax withholding).
    • 2026-01-21: Sold 602 shares at $235.00 — $141,470.
    • 2026-01-21: Sold 36,573 shares at $242.67 — $8,875,115.
  • Total open-market/private sales: 61,123 shares for ~$14,638,100.
  • Shares owned after transaction: Not specified in the provided excerpt of the filing.
  • Notable footnotes:
    • Some sales were made to satisfy tax withholding on RSU vesting under written instructions intended to meet Rule 10b5-1(c) conditions (grants dated Jan 27, 2023 and Jan 28, 2022).
    • Other sales were effected pursuant to a Rule 10b5-1 trading plan adopted June 9, 2025 and modified Sept 10, 2025.
    • RSU vesting: 25% vested Jan 20, 2023; remaining RSUs vest in 12 equal quarterly installments thereafter.
  • Filing timeliness: Form 4 filed Jan 22, 2026 for transactions on Jan 20–21, 2026 — appears timely (filed within the Form 4 reporting window).

Context

  • These transactions were mainly sales and tax-withholding related to RSU vesting, not open-market purchases (which are often viewed as stronger bullish signals).
  • The conversion/exercise of RSUs followed by surrender of shares for tax withholding is a common, routine action when equity awards vest.
  • Sales under a 10b5-1 plan indicate pre-planned dispositions rather than ad-hoc trades; this can provide some procedural protection under insider trading rules but does not imply a view on company prospects.