Exhibit 97.1

NATERA, INC. POLICY FOR THE

RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION

1.Purpose.ThepurposeofthisPolicyistodescribethecircumstancesinwhichExecutive Officers will be required to repayor return Erroneously Awarded Compensation to members of theCompanyGroup.EachExecutiveOfficershallberequiredtosignandreturntotheCompany the Acknowledgment Form attached hereto as Exhibit A pursuant to which such Executive Officer will agree to be bound by the terms of and comply with this Policy.  In addition, the Committee may require that any employment or service agreement, cash-based bonus plan or program, equity award agreement, or similar agreement entered into on or after the adoption of this Policy, as a condition to the grant of any benefit thereunder, require an Executive Officer to agree to abide by the terms of this Policy.  For the avoidance of doubt, each Executive Officer will be fully bound by, and must comply with, the Policy, whether or not such Executive Officer has executed and returned such Acknowledgment Form to the Company.

2.Administration.ThisPolicyshallbeadministeredbytheCommittee. The Committee is authorized to interpret and construe this Policy and to make all determinations, and take all actions, necessary, appropriate or advisable for the administration of this Policy.Anydeterminations and interpretations made by the Committee shall be final and binding on all affected individuals, and need not be uniform with respect to each individual covered by the Policy.

3.Definitions.As used inthisPolicy,thefollowingcapitalizedtermsshallhavethe meanings set forth below.

(a)“AccountingRestatement”shallmeananaccountingrestatement of the Company’s financial statementsduetothe Company’s material noncompliance with any financial reporting requirement under U.S. securities laws, including any required accounting restatement (i) that corrects an error in previously issuedfinancialstatementsthatismaterialtothepreviouslyissuedfinancialstatements(a “Big R”restatement);or(ii) thatcorrectsanerrorthatisnotmaterialtopreviouslyissuedfinancial statements, but would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (a “little r” restatement). An Accounting Restatement does not include situations in which financial statement changes did not result from material noncompliancewith financial reporting requirements, such as, but not limited to, retrospective: (i) application ofa change in accounting principles; (ii) application of estimates and judgments (including changes thereto) permissible under U.S. Generally Accepted Accounting Principles; (iii) revision to reportable segment information due to a changein the structure of the Company’s internal organization; (iv) reclassification due to a discontinuedoperation; (iv) application of a change in reporting entity, such as from a reorganization of entitiesunder common control; (v) adjustment to provisional amounts in connection with a prior businesscombination; and (v) revision for stock splits, reverse stock splits, stock dividends or other changes in capital structure.

(b)“Board” shall mean the Board of Directors of the Company.

(c)“ClawbackEligibleIncentiveCompensation”shallmean,inconnectionwithan Accounting Restatement and with respect to each individual who served as an Executive Officer at any time during the applicable performance period for any Incentive-Based Compensation (whether or not such Executive Officer is serving at the time the Erroneously Awarded CompensationisrequiredtoberepaidtotheCompanyGroup),allIncentive-BasedCompensation Received by such Executive Officer (i) on or after October 2, 2023, (ii)after beginning service asanExecutiveOfficer,(iii) whiletheCompanyhasaclassofsecuritieslistedonanational securities exchange or a national securities association, and (iv)during the applicable Clawback Period.¹

¹Explanatory Note: Recovery of compensation is not required (1) with respect to any compensation Received while an individual was serving in a non-executive capacity prior to becoming an Executive Officer or (2) from any individual who is an Executive Officer on the Restatement Date but who was not an Executive Officer at any time during the performance period for which the Incentive-Based Compensation is Received.

Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)

(d)“ClawbackPeriod”shallmean,withrespecttoanyAccountingRestatement,the threecompletedfiscalyearsoftheCompanyimmediatelyprecedingtheRestatementDateandany transitionperiod(thatresultsfromachangeintheCompany’sfiscalyear)oflessthanninemonths within or immediately following those three completed fiscal years.

(e)“Committee” shall mean the Compensation Committee of the Board.

(f)“Company” shall mean Natera, Inc., a Delaware corporation.

(g)“CompanyGroup”shallmeantheCompany,togetherwitheachofitsdirectand indirect subsidiaries.

(h)“Effective Date” shall mean the effective date of this Policy, which date is October 2, 2023.

(i)“ErroneouslyAwardedCompensation”shallmean,withrespecttoeachExecutive OfficerinconnectionwithanAccountingRestatement,theamountofClawbackEligibleIncentive Compensation that exceeds the amount of Incentive-Based Compensation that otherwise would have been Received had it been determined based on the restated amounts as reflected in the Accounting Restatement, computed without regard to any taxes paid. ForIncentive-BasedCompensationbasedon(orderivedfrom) stock price or total shareholder return, where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in the applicable AccountingRestatement,theamountshallbedeterminedbytheCommitteebasedonareasonable estimateoftheeffectoftheAccountingRestatementonthestockpriceortotalshareholderreturn uponwhichtheIncentive-BasedCompensationwasReceived(inwhichcase,theCompanyshall maintain documentation of such determination of that reasonable estimate and provide such documentation to Nasdaq).

(j)“ExecutiveOfficer”shallmeaneachindividualwhoisorwasdesignatedasan “officer”oftheCompanyinaccordance with 17 C.F.R. 240.16a-1(f). Identification of an executive officer for purposes of this Policy would include, at a minimum, executive officers identified pursuant to 17 C.F.R. 229.401(b). As of the Effective Date (and subject to later amendments to the above-referenced rules), Executive Officer covers the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division or function (such as sales, administration or finance), any other officer who performs a significant policy-making function, or any other person (including any executive officer of the Company’s affiliates including a parent or subsidiary of the Company) who performssimilar policy-making functions for the Company.

(k)“FinancialReportingMeasure”shallmean a measurethatisdeterminedand presentedinaccordancewiththeaccountingprinciplesusedinpreparingtheCompany’sfinancial statements (including “non-GAAP financial measures,” such as those appearing in earnings releases), and any measure that is derived wholly or in part from such measures. For the avoidance of doubt, a Financial Reporting Measure need not be presented within the Company’s financial statements or included in a filing with the SEC. Stock price and total shareholder return shall for purposes of this Policy also be considered Financial Reporting Measures.

(l)“Incentive-BasedCompensation”shallmeananycompensationthatisgranted, earned or vested based wholly or in part upon the attainment of a Financial Reporting Measure, including but not limited to (i) non-equity incentive plan awards that are earned solely or in part by satisfying a Financial Reporting Measure performance goal; (ii) bonuses paid from a bonus pool, where the size of the pool is determined solely or in part by satisfying a Financial Reporting Measure performance goal; (iii) other cash awards based on satisfaction of a Financial Reporting Measure performance goal; (iv) restricted stock, restricted stock units, stock options, stock appreciation rights, and performance share units that are granted or vest solely or in part based on satisfaction of a Financial Reporting Measure performance goal; and (v) proceeds from the sale of shares acquired through an incentive plan that were granted or vested solely or in part based on satisfaction of a Financial Reporting Measure performance goal. For the sake of clarity, examples of compensation that is not Incentive-Based Compensation include, but are not limited to: (i) base salaries; (ii) discretionary cash or equity bonuses or other awards that are not paid from a pool that is determined in relation to the satisfaction of a Financial Reporting Measure performance

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Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)

goal; (iii) awards (either of cash or equity) that are based solely upon subjective, strategic or operational metrics or measures; and (iv) equity awards that vest solely upon continued service or the passage of time.²

(m)“Listing Standards” shall mean Nasdaq Listing Rule 5608.

(n)“Nasdaq”shallmeanTheNasdaqStockMarket.

(o)“Policy”shallmeanthisPolicyfortheRecoveryofErroneouslyAwarded Compensation, as the same may be amended, restated, supplemented or otherwise modified from time to time.

(p)“Received”shall,withrespecttoanyIncentive-BasedCompensation,meanactual ordeemedreceipt,andIncentive-BasedCompensationshallbedeemedReceivedintheCompany’s fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the grant, vesting (including due to the award remaining subject to additional vesting conditions based on service or non-Financial Reporting Measure(s)), or payment of the Incentive-Based Compensation occurs after the end of that period.

(q)“RestatementDate”shallmeantheearliertooccurof(i) thedatetheBoard,a committee of the Board or the officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required toprepareanAccountingRestatement,or(ii) thedateacourt,regulatororotherlegallyauthorized body directs the Company to prepare an Accounting Restatement, in each case regardless of if or when the restated financial statements are filed.

(r)“SEC” shall mean the U.S. Securities and Exchange Commission.

4.Required Recovery of Erroneously Awarded Compensation.

(a)Intheeventthe Company is required to prepare anAccountingRestatement,theCommitteeshall (i) determine the amount of any ErroneouslyAwardedCompensationforeachExecutiveOfficerinconnectionwithsuch AccountingRestatement; and (ii) thereafter provideeachExecutiveOfficerwitha writtennoticecontainingtheamountofErroneouslyAwardedCompensation and demandingrepayment or the return of the Erroneously Awarded Compensation,asapplicable.

(b)TheCommitteeshalldetermine, in its sole discretion, the timing and method for recovering Erroneously Awarded Compensation reasonably promptly based on all applicable facts and circumstances and subject to compliance with Section 409A of the Internal Revenue Code and the regulations promulgated thereunder.  Such methods may include, without limitation: (i) seeking reimbursement of all or part of any cash or equity-based award; (ii) cancelling prior cash or outstanding equity-based awards, whether vested or unvested or paid or unpaid; (iii) cancelling or offsetting against any future cash or equity-based awards; (iv) offsetting any compensation otherwise owed by the Company to the Executive Officer; (v) forfeiture of deferred compensation; and (vi) any other method authorized by applicable law or contract.  In addition, in the exercise of its discretion, the Committee will consult with each Executive Officer regarding such timing and method for recovering Erroneously Awarded Compensation. For the avoidance ofdoubt,exceptassetforthinSection 4(c)below,innoeventmaytheCompanyGroupacceptan amount

²Explanatory Note: The Dodd-Frank statutory language specifies that Incentive-Based Compensation to which recovery must apply under a compliant clawback policy “includ[es] stock options awarded as compensation.” Importantly, stock options (and similar equity awards, such as restricted stock, RSUs and SARs) would be treated as Incentive-Based Compensation only if the granting, vesting or earning of the award is based, in whole or in part, on satisfying a Financial Reporting Measure (FRM) performance goal. Therefore, equity awards that are granted irrespective of attaining any FRM performance goal and vest solely on the basis of continued service or the passage of time would not be considered Incentive-Based Compensation. The strike price of an option, on its own, would not make an option Incentive-Based Compensation subject to the clawback policy (even though the option is only in-the-money when the Company’s stock price is above the strike price). In addition, any incentive awards that are granted, earned or vested solely on the basis of whether nonfinancial (e.g., strategic, operational or subjective) measures have been achieved would not be subject to the clawback policy.

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Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)

that is less than the amount of Erroneously Awarded Compensation in satisfaction of an Executive Officer’s obligations hereunder.

(c)Notwithstandinganythinghereintothecontrary,theCompanyshallnotberequired torecover Erroneously Awarded Compensation from any Executive Officerifthefollowingconditionsaremetandthe Committee, or, in the absence of a fully independent Committee as determined by the Board pursuant to Nasdaq listing rules, a majority of the independent directors of the Board, determines that recovery would be impracticable:

(i)ThedirectexpensespaidtoathirdpartytoassistinenforcingthePolicy againstanExecutiveOfficerwouldexceedtheamounttoberecovered,aftertheCompanyhas madeareasonableattempttorecover the applicable Erroneously Awarded Compensation, documented such attempt(s) and provided such documentation to Nasdaq;

(ii)Recoverywouldviolatehomecountrylaw of the Company wherethatlawwasadoptedprior toNovember28,2022,after the Company has obtained an opinion of home country counsel,acceptabletoNasdaq,that recoverywouldresultinsuchaviolationandacopyoftheopinionisprovidedtoNasdaq; or

(iii)Recoverywouldlikelycauseanotherwisetax-qualifiedretirementplan, under which benefits are broadly available to employees of the Company Group, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.

5.Reporting and Disclosure.TheCompanyshallfilealldisclosureswithrespecttothis Policy in accordance with the requirements of the federal securities laws, including the disclosure required by the applicable SEC filings. The Company shall also file a copy of this Policy and any amendments thereto as an exhibit to its annual report on Form 10-K. ³

6.No Indemnification of Executive Officers.Notwithstanding the terms of any indemnification or insurance policy or any contractual arrangement with any Executive Officer that may be interpreted to the contrary, no member of the Company Group shall be permitted to indemnify any Executive Officer against, or pay or reimburse the premiums for an insurance policy to cover (i)the loss of any Erroneously Awarded Compensation thatisrepaid,returnedorrecoveredpursuanttothetermsofthisPolicy,or(ii)anyclaimsrelating totheCompanyGroup’senforcementofitsrightsunderthisPolicy.Further,nomemberofthe Company Group shall enter intoany agreement that exempts any Incentive-Based Compensation from the application of this Policy or that waives the Company Group’s right to recovery of any ErroneouslyAwardedCompensation,andthisPolicyshallsupersedeanysuchagreement(whether entered into before, on or after the Effective Date).

7.Committee Indemnification. Any members of the Committee, and any other members of the Board who assist in the administration of this Policy, shall not be personally liable for any action, determination or interpretation made with respect to this Policy and shall be fully indemnified by the Company to the fullest extent under applicable law and Company policy with respect to any such action, determination or interpretation. The foregoing sentence shall not limit any other rights to indemnification of the members of the Board under applicable law or Company policy.

8.Effective Date. This Policy shall be effective as of the Effective Date.

9.Amendment; Termination. The Committee may amend, modify, supplement, rescind or replace all or any portion of this Policy at any time and from time to time in its discretion and shall amend this Policy as it deems necessary, including as and when it determines that it is legally required by any federal securities laws, SEC rule or the rules of any nationalsecuritiesexchangeornational securities association onwhich the Company’s securities arelisted.TheCommitteemayterminatethisPolicyatanytime.Notwithstandinganythingin thisSection 9 tothe

³Explanatory Note: Unpaid amounts will be subject to public disclosure in the Company’s proxy statement, including (i) the aggregate dollar amount of Erroneously Awarded Compensation that remains outstanding at the end of the last completed fiscal year and (ii) for each current and former Named Executive Officer, the dollar amount of outstanding Erroneously Awarded Compensation still owed that had been outstanding for 180 days or longer since the date the Company determined the amount the officer owed.

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Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)

contrary,noamendmentorterminationofthisPolicyshallbeeffectiveifsuch amendment or termination would (after taking into account any actions taken by the Company contemporaneously with such amendment or termination) cause the Company to violate any federal securities laws, SEC rule or the rules of any national securities exchange or national securities association on which the Company’s securities are listed.

10.Severability; Other Recoupment Rights.

(a)TheCommitteeintendsthatthis Policy will be applied to the fullest extent of the law. This Policy is designed to comply with, and shall be interpreted to be consistent with, Section 10D of the Securities Exchange Act of 1934, as amended, Rule 10D-1 promulgated thereunder and the Listing Standards. AnyrightofrecoupmentunderthisPolicyis inadditionto,andnotinlieuof, anyotherremediesorrightsofrecoupmentthat maybeavailable to the Company Group under applicable law, regulation or rule or pursuant to the terms of any similarpolicyin any employment agreement, equity award agreement or similar agreement and any other legal remedies available to the Company Group. To the extent that any provision of this Policy is found to be unenforceable or invalid under any applicable law, such provisions shall be applied to the maximum extent permitted, and shall automatically be deemed amended in a manner consistent with its objectives to the extent necessary to conform to any limitations required under applicable law.

(b)Nothing contained in this Policy, and no recoupment or recovery as contemplated by this Policy, shall limit any claims, damages or other legal remedies or rights of recoupment the Company or any of its affiliates may have against an Executive Officer arising out of or resulting from any actions or omissions by the Executive Officer. ⁴

11.Successors.ThisPolicyshallbebindingandenforceableagainstallExecutiveOfficers and, to the extent permitted by applicable law, their beneficiaries, heirs, executors, administrators or other legal representatives.

12.Governing Law; Venue.  This Policy and all rights and obligations hereunder shall be governed by and construed in accordance with the internal laws of the State of Delaware. All actions arising out of or related to this Policy shall be heard and determined exclusively in the Court of Chancery of the State of Delaware or, if such court declines to exercise jurisdiction or if subject matter jurisdiction over the matter that is the subject of any such legal action or proceeding is vested exclusively in the U.S. federal courts, the U.S. District Court for the District of Delaware.

***

⁴Explanatory Note: In circumstances in which both the Dodd-Frank and SOX Section 304 clawback provisions could provide for recovery of the same Incentive-Based Compensation, if an Executive Officer reimburses the Company pursuant to SOX, the amount recoverable under the Company’s Dodd-Frank clawback policy should be deducted by the amount of the reimbursement. The SEC notes that recovery under the Company’s Dodd-Frank clawback policy would not preclude recovery under SOX to the extent any applicable amounts have not been reimbursed to the Company.

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Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)

Exhibit A

NATERA, INC. POLICY FOR THE

RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION

ACKNOWLEDGMENT FORM

By signing below, the undersigned acknowledges and confirms that the undersigned has received and reviewed a copy of the Natera, Inc. Policy for the Recovery of Erroneously Awarded Compensation(as may be amended, restated, supplemented or otherwise modified from time to time, the “Policy”). Capitalized terms used butnot otherwise defined in this AcknowledgmentForm (this“Acknowledgment Form”) shall have the meanings ascribed to such terms in the Policy.

As consideration for receiving Incentive-Based Compensation, the undersigned acknowledges and agrees that the undersigned is and will continue to be subject to the Policy and that the Policy will apply both during and after the undersigned’s employment with the Company Group. Further, by signing below,theundersignedagreestoabidebythetermsofthePolicy,including,withoutlimitation, by promptly returninganyErroneouslyAwardedCompensation(asdefinedinthePolicy)totheCompany Group to the extent required by, and in a manner permitted by, the Policy. In the event of any inconsistency between the Policy and the terms of any employment agreement to which the undersigned is a party, or the terms of any compensation plan, program or agreement under which any compensation has been granted, awarded, earned or paid, the terms of the Policy shall govern.

________________________________ Signature

________________________________

Print Name

________________________________

Title

________________________________

Date

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Natera, Inc.

Clawback Policy

(adopted as of October 2, 2023)