X0306 4 2020-03-09 0 0001401708 NanoString Technologies Inc NSTG 0001575739 GRAY R BRADLEY 530 FAIRVIEW AVENUE N SEATTLE WA 98109 1 1 0 0 President and CEO Common Stock 2020-03-09 4 M 0 10002 A 60560 D Common Stock 2020-03-09 4 F 0 3936 31.39 D 56624 D Common Stock 2020-03-09 4 M 0 6924 2.24 A 63548 D Common Stock 2020-03-09 4 M 0 15125 2.24 A 78673 D Common Stock 2020-03-09 4 M 0 20000 1.92 A 98673 D Common Stock 2020-03-09 4 S 0 3556 30.68 D 95117 D Common Stock 2020-03-09 4 S 0 34019 31.53 D 61098 D Common Stock 2020-03-09 4 S 0 4052 32.96 D 57046 D Common Stock 2020-03-09 4 S 0 422 33.67 D 56624 D Restricted Stock Units 2020-03-09 4 M 0 10002 0 D Common Stock 10002.0 0 D Stock Option (right to buy) 2.24 2020-03-09 4 M 0 6924 2.24 D 2020-06-29 Common Stock 6924.0 0 D Stock Option (right to buy) 2.24 2020-03-09 4 M 0 15125 2.24 D 2020-06-29 Common Stock 15125.0 0 D Stock Option (right to buy) 1.92 2020-03-09 4 M 0 20000 1.92 D 2022-02-28 Common Stock 20000.0 6041 D Restricted stock units ("RSUs") convert into Common Stock on a one-for-one basis. The reported shares were withheld to cover the reporting person's tax liability in connection with the vesting of RSUs. The shares were not issued to or sold by the reporting person. The sales reported by Mr. Gray were effected pursuant to a Rule 10b5-1 trading plan adopted on August 19, 2019. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.99, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $31.00 to $31.99, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $32.30 to $33.25, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares sold. These shares were sold in multiple transactions at prices ranging from $33.31 to $34.08, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. Each RSU represents a contingent right to receive one (1) share of Issuer's common stock. 1/3 of the RSUs vest on the first market trading day following the first anniversary of March 6, 2017 (the "RSU Vesting Commencement Date"), and 1/3 of the RSUs vest annually each year on the first market trading day after the second and third anniversary of the RSU Vesting Commencement Date, in each case, subject to Participant's continuing to be a Service Provider (as defined in the 2013 Equity Incentive Plan) through each such date. The option is subject to an early exercise provision and is immediately exercisable. 25% of the shares subject to the Option vest on the one year anniversary of June 25, 2010 (the "Vesting Commencement Date"), and thereafter 1/48th of the shares subject to the Option vest on each monthly anniversary of the Vesting Commencement Date. The option is subject to an early exercise provision and is immediately exercisable. The Option vests as to 50% upon the "tools" portion of the Issuer's business becoming profitable, and the remaining 50% upon the FDA's final approval of Prosigna. The option is subject to an early exercise provision and is immediately exercisable. 15% of the shares subject to the Option vested on March 1, 2012 (the "Vesting Commencement Date"), and thereafter 1/48th of the remaining shares subject to the Option vest on each monthly anniversary of the Commencement Date. /s/ Shannon Atchison, Attorney in Fact 2020-03-11