Natera, Inc.
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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FY2025 · Filed Feb 27, 2026
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Item 9B. Other Information
| ITEM 9B. | OTHER INFORMATION |
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Insider Trading Arrangements and Policies
On December 5, 2025, Daniel Rabinowitz, our chief legal officer, adopted a trading arrangement for the sale of shares of the Company’s common stock intended to satisfy the affirmative defense of Rule 10b5-1(c) (a “Rule 10b5-1 Trading Plan”) that provides for the sale of 61,600 shares of our common stock and the exercise of 5,598 stock options and sale of underlying shares of our common stock, pursuant to the terms of the plan between March 6, 2026 and December 5, 2027.
On December 10, 2025, Herm Rosenman, a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the exercise of 16,530 stock options and sale of underlying shares of our common stock pursuant to the terms of the plan between March 11, 2026 and December 10, 2026.
On December 11, 2025, Matthew Rabinowitz, our co-founder and executive chairman, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 200,000 shares of our common stock pursuant to the terms of the plan between March 12, 2026 and August 31, 2026.
On December 12, 2025, Rowan Chapman, a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 3,221 shares of our common stock pursuant to the terms of the plan between March 13, 2026 and December 1, 2026.
On December 12, 2025, Jonathan Sheena, amember of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 59,000 shares of our common stock pursuant to the terms of the plan between May 8, 2026 and June 21, 2027.
Equity Award Policy
On February 25, 2026, our board of directors approved and adopted the Natera, Inc. Equity Award Policy (the “Equity Award Policy”), which is effective as of January 1, 2026 (the “Effective Date”). Under the Equity Award Policy, upon the death of a grantee, (i) each time based equity award that is outstanding and unvested will become fully vested and (ii) each performance-based equity award that is outstanding and unvested will vest as to the proportion of the award that would vest based on the Company’s actual performance (determined by the Company in its sole discretion) as of the end of the fiscal quarter occurring after the grantee’s death, with the portion of the total award that vests being prorated based on the portion of the performance period that the grantee completes through the date of his or her death. The Equity Award Policy applies to all equity awards granted to the Company’s officers, employees and non-employee directors before, on or after the Effective Date.
The foregoing description of the Equity Award Policy does not purport to be complete and is qualified in its entirety by reference to the full text of the Equity Award Policy, which is filed as Exhibit 10.17 to this Annual Report on Form 10-K and which is incorporated by reference herein.
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