NTRA Natera Inc

 

 

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 27, 2025

 

 

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 27, 2025, Natera, Inc. issued a press release announcing the results for its fourth quarter and year ended December 31, 2024 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 27, 2025.
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 27, 2025

 

 

 

Exhibit 99.1

 

Natera Reports Fourth Quarter and Full Year 2024 Financial Results

 

 

AUSTIN, Texas, February 27, 2025 /PRNewswire/ — Natera, Inc. (NASDAQ:  NTRA), a global leader in cell-free DNA and genetic testing, today reported its financial results for the fourth quarter and full year ended December 31, 2024.

 

Recent Financial Highlights

 

·

Generated total revenues of $476.1 million in the fourth quarter of 2024, compared to $311.1 million in the fourth quarter of 2023, an increase of 53.0%. Product revenues grew 53.9% over the same period.

 

·

Generated a gross margin of 62.9% in the fourth quarter of 2024, compared to a gross margin of 51.4% in the fourth quarter of 2023.

 

·

Generated total revenues of $1,696.9 million in the full year of 2024, compared to $1,082.6 million in the full year 2023, an increase of 56.7%. Product revenues grew 57.7% over the same period.

 

·

Generated a gross margin of 60.3% in the full year of 2024, compared to a gross margin of 45.5% in the full year of 2023.

 

·

Processed approximately 792,800 tests in the fourth quarter of 2024, compared to approximately 626,800 tests in the fourth quarter of 2023, an increase of 26.5%.

 

·

Processed approximately 3,064,600 tests in the full year of 2024, compared to approximately 2,496,100 tests in the full year of 2023, an increase of 22.8%.

 

·

Performed approximately 150,800 oncology tests in the fourth quarter of 2024, compared to approximately 97,500 in the fourth quarter of 2023, an increase of 54.7%.

 

·

Performed approximately 528,200 oncology tests in the full year 2024, compared to approximately 341,000 in the full year 2023, an increase of 54.9%.

 

·

Achieved positive cash flow of approximately $45.7 million1 in the fourth quarter of 2024.

 

“We had a strong finish to the year, with excellent performance across the board,” said Steve Chapman, chief executive officer of Natera. “Our ongoing success can be attributed to the mission-driven mindset of our team and our focus on patients. We have significant momentum, with several potential catalysts in 2025 and beyond.”

 

 

Fourth Quarter and Year Ended December 31, 2024 Financial Results

 

Total revenues were $476.1 million in the fourth quarter of 2024 compared to $311.1 million in the fourth quarter of 2023, an increase of 53.0%. The increase in total revenues was driven primarily by a 53.9% increase in product revenues, which were $472.9 million in the fourth quarter of 2024 compared to $307.3 million in the fourth quarter of 2023. The increase in product revenues was primarily driven by an increase in volume and average selling price improvements.

 

Natera processed approximately 792,800 tests in the fourth quarter of 2024, including approximately 778,400 tests accessioned in its laboratory, compared to approximately 626,800 tests processed, including approximately 610,100 tests accessioned in its laboratory, in the fourth quarter of 2023.

 

In the fourth quarter of 2024, Natera recognized revenue on approximately 771,700 tests for which results were reported to customers in the period (tests reported), including approximately 758,200 tests reported from its laboratory, compared to approximately 619,800 tests reported, including approximately 604,200 tests reported from its laboratory, in the fourth quarter of 2023, an increase of 24.5% from the prior period.

 

Total revenues were $1,696.9 million in the full year 2024 compared to $1,082.6 million in the full year 2023, an increase of 56.7%. The increase in total revenues was driven primarily by a 57.7% increase in product revenues, which were $1,685.1 million in the full year 2024 compared to $1,068.5 million in the full year 2023. The increase in product revenues was primarily driven by an increase in volume and average selling price improvements.

 

Natera processed approximately 3,064,600 tests in the full year 2024, including approximately 3,001,900 tests accessioned in its laboratory, compared to approximately 2,496,100 tests processed, including approximately 2,426,500 tests accessioned in its laboratory, in the full year 2023.

 

In the full year 2024, Natera recognized revenue on approximately 2,926,400 tests for which results were reported to customers in the period (tests reported), including approximately 2,867,400 tests reported from its laboratory, compared to approximately 2,388,200 tests reported, including approximately 2,323,400 tests reported from its laboratory, in the full year 2023, an increase of 22.5% from the prior period.

 

Gross profit² for the three months ended December 31, 2024 and 2023 was $299.6 million and $159.9 million, respectively, representing a gross margin of 62.9% and 51.4%, respectively. Gross profit² for the year ended December 31, 2024 and 2023 was $1,023.2 million and $492.7 million, respectively, representing a gross margin of 60.3% and 45.5%, respectively. Natera had higher gross margin in the fourth quarter of 2024 and for the full year 2024 primarily as a result of higher revenues and continued progress in reducing cost of revenues associated with tests processed. Total operating expenses, representing research and development expenses and selling, general and administrative expenses, for the fourth quarter of 2024 were $364.4 million, compared to $244.4 million in the same period of the prior year, an increase of 49.1%. Total operating expenses, representing research and development expenses and selling, general and administrative expenses, for the full year 2024 were $1,245.5 million, compared to $939.0 million in the same period of the prior year, an increase of 32.6%. The increases in both periods were primarily driven by headcount growth to support new product offerings as well as increases in consulting and legal expenses.

 

Loss from operations for the fourth quarter of 2024 was $64.7 million compared to $84.5 million for the same period of the prior year. Loss from operations for full year 2024 was $222.3 million compared to $446.3 million for the same period of the prior year.

 

Natera reported a net loss for the fourth quarter of 2024 of $53.8 million, or ($0.41) per diluted share, compared to a net loss of $78.0 million, or ($0.65) per diluted share, for the same period in 2023. Weighted average shares outstanding were approximately 131.4 million in the fourth quarter of 2024 compared to 119.3 million in the fourth quarter of the prior year. Natera’s net loss for the full year 2024 was $190.4 million, or ($1.53) per diluted share, compared to a net loss of $434.8 million, or ($3.78) per diluted share, in 2023. Weighted average shares outstanding were 124.7 million in the full year 2024 compared to 115.0 million for the same period in the prior year.

 

At December 31, 2024, Natera held approximately $968.3 million in cash, cash equivalents, short-term investments and restricted cash, compared to $879.0 million as of December 31, 2023. As of December 31, 2024, Natera had a total outstanding debt balance of $80.4 million including accrued interest under its line of credit with UBS at a variable interest rate of 30-day SOFR plus 50 bps. The Company previously had convertible senior notes which were redeemed or converted on October 11, 2024.

 

 

Financial Outlook

 

Natera anticipates 2025 total revenue of $1.87 billion to $1.95 billion; 2025 gross margin to be approximately 60% to 64% of revenues; selling, general and administrative costs to be approximately $950 million to $975 million; research and development costs to be $525 million to $550 million; and net cash inflow to be positive³.

 

Test Volume Summary
Unit		Q4 2024				Q4 2023				FY 2024				FY 2023				Definition
Tests processed			792,800				626,800				3,064,600				2,496,100			Tests accessioned in our laboratory plus units processed outside of our laboratory
Tests accessioned			778,400				610,100				3,001,900				2,426,500			Test accessioned in our laboratory
Tests reported			771,700				619,800				2,926,400				2,388,200			Total tests reported
Tests reported in our laboratory			758,200				604,200				2,867,400				2,323,400			Total tests reported in our laboratory less units reported outside of our laboratory

 

About Natera

 

Natera™ is a global leader in cell-free DNA and genetic testing, dedicated to oncology, women’s health, and organ health. We aim to make personalized genetic testing and diagnostics part of the standard of care to protect health and enable earlier, more targeted interventions that help lead to longer, healthier lives. Natera’s tests are validated by more than 250 peer-reviewed publications that demonstrate high accuracy. Natera operates ISO 13485-certified and CAP-accredited laboratories certified under the Clinical Laboratory Improvement Amendments (CLIA) in Austin, Texas and San Carlos, California. For more information, visit www.natera.com.

 

Conference Call Information

 

Event:	Natera’s Fourth Quarter and Full Year 2024 Financial Results Conference Call
Date:	Thursday, February 27, 2025
Time:	1:30 p.m. PT (4:30 p.m. ET)
Live Dial-In:	1-888-770-7321      (Domestic)
	1-929-201-7107      (International)
Conference ID:	7684785
Webcast Link:	https://events.q4inc.com/attendee/538630796

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements under the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts, including statements regarding its market opportunity, anticipated products and launch schedules, reimbursement coverage and product costs, commercial and strategic partnerships and acquisitions, user experience, clinical trials and studies, and its strategies, goals and general business and market conditions, are forward-looking statements. Any forward-looking statements contained in this press release are based upon Natera’s current plans, estimates, and expectations, as of the date of this release, and are not a representation that such plans, estimates, or expectations will be achieved. These forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially, including: we face numerous uncertainties and challenges in achieving our financial projections and goals; we may be unable to further increase the use and adoption of our products through our direct sales efforts or through our laboratory partners; we have incurred net losses since our inception and we anticipate that we will continue to incur net losses for the foreseeable future; our quarterly results may fluctuate from period to period; our estimates of market opportunity and forecasts of market growth may prove to be inaccurate; we may be unable to compete successfully with existing or future products or services offered by our competitors; we may engage in acquisitions, dispositions or other strategic transactions that may not achieve our anticipated benefits and could otherwise disrupt our business, cause dilution to our stockholders or reduce our financial resources; our products may not perform as expected; the results of our clinical studies may not support the use and reimbursement of our tests, particularly for microdeletions screening, and may not be able to be replicated in later studies required for regulatory approvals or clearances; if either of our primary CLIA-certified laboratories becomes inoperable, we will be unable to perform our tests and our business will be harmed; we rely on a limited number of suppliers or, in some cases, single suppliers, for some of our laboratory instruments and materials and may not be able to find replacements or immediately transition to alternative suppliers; if we are unable to successfully scale our operations, our business could suffer; the marketing, sale, and use of Panorama and our other products could result in substantial damages arising from product liability or professional liability claims that exceed our resources; we may be unable to expand, obtain or maintain third-party payer coverage and reimbursement for our tests, and we may be required to refund reimbursements already received; third-party payers may withdraw coverage or provide lower levels of reimbursement due to changing policies, billing complexities or other factors; we could incur substantial costs and delays complying with governmental regulations, including recently enacted FDA regulations regarding LDTs; litigation and other regulatory or governmental proceedings, related to our intellectual property or the commercialization of our tests, are costly, time- consuming, could result in our obligation to pay material judgments or incur material settlement costs, and could limit our ability to commercialize our tests; and any inability to effectively protect our proprietary technology could harm our competitive position or our brand..

 

We discuss these and other risks and uncertainties in greater detail in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our periodic reports on Forms 10-K and 10-Q and in other filings that we make with the SEC from time to time. These documents are available on our website at www.natera.com under the Investor Relations section and on the SEC’s website at www.sec.gov.

 

We operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement. In light of these risks, uncertainties and assumptions, you should not place undue reliance on our forward-looking statements. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this presentation to conform these statements to actual results or to changes in our expectations.

 

References

 

1.

Positive cash inflow for the quarter ended December 31, 2024, is derived from the GAAP Statement of Cash Flows as follows: net cash provided by operating activities of $52.9 million, net cash provided by financing activities of $10.9 million, offset by net cash used in investing activities for purchases of property and equipment, investment in related party and cash paid for acquisition of intangible assets of $18.1 million.

2.

Gross profit is calculated as GAAP total revenues less GAAP cost of revenues. Gross margin is calculated as gross profit divided by GAAP total revenues.

3.

Cash (outflow) inflow is calculated as the sum of GAAP net cash provided by (used in) operating activities, GAAP net cash provided by (used in) financing activities, and GAAP net cash provided by (used in) investing activities for purchases of property and equipment, investment in related party, and acquisition of intangible assets.

 

Contacts

 

Investor Relations
Mike Brophy, CFO, Natera, Inc., 510-826-2350

 

Media
Lesley Bogdanow, VP of Corporate Communications, Natera, Inc., pr@natera.com

 

 

Natera, Inc.

 

Consolidated Balance Sheets

 

(Unaudited)

 

(in thousands, except shares)

 

		December 31,				December 31,
		2024				2023 (1)
Assets
Current assets:
Cash, cash equivalents and restricted cash		$	945,587			$	642,095
Short-term investments			22,689				236,882
Accounts receivable, net of allowance of $7,259 in 2024 and $6,481 in 2023			314,165				278,289
Inventory			44,744				40,759
Prepaid expenses and other current assets			48,635				60,524
Total current assets			1,375,820				1,258,549
Property and equipment, net			162,046				111,210
Operating lease right-of-use assets			86,149				56,537
Other assets			36,720				15,403
Total assets		$	1,660,735			$	1,441,699
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable		$	34,922			$	14,998
Accrued compensation			62,114				45,857
Other accrued liabilities			146,893				149,405
Deferred revenue, current portion			19,754				16,612
Short-term debt financing			80,362				80,402
Total current liabilities			344,045				307,274
Long-term debt financing			—				282,945
Deferred revenue, long-term portion and other liabilities			24,682				19,128
Operating lease liabilities, long-term portion			96,588				67,025
Total liabilities			465,315				676,372
Commitments and contingencies
Stockholders’ equity:
Common stock (2)			12				11
Additional paid in capital			3,763,614				3,145,837
Accumulated deficit			(2,567,862	)			(2,377,436	)
Accumulated other comprehensive loss			(344	)			(3,085	)
Total stockholders’ equity			1,195,420				765,327
Total liabilities and stockholders’ equity		$	1,660,735			$	1,441,699

 

(1)

The consolidated balance sheet at December 31, 2023 has been derived from the audited consolidated financial statements at that date included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

(2)

As of December 31, 2024 and December 31, 2023, there were approximately 132,646,000 and 119,581,000 shares of common stock issued and outstanding, respectively.

 

 

Natera, Inc.

 

Consolidated Statements of Operations and Comprehensive Loss

 

(Unaudited)

 

(in thousands, except per share data)

 

		Year ended December 31,
		2024				2023				2022
Revenues
Product revenues		$	1,685,074			$	1,068,522			$	797,307
Licensing and other revenues			11,837				14,049				22,915
Total revenues			1,696,911				1,082,571				820,222
Cost and expenses
Cost of product revenues			672,304				588,564				453,632
Cost of licensing and other revenues			1,449				1,267				2,624
Research and development			404,138				320,678				316,415
Selling, general and administrative			841,314				618,307				588,591
Total cost and expenses			1,919,205				1,528,816				1,361,262
Loss from operations			(222,294	)			(446,245	)			(541,040	)
Interest expense			(10,685	)			(12,638	)			(9,319	)
Interest and other income, net			43,248				24,353				3,538
Loss before income taxes			(189,731	)			(434,530	)			(546,821	)
Income tax expense			(695	)			(271	)			(978	)
Net loss		$	(190,426	)		$	(434,801	)		$	(547,799	)
Unrealized gain (loss) on available-for-sale securities, net of tax			2,741				13,277				(14,075	)
Comprehensive loss		$	(187,685	)		$	(421,524	)		$	(561,874	)
Net loss per share:
Basic and diluted		$	(1.53	)		$	(3.78	)		$	(5.57	)
Weighted-average number of shares used in computing basic and diluted net loss per share:
Basic and diluted			124,718				114,997				98,408

 

 

 

Exhibit 99.2

 

February 27, 2025 Natera, Inc. Q4’2024 Earnings Presentation Confidential draft

This presentation contains forward - looking statements under the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this presentation, including statements regarding our market opportunity, our anticipated products and launch schedules, our reimb urs ement coverage and our product costs, our commercial and strategic partnerships and potential acquisitions, our user experience, our clinical trials and studies, our strategies, our goals and gen eral business and market conditions, are forward - looking statements. These forward - looking statements are subject to known and unknown risks and uncertainties that may cause actual results to diff er materially, including: we face numerous uncertainties and challenges in achieving our financial projections and goals; we may be unable to further increase the use and adoption of our products thro ugh our direct sales efforts or through our laboratory partners; we have incurred net losses since our inception and we anticipate that we will continue to incur net losses for the foreseeable future; our qu art erly results may fluctuate from period to period; our estimates of market opportunity and forecasts of market growth may prove to be inaccurate; we may be unable to compete successfully with existing or future products or services offered by our competitors; we may engage in acquisitions, dispositions or other strategic transactions that may not achieve our anticipated benefits and could otherwise dis rupt our business, cause dilution to our stockholders or reduce our financial resources; our products may not perform as expected; the results of our clinical studies may not support the use and reimburs eme nt of our tests, particularly for microdeletions screening, and may not be able to be replicated in later studies required for regulatory approvals or clearances; if either of our primary CLIA - certified laboratories becomes inoperable, we will be unable to perform our tests and our business will be harmed; we rely on a limited number of suppliers or, in some cases, single suppliers, for some of our labora tor y instruments and materials and may not be able to find replacements or immediately transition to alternative suppliers; if we are unable to successfully scale our operations, our business could su ffe r; the marketing, sale, and use of Panorama and our other products could result in substantial damages arising from product liability or professional liability claims that exceed our resources; we may be unab le to expand, obtain or maintain third - party payer coverage and reimbursement for our tests, and we may be required to refund reimbursements already received; third - party payers may withdraw coverage or provide lower levels of reimbursement due to changing policies, billing complexities or other factors; we could incur substantial costs and delays complying with governmental regulations, including re cently enacted FDA regulations regarding LDTs; litigation and other regulatory or governmental proceedings, related to our intellectual property or the commercialization of our tests, are costly, time - consu ming, could result in our obligation to pay material judgments or incur material settlement costs, and could limit our ability to commercialize our tests; and any inability to effectively protect our propri eta ry technology could harm our competitive position or our brand. We discuss these and other risks and uncertainties in greater detail in the sections entitled “Risk Factors” and “Management’s Discussion and Ana lysis of Financial Condition and Results of Operations” in our periodic reports on Forms 10 - K and 10 - Q and in other filings we make with the SEC from time to time. Moreover, we operate in a very competitive a nd rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the exte nt to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward - looking statement. In light of these risks, uncertainties and assumptions, the fo rward - looking events and circumstances discussed in this presentation may not occur and our actual results could differ materially and adversely from those anticipated or implied. As a result, you should no t place undue reliance on our forward - looking statements. Except as required by law, we undertake no obligation to update publicly any forward - looking statements for any reason after the date of this presenta tion to conform these statements to actual results or to changes in our expectations. We file reports, proxy statements, and other information with the SEC. Such reports, proxy statements, and othe r i nformation concerning us is available at http://www.sec.gov. Requests for copies of such documents should be directed to our Investor Relations department at Natera, Inc., 13011 McCallen Pass, Building A Suite 100, Austin, TX 78753. Our telephone number is (650) 980 - 9190. 2 Safe harbor statement Not for reproduction or further distribution.

• Revenue of $476M in Q4 2024 vs $311M in Q4 2023; year - over - year growth of 53%. • 793K total tests processed in Q4 2024 vs 627K in Q4 2023; year - over - year growth of 26%. • 151K oncology tests in Q4 2024 vs 98K in Q4 2023; year - over - year growth of 55%. • Gross margin 1 of 63% in Q4 2024 vs 51% in Q4 2023; g enerated ~$46M in cash inflow 2 in Q4 2024. • Establishing 2025 financial outlook : revenue of $1.87B – $1.95B (pro - forma revenue growth of 24%); gross margin of 60 % – 64%; and positive cash flow generation 2 . • Clinical readouts in oncology, kidney/heart transplantation, and fetal RhD NIPT. • NCCN strengthened guidance on ctDNA. • Medicare coverage of Signatera for lung cancer patients in surveillance. 3 Q4 2024 highlights and recent business updates 1. Non - GAAP gross margin percentage is computed as follows: GAAP revenues minus GAAP cost of product revenues and licensing and ot her revenues divided by GAAP revenues. 2. Non - GAAP cash inflow / outflow are calculated based on GAAP Statement of Cash Flows amounts including net cash from operating ac tivities, net cash from investing activities excluding amounts related to short - term investments, and net cash from financing ac tivities excluding proceeds from public offerings. In addition, non - GAAP cash inflow / outflow for the quarters ended March 31, 2022, December 31, 2022 and March 31, 2023 include additional adjustments. Please refer to our website at www.investor.natera.com/financials for a reconciliation of non - GAAP cash inflow / outflow to the most directly comparable GAAP financial measure. Management uses non - GAAP cash flow as an indicator of the Compan y’s operational cash generating capabilities. Not for reproduction or further distribution.

295K 439K 560K 627K 793K K 100K 200K 300K 400K 500K 600K 700K 800K 900K 4Q20 4Q21 4Q22 4Q23 4Q24 Volumes continue to ramp: Q4 growth of 26% Core Volume Drivers • Record quarter for flagship Panorama TM , Prospera TM and Signatera • New features and data in women’s h ealth • New data and guidelines driving organ health • Signatera continues to ramp 4 26% Not for reproduction or further distribution.

52K 61K 72K 81K 91K 106K 118K 130K 145K 40K 60K 80K 100K 120K 140K 160K 4Q22 1Q23 2Q23 3Q23 4Q23 1Q24 2Q24 3Q24 4Q24 5 Signatera clinical units jump up ~15K units in Q4 Signatera clinical tests processed ~ 15K Not for reproduction or further distribution.

$112M $173M $217M $311M $476M $M $50M $100M $150M $200M $250M $300M $350M $400M $450M $500M 4Q'20 4Q'21 4Q'22 4Q'23 4Q'24 6 Total revenues jump 53% from Q4’23 Total revenues: YoY Q4 trend 53% Total revenues: last 6 quarters Not for reproduction or further distribution. $268M $311M $368M $413M $440M $476M $200M $250M $300M $350M $400M $450M $500M Q3'23 Q4'23 Q1'24 Q2'24 Q3'24 Q4'24

39% 45% 45% 51% 57% 59% 62% 63% 35% 40% 45% 50% 55% 60% 65% 1Q23 2Q23 3Q23 4Q23 1Q24 2Q24 3Q24 4Q24 7 ASPs and COGS execution ahead of plan • Underlying gross margins (excluding true ups) increased ~70 bps in Q4 2024 over Q3 2024 • Continued sequential step up in ASPs • Cash collection exceeding expectations, driving true - ups • Continued momentum in COGS projects Gross margins quarterly trend ~ 2 % true up benefit ~4% true up benefit ~4% true up benefit ~3% true up benefit ~3% true up benefit Not for reproduction or further distribution.

($162) ($110) ($113) ($88) ($86) ($78) ($38) ($61) $3 $3 $35 $46 Trend for quarterly cash outflow/cash inflow 1 ($ in millions) 8 Generated roughly $46M of cash flow in Q4 1Q22 2Q22 3Q22 4Q22 1Q23 2Q23 3Q23 4Q23 1Q24 2Q24 • Executing the strategy: cash flow improvement driven by continued revenue growth, improving gross margins, and stable operating expenses • Significant cash flow generation in Q4 demonstrates continuing operating leverage in the business 3Q24 4Q24 1. Non - GAAP cash inflow / outflow are calculated based on GAAP Statement of Cash Flows amounts including net cash from operating ac tivities, net cash from investing activities excluding amounts related to short - term investments, and net cash from financing activities excluding proceeds from public offerings. In addition, non - GAAP cash inflow / outflow for the quarters ended March 31, 2022, December 31, 2022 and March 31, 2023 include additional adjustments. Please refer to our website at www.investor.natera.com/financials for a reconciliation of non - GAAP cash inflow / outflow to the most directly compar able GAAP financial measure. Management uses non - GAAP cash flow as an indicator of the Company’s operational cash generating capabilities. Not for reproduction or further distribution.

Additional coverage for expanded carrier screening 9 Unlocking additional value from our core business ADLT rate increase Increasing coverage in biomarker states Deployment of AI tools across the business Not for reproduction or further distribution.

10 Ongoing support for Natera’s fetal RhD NIPT RhD study published in The Green Journal 1 Test demonstrated high performance metrics in largest study of its kind in the US with 100% sensitivity and 99.3% specificity Guideline support for fetal RhD NIPT ACOG support of testing for certain patients Expansion of commercial coverage One of the largest national payors issued new policy for fetal RhD NIPT 1. Gilstrop Thompson, et al. Clinical Validation of a Prenatal Cell - Free DNA Screening Test for Fetal RHD in a Large U.S. Cohort. Obstetric s & Gynecology 145(2):p 211 - 216, February 2025. Not for reproduction or further distribution.

11 2 prospective, multi - site studies of Prospera Novel studies in heart and kidney transplantation • Objective : assess dd - cfDNA in the treatment period after rejection • >580 kidney transplant patients | 28 sites • Patients monitored with Prospera at 2 - week intervals for 8 weeks following rejection, with clinical outcomes at 12 months PEDAL (Prospera Kidney) DEFINE (Prospera Heart) • Objective : a ssess the rates of clinical outcomes and their associations with dd - cfDNA • >100 patients | 10 sites • Patients monitored for 1 year with Prospera and endomyocardial biopsies with correlation to outcomes. Not for reproduction or further distribution.

12 Medicare coverage of Signatera for surveillance in lung cancer Key details Stage I - III NSCLC patients in the surveillance setting. Expands upon preexisting Medicare coverage for immunotherapy monitoring. Supported by peer - reviewed studies. Not for reproduction or further distribution. 1. Jiro Okami et al. JTO 2019. 2. Furuke , H. et al. Surg Today 2022. 3. Salvo EM et al. The Breast 2021 . Stage I NSCLC recurrence rates exceed stage II - III CRC & early - stage HR+/HER - Breast Cancer 1 - 3 0% 5% 10% 15% 20% 25% 30% Stage I NSCLC Stage II-III CRC Early-stage HR+/HER2- Breast 5 - year recurrence rate

NCCN Strengthens Guidance on ctDNA in Colon Cancer, Rectal Cancer, and Merkel Cell Carcinoma Jan. 13, 2025 Feb. 7, 2025 Feb. 7, 2025 • Updated to include positive recommendation for ctDNA monitoring in surveillance • Cites Signatera publication • Updated to include ctDNA as a prognostic marker and high - risk factor for recurrence • Updated to include ctDNA as a prognostic marker and high - risk factor for recurrence 13 Merkel Cell Carcinoma 1 Colon Cancer 2 Rectal Cancer 3 1. NCCN Clinical Practice Guidelines in Oncology (NCCN Guidelines®) for Merkel Cell Carcinoma Version 1.2025. © National Compreh ens ive Cancer Network, Inc. 2025. All rights reserved. Accessed January 17, 2025. 2. NCCN Clinical Practice Guidelines in Oncology (NCCN Guidelines®) for Colon Cancer Version 1.2025. © National Comprehensive Ca nce r Network, Inc. 2025. All rights reserved. Accessed February 7, 2025. 3. NCCN Clinical Practice Guidelines in Oncology (NCCN Guidelines®) for Rectal Cancer Version 1.2025. © National Comprehensive C anc er Network, Inc. 2025. All rights reserved. Accessed February 7, 2025.

14 Readout of CALGB (Alliance)/SWOG 80702 at ASCO GI supports predictive nature of Signatera in Adjuvant CRC Study Highlights OS by ctDNA status and Celecoxib use Not for reproduction or further distribution. % without event 2 0 4 6 1 100 60 20 0 80 90 30 10 70 40 50 3 5 No Celecoxib Celecoxib No Celecoxib Celecoxib Time from randomization (years) Signatera - negative Signatera - positive • ACT + Celecoxib provided a significant benefit to Signatera - positive patients – 3 - year DFS: 41% v 22.6% (HR: 0.55) – Similar results were seen for OS (HR 0.58). • ACT + Celecoxib did not provide a benefit to Signatera - negative patients

Signatera harnesses the benefits of multiplex NGS PCR ( mPCR ) Extremely deep sequencing of targeted, high - quality variants versus shallower sequencing of a broader set of variants 15 Not for reproduction or further distribution. mPCR - NGS vs hybrid capture Targeted and deep vs wide and shallow Performance is based on more than just the number of targets: molecular biology approaches, variant selection techniques, calling algorithms Sequencing coverage: >100,000x per target

Signatera designed on Exome • Most extensively validated, adopted, and reimbursed MRD assay with leading clinical performance Signatera designed on Genome • Informed by Signatera clinical data • Now available for research and clinical use Tissue - free MRD (CRC) • Now available for research use • Clinical assay launch in mid - 2025 • Other tumor types to follow Complete product portfolio for MRD detection Tumor - informed 16 Not for reproduction or further distribution.

ASCO GI Readout 17 Promising Initial Readout From Early Cancer Detection 127 CRC Cases • 47% stage I/II 305 colonoscopy - screened negative controls Not for reproduction or further distribution. AA Performance New Data Over 3,000 asymptomatic colonoscopy - screened patients included in study • Ran 76 AA and 139 negative controls • Prospective protocol similar to an FDA study Sensitivity: 18% Specificity: 91% CRC Performance Stage I - IV Sensitivity: 95% Stage I - II Sensitivity: 92% Screen Detected Sensitivity: 91% 1 Specificity: 91% Prospective Asymptomatic Advanced Adenoma (AA) Study 1. Sensitivity for stage adjusted performance against Blue - C stage distribution

FY24 Q4 financial overview 1. Cash and investments also include cash equivalents and restricted cash. 2. This balance reflects net carrying value for the Convertible Senior Notes under ASC 470 - 20 while the gross principal amounts out standing is zero as of December 31, 2024 as all outstanding convertible senior notes were redeemed or converted on October 11, 2024. ($ in millions, except for per share data) Change Y/Y Dec 31, 2023 Dec 31, 2024 Balance sheet $89.3 $879.0 $968.3 Cash & investments 1 $ — $80.4 $80.4 UBS line of credit ($282.9) $282.9 $ — Convertible senior notes 2 Change Y/Y FY23 Q4 FY24 Q4 $165.6 $307.3 $472.9 Product revenues $0.6 $3.8 $3.2 Licensing and other revenues $165.0 $311.1 $476.1 Total revenues 11.5% 51.4% 62.9% Gross margin % $46.5 $83.0 $129.5 R&D $73.5 $161.4 $234.9 SG&A $0.24 ($0.65) ($0.41) Net loss per diluted share 18 Not for reproduction or further distribution.

Key drivers $ (millions) Guide Continued volume growth across all business units, conservative women’s health ASPs, strong oncology contribution $ 1,870 – $ 1,950 Revenue Conservative ASP assumptions, strong oncology growth 60 % – 64 % Gross margin % revenue Expanded investments in sales channels to capitalize on leadership position $ 950 – $ 975 SG&A Significant push on new product launches, clinical trials intended to drive further guideline adoption $ 525 – $ 550 R&D Reinvesting cash flows into high ROIC R&D and commercial initiatives Positive Cash flow 2025 annual guidance 19 Not for reproduction or further distribution.

$1,697 $1,546 $1,910 $1,300 $1,400 $1,500 $1,600 $1,700 $1,800 $1,900 $2,000 2024 Revenue Less: True Ups 2024 Pro Forma 2025 Guide midpoint 20 ‘ 25 Guidance midpoin t implies 24% pro forma growth vs ‘24 • Strong volume growth across transplant, women’s health, oncology • Incremental ASP growth driven by operational improvements • Broader guideline adoption represents potential upside to guidance Annual revenues ($000) 24% 2025 Revenue drivers: $ 151 Not for reproduction or further distribution.

©202 5 Natera, Inc. All Rights Reserved. Not for reproduction or further distribution. ®

 

 

v3.25.0.1

Cover	Feb. 27, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 27, 2025
Entity File Number	001-37478
Entity Registrant Name	Natera, Inc.
Entity Central Index Key	0001604821
Entity Tax Identification Number	01-0894487
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	13011 McCallen Pass
Entity Address, Address Line Two	Building A Suite 100
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78753
City Area Code	650
Local Phone Number	980 9190
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	NTRA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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