Natera Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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FY2023 · Filed Feb 29, 2024
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Item 9B. Other Information
| ITEM 9B. | OTHER INFORMATION |
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On December 8, 2023, Steve Chapman, ourchief executive officer, terminated a trading arrangement for the sale of the Company’s common stock. Such trading arrangement was not intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c), but complied with the then-applicable requirements of Rule 10b5-1(c) when adopted in December 2022. Such trading arrangement provided for the potential sale of approximately 1,029,696 shares between February 27, 2023 and December 31, 2024.
On December 11, 2023, Mr. Chapman adopted a trading arrangement for the sale of securities of the Company’s common stock that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c) (the “Chapman Trading Plan”). The Chapman Trading Plan provides for the potential sale of up to 876,564 shares of common stock pursuant to the terms of the plan between March 15, 2024 and December 8, 2025, with the majority of the potential sales scheduled for calendar year 2025. The actual number of shares of common stock sold under the Chapman Trading Plan will be less than the amount stated above due to tax and exercise price payment obligations, which amounts are not yet determinable. A significant portion of the shares subject to the plan would not be sold unless the Company achieves a share price target of $108.7, representing a 73% increase thereto as of December 31, 2023, or the Company achieves a specified performance target.
Also on December 11, 2023, Mr. Chapman adopted a separate trading arrangement for the sale of securities of the Company’s common stock held by the Chapman Family Trust that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c) (the “Chapman Family Trading Plan”). The Chapman Family Trading Plan provides for the potential sale of up to 50,910 shares of common stock pursuant to the terms of the plan between March 15, 2024 and March 15, 2026.
On December 12, 2023, Jonathan Sheena, ourco-founder and a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 88,400 shares of common stock pursuant to the terms of the plan between April 3, 2024 and April 3, 2025.
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