8-K – 2026-02-26 – tm266979d1_8k.htm

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):
February 26, 2026

 

 

 

Natera, Inc.

(Exact name of registrant as specified
in its charter)

 

 

 

Delaware
 
001-37478
 
01-0894487

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

13011 McCallen Pass

Building A Suite 100

Austin , TX 78753

(Address of principal executive offices,
including zip code)

 

( 650 )
980 9190

(Registrant’s telephone number,
including area code)

 

N/A

(Former name or
former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the
Act:

 

Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered

Common Stock, par value $0.0001 per share
 
NTRA
 
Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

 

Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 
 

 

 

Item 2.02.
Results of Operations and Financial Condition.

 

On February 26, 2026, Natera, Inc. issued a press release
announcing the results for its fourth quarter and year ended December 31, 2025 and provided a related investor presentation. A copy
of the press release and a copy of the investor presentation are furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively,
to this Current Report on Form 8-K and are incorporated herein by reference.

 

The information in this Current Report on Form 8-K and the accompanying
Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation
language in such filing, unless expressly incorporated by reference in such filing.

 

Item 9.01.
Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.
 
Description

 
 

99.1
 
Press Release dated February 26, 2026.

99.2
 
Investor Presentation.

104
 
Cover Page Interactive Data File (formatted as inline XBRL).

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.

 

 
Natera, Inc.

 
 
 

 
By:
/s/ Michael Brophy

 
 
Michael Brophy

 
 
Chief Financial Officer (Principal Financial and Accounting Officer)

 

Dated: February 26, 2026