Sec Form 4/A Filing - CLAREMONT CREEK VENTURES L P @ Natera, Inc. - 2018-05-11

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
CLAREMONT CREEK VENTURES L P
2. Issuer Name and Ticker or Trading Symbol
Natera, Inc. [ NTRA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
300 FRANK H OGAWA PLAZA
3. Date of Earliest Transaction (MM/DD/YY)
05/11/2018
(Street)
OAKLAND, CA94612
4. If Amendment, Date Original Filed (MM/DD/YY)
05/15/2018
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/11/2018 J( 1 ) 295,242 D 5,669,215 I By Claremont Creek Ventures, L.P. ( 2 )
Common Stock 05/11/2018 J( 1 ) 10,018 D 190,340 I By Claremont Creek Partners Fund, L.P. ( 2 )
Common Stock 05/11/2018 J( 3 ) 2,982 A 2,982 I Claremont Creek Partners, LLC ( 4 )
Common Stock 05/14/2018 S 994 D $ 11.48 ( 5 ) 1,998 I Claremont Creek Partners, LLC ( 4 )
Common Stock 05/11/2018 J( 6 ) 4,273 A 14,992 I Goldhaber Investments, L.P. - Fund I ( 6 )
Common Stock 05/14/2018 S 1,424 D $ 11.48 ( 5 ) 13,568 I Goldhaber Investments, L.P. - Fund I ( 6 )
Common Stock 05/11/2018 J( 7 ) 107 A 320 I Gerson Goldhaber Family Trust, Gerson and Judith Goldhaber, TTE ( 7 )
Common Stock 05/11/2018 J( 8 ) 2,483 A 9,634 I Randall Hawks
Common Stock 05/14/2018 S 828 D $ 11.48 ( 5 ) 8,806 I Randall Hawks
Common Stock 05/14/2018 S 9,267 D $ 11.48 ( 5 ) 546,766 I By Claremont Creek Ventures II, L.P. ( 9 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CLAREMONT CREEK VENTURES L P
300 FRANK H OGAWA PLAZA
OAKLAND, CA94612
X
Claremont Creek Partners fund L P
300 FRANK H OGAWA PLAZA
OAKLAND, CA94612
X
Claremont Creek Ventures II LP
300 FRANK H OGAWA PLAZA
OAKLAND, CA94612
X
Hawks Randall
300 FRANK H OGAWA PLAZA
OAKLAND, CA94612
X
GOLDHABER NATHANIEL
300 FRANK H OGAWA PLAZA
OAKLAND, CA94612
X
Signatures
Claremont Creek Ventures, L.P., By: Claremont Creek Partners, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member 05/17/2018
Signature of Reporting Person Date
Claremont Creek Partners Fund, L.P., By: Claremont Creek Partners, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member 05/17/2018
Signature of Reporting Person Date
Claremont Creek Ventures II, L.P., By: Claremont Creek Partners II, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member 05/17/2018
Signature of Reporting Person Date
/s/ Nathaniel Goldhaber 05/17/2018
Signature of Reporting Person Date
/s/ Randall Hawks 05/17/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a pro rata in kind distribution without consideration by Claremont Creek Ventures, L.P. ("CCV") and Claremont Creek Partners Fund, L.P. ("CCPF") to their respective partners, including their general partner, Claremont Creek Partners, LLC ("CCP").
( 2 )These shares are owned directly by CCV and CCPF, of which CCP is the sole general partner and exercises voting and investment power over these shares. The managing members of CCP are Randall Hawks and Nathaniel Goldhaber. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
( 3 )Represents the receipt of shares in the pro rata in kind distributions of Common Stock of the Issuer by CCV described in footnote (1).
( 4 )These shares are owned directly by CCP. The managing members of CCP are Randall Hawks and Nathaniel Goldhaber. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
( 5 )Price reflected is the weighted-average sale price for shares sold. The range of sale prices for the transactions reported was $11.38 to $11.55 per share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
( 6 )Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro rata in kind distribution by CCPF described in footnote (1). The shares are held by the Goldhaber Investments, L. P. - Fund I ("Goldhaber Investments"). Nathaniel Goldhaber is the general partner of Goldhaber Investments and disclaims beneficial ownership of these securities, except to the extent of his proportionate pecuniary interest therein.
( 7 )Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro rata in kind distribution by CCPF described in footnote (1). The shares are held by the Gerson Goldhaber Family Trust, Gerson and Judith Goldhaber, TTE ("Gerson Trust"). Nathaniel Goldhaber is a trustee and beneficiary of the Gerson Trust and disclaims beneficial ownership of these securities, except to the extent of his proportionate pecuniary interest therein.
( 8 )Represents the receipt of shares of Common Stock of the Issuer by virtue of the pro rata in kind distribution by CCPF described in footnote (1).
( 9 )These shares are owned directly by Claremont Creek Ventures II, L.P., of which Claremont Creek Partners II, LLC ("CCP II") is the sole general partner and exercises voting and investment power over these shares. The managing members of CCP II are Randall Hawks and Nathaniel Goldhaber. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose.

Remarks:
This Amended Form 4 is being filed to correct the number of shares sold by Claremont Creek Partners, LLC, Goldhaber Investments, L.P. - Fund I, Randall Hawks and Claremont Creek Ventures II, L.P. on May 14, 2018, as originally reported on a Form 4 filed by the reporting persons on May 15, 2018 (the "Original Form 4"). No other changes from the Original Form 4 are reflected herein.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.