Hawks Randall Form 4/A Natera / Randall Hawks ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CLAREMONT CREEK VENTURES L P

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)
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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	(1)	5,669,215	I	By Claremont Creek Ventures, L.P.(2)
Common Stock	05/11/2018		J(1)		10,018	D	(1)	190,340	I	By Claremont Creek Partners Fund, L.P.(2)
Common Stock	05/11/2018		J(3)		2,982	A	(3)	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	(6)	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	(7)	320	I	Gerson Goldhaber Family Trust, Gerson and Judith Goldhaber, TTE(7)
Common Stock	05/11/2018		J(8)		2,483	A	(8)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

CLAREMONT CREEK VENTURES L P

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Claremont Creek Partners fund L P

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Claremont Creek Ventures II LP

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Hawks Randall

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

GOLDHABER NATHANIEL

(Last) (First) (Middle)

300 FRANK H OGAWA PLAZA

(Street)

OAKLAND CA 94612

(City) (State) (Zip)

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.

	Claremont Creek Ventures, L.P., By: Claremont Creek Partners, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member	05/17/2018
	Claremont Creek Partners Fund, L.P., By: Claremont Creek Partners, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member	05/17/2018
	Claremont Creek Ventures II, L.P., By: Claremont Creek Partners II, LLC, Its: General Partner, /s/ Randall Hawks, Managing Member	05/17/2018
	/s/ Nathaniel Goldhaber	05/17/2018
	/s/ Randall Hawks	05/17/2018
	** Signature of Reporting Person	Date
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