RABINOWITZ DANIEL 4

What Happened

• Daniel Rabinowitz, Natera’s Secretary and Chief Legal Officer, sold a total of 19,672 shares in two open‑market transactions: 19,234 shares on 2026-01-20 at $234.74 ($4,514,958) and 438 shares on 2026-01-21 at $235.00 ($102,930), totaling approximately $4,617,888. The filing also shows conversion/exercise activity of 856 RSU-derived shares on 2026-01-20, with 856 shares effectively withheld/removed (reported as a derivative disposition at $0), consistent with tax withholding related to vesting.

Key Details

• Transaction dates & prices:
  • 2026-01-20: Sold 19,234 shares @ $234.74 — $4,514,958
  • 2026-01-21: Sold 438 shares @ $235.00 — $102,930
  • 2026-01-20: 856 RSU shares converted/exercised (acquired) and 856 RSU shares reported as disposed @ $0 (withheld/cancelled)
• Shares owned after transaction: Not specified in the provided filing data.
• Footnotes: Sales were effected to satisfy tax withholding on vested RSUs and executed pursuant to a written instruction intended to meet the affirmative defense conditions of Rule 10b5-1(c) (see footnotes F1 and F3). Each RSU equals one share (F2). RSUs vest over four years with 25% vesting on Jan 20, 2023 and the remainder in 12 equal quarterly installments (F4).
• Filing timeliness: Report filed 2026-01-22 for transactions through 2026-01-20—appears to be within the standard two‑business‑day reporting window.

Context

• These transactions appear to be routine sales to cover tax withholding on vested RSUs rather than discretionary open‑market selling for investment reasons. The filing shows RSU conversion/exercise and share withholding (a common cashless/withholding mechanism), which typically do not signal insider sentiment in the same way outright purchases might.