Sec Form 4 Filing - CLAREMONT CREEK VENTURES L P @ Natera, Inc. - 2015-07-08

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FORM 4
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
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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)
C/O CLAREMONT CREEK VENTURES, 300 FRANK H. OGAWA PLAZA, SUITE 350
3. Date of Earliest Transaction (MM/DD/YY)
07/08/2015
(Street)
OAKLAND, CA94612
4. If Amendment, Date Original Filed (MM/DD/YY)
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 07/08/2015 C( 1 ) 6,516,224 A 6,516,224 I By Claremont Creek Ventures, L.P. ( 2 )
Common Stock 07/08/2015 C( 1 ) 218,888 A 218,888 I By Claremont Creek Partners Fund, L.P. ( 2 )
Common Stock 07/08/2015 C( 1 ) 569,861 A 569,861 I By Claremont Creek Ventures II, L.P. ( 2 )
Common Stock 07/08/2015 M( 3 ) 42,392 A 6,558,616 I By Claremont Creek Ventures, L.P. ( 2 )
Common Stock 07/08/2015 M( 3 ) 1,423 A 220,311 I By Claremont Creek Partners Fund, L.P. ( 2 )
Common Stock 07/08/2015 M( 3 ) 41,549 A 611,410 I By Claremont Creek Ventures II, L.P. ( 2 )
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
Series A Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 3,270,626 ( 1 ) ( 1 ) Common Stock 3,270,626 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Series A Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 109,866 ( 1 ) ( 1 ) Common Stock 109,866 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Series B Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 1,535,063 ( 1 ) ( 1 ) Common Stock 1,535,063 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Series B Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 51,565 ( 1 ) ( 1 ) Common Stock 51,565 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Series C Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 773,917 ( 1 ) ( 1 ) Common Stock 773,917 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Series C Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 25,996 ( 1 ) ( 1 ) Common Stock 25,996 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Series D Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 355,192 ( 1 ) ( 1 ) Common Stock 355,192 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Series D Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 11,931 ( 1 ) ( 1 ) Common Stock 11,931 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Series E Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 581,426 ( 1 ) ( 1 ) Common Stock 581,426 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Series E Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 19,530 ( 1 ) ( 1 ) Common Stock 19,530 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Series E Preferred Stock ( 1 ) 07/08/2015 C( 1 ) 569,861 ( 1 ) ( 1 ) Common Stock 569,861 $ 0 0 I By Claremont Creek Ventures II, L.P. ( 2 )
Common Stock Warrant (right to buy) $ 0.0163 ( 3 ) 07/08/2015 M( 3 ) 42,392 11/20/2014( 3 ) 11/19/2021 Common Stock 42,392 $ 0 0 I By Claremont Creek Ventures, L.P. ( 2 )
Common Stock Warrant (right to buy) $ 0.0163 ( 3 ) 07/08/2015 M( 3 ) 1,423 11/20/2014( 3 ) 11/19/2021 Common Stock 1,423 $ 0 0 I By Claremont Creek Partners Fund, L.P. ( 2 )
Common Stock Warrant (right to buy) $ 0.0163 ( 3 ) 07/08/2015 M( 3 ) 41,549 11/20/2014( 3 ) 11/19/2021 Common Stock 41,549 $ 0 0 I By Claremont Creek Ventures II, L.P. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CLAREMONT CREEK VENTURES L P
C/O CLAREMONT CREEK VENTURES
300 FRANK H. OGAWA PLAZA, SUITE 350
OAKLAND, CA94612
X
Claremont Creek Ventures II LP
C/O CLAREMONT CREEK VENTURES
300 FRANK H. OGAWA PLAZA, SUITE 350
OAKLAND, CA94612
X
Claremont Creek Partners fund L P
C/O CLAREMONT CREEK VENTURES
300 FRANK H. OGAWA PLAZA, SUITE 350
OAKLAND, CA94612
X
Hawks Randall
C/O CLAREMONT CREEK VENTURES
300 FRANK H. OGAWA PLAZA, SUITE 350
OAKLAND, CA94612
X
GOLDHABER NATHANIEL
C/O CLAREMONT CREEK VENTURES
300 FRANK H. OGAWA PLAZA, SUITE 350
OAKLAND, CA94612
X
Signatures
/s/ Richard C. Blake, attorney in fact 07/09/2015
Signature of Reporting Person Date
/s/ Richard C. Blake, attorney in fact 07/09/2015
Signature of Reporting Person Date
/s/ Richard C. Blake, attorney in fact 07/09/2015
Signature of Reporting Person Date
/s/ Randall Hawks 07/09/2015
Signature of Reporting Person Date
/s/ Nathaniel Goldhaber 07/09/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each share of preferred stock automatically converted into one (1) share of Common Stock immediately prior to the closing of the Issuer's initial public offering ("IPO") of Common Stock, and has no expiration date.
( 2 )Claremont Creek Partners, LLC ("CCP LLC") is the general partner of Claremont Creek Ventures, L.P. and Claremont Creek Partners Fund, L.P., and Claremont Creek Partners II, LLC ("CCP LLC II") is the general partner of Claremont Creek Ventures II, L.P. (collectively, the "Claremont Entities"). The managing members of CCP LLC and CCP LLC II are Nat Goldhaber and Randy Hawks. Each managing member disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
( 3 )This warrant was net exercised at the time of the IPO based on the IPO price.

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