Statement of Changes in Beneficial Ownership (4)
June 23 2017 - 5:56PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
CPMG Inc
|
2. Issuer Name
and
Ticker or Trading Symbol
REATA PHARMACEUTICALS INC
[
RETA
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
2000 MCKINNEY AVE., STE 2125
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/22/2017
|
(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ 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. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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
|
Class A common stock
|
6/22/2017
|
|
C
|
|
211708
|
A
|
(4)
|
442560
|
I
(2)
|
By Gallopavo, LP
(2)
|
Class A common stock
|
6/22/2017
|
|
C
|
|
386285
|
A
|
(4)
|
697032
|
I
(2)
|
By Roadrunner Fund, LP
(2)
|
Class A common stock
|
6/22/2017
|
|
C
|
|
33656
|
A
|
(4)
|
86925
|
I
(2)
|
By Blackwell Partners LLC - Series A
(2)
|
Class A common stock
|
6/22/2017
|
|
C
|
|
110640
|
A
|
(4)
|
110640
|
I
(2)
|
By Killdeer Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
109415
|
I
(2)
|
By Mallard Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
333533
|
I
(2)
|
By Yellow Warbler, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
280500
|
I
(2)
|
By Willet Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
37909
|
I
(2)
|
By Crested Crane, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
63481
|
I
(2)
|
By Flamingo Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
334740
|
I
(2)
|
By Sandpiper Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
160265
|
I
(2)
|
By Kestrel Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
11076
|
I
(2)
|
By CD Fund, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
134
|
I
(2)
|
By Redbird Life Sciences Partners, LP
(2)
|
Class A common stock
|
|
|
|
|
|
|
|
113
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
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 of Derivative Security: 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
|
Class B Common Stock
|
(1)
|
6/22/2017
|
|
P
|
|
102120
|
|
(1)
|
(1)
|
Class A Common Stock
|
102120
|
$25
(3)
|
114946
|
I
|
By Willet Fund, LP
(2)
|
Class B Common Stock
|
(1)
|
6/22/2017
|
|
P
|
|
355591
|
|
(1)
|
(1)
|
Class A Common Stock
|
355591
|
$25
(3)
|
993929
|
I
|
By Yellow Warbler, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
P
|
|
211708
|
|
(4)
|
(4)
|
Class A Common Stock
|
211708
|
$25
(3)
|
211708
|
I
|
By Gallopavo, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
P
|
|
386285
|
|
(4)
|
(4)
|
Class A Common Stock
|
386285
|
$25
(3)
|
386285
|
I
|
By Roadrunner Fund, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
P
|
|
33656
|
|
(4)
|
(4)
|
Class A Common Stock
|
33656
|
$25
(3)
|
33656
|
I
|
By Blackwell Partners LLC - Series A
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
P
|
|
110640
|
|
(4)
|
(4)
|
Class A Common Stock
|
110640
|
$25
(3)
|
110640
|
I
|
By Killdeer Fund, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
C
|
|
|
211708
|
(4)
|
(4)
|
Class A Common Stock
|
211708
|
$0
(4)
|
0
|
I
|
By Gallopavo, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
C
|
|
|
386285
|
(4)
|
(4)
|
Class A Common Stock
|
386285
|
$0
(4)
|
0
|
I
|
By Roadrunner Fund, LP
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
C
|
|
|
33656
|
(4)
|
(4)
|
Class A Common Stock
|
33656
|
$0
(4)
|
0
|
I
|
By Blackwell Partners LLC - Series A
(2)
|
Class B Common Stock
|
(4)
|
6/22/2017
|
|
C
|
|
|
110640
|
(4)
|
(4)
|
Class A Common Stock
|
110640
|
$0
(4)
|
0
|
I
|
By Killdeer Fund, LP
(2)
|
Class B Common Stock
|
(1)
|
|
|
|
|
|
|
(1)
|
(1)
|
Class A Common Stock
|
150186
|
|
150186
|
I
|
By Mallard Fund, LP
(2)
|
Class B Common Stock
|
(1)
|
|
|
|
|
|
|
(1)
|
(1)
|
Class A Common Stock
|
307776
|
|
307776
|
I
|
By Kestrel Fund, LP
(2)
|
Class B Common Stock
|
(1)
|
|
|
|
|
|
|
(1)
|
(1)
|
Class A Common Stock
|
123379
|
|
123379
|
I
|
By CD Fund, LP
(2)
|
Class B Common Stock
|
(1)
|
|
|
|
|
|
|
(1)
|
(1)
|
Class A Common Stock
|
1490
|
|
1490
|
I
|
By Redbird Life Sciences Partners, LP
(2)
|
Class B Common Stock
|
(1)
|
|
|
|
|
|
|
(1)
|
(1)
|
Class A Common Stock
|
1251
|
|
1251
|
D
|
|
Explanation of Responses:
|
(1)
|
These shares of Class B common stock are convertible into Class A common stock on a one-for-one basis at the holder's election at any time for no additional consideration, and have no expiration date.
|
(2)
|
The Reporting Person is the investment manager of each of: Killdeer Fund, LP; Blackwell Partners LLC - Series A; Crested Crane, LP; Flamingo Fund, LP; Gallopavo, LP; Roadrunner Fund, LP; Sandpiper Fund, LP; Mallard Fund, LP; Yellow Warbler, LP; Kestrel Fund, LP; Willet Fund, LP; CD Fund, LP; and Redbird Life Sciences Partners, LP. The Reporting Person disclaims beneficial ownership of the shares except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
|
(3)
|
These shares of Class B common stock were acquired in a private transaction with another Class B shareholder pursuant to a purchase agreement dated June 22, 2017 (the "Private Transaction").
|
(4)
|
Because none of Blackwell Partners LLC - Series A, Gallopavo, LP, Roadrunner Fund, LP and Killdeer Fund, LP were holders of shares of Class B common stock at the time of the Private Transaction, then, pursuant to Section 4.4(b) of the Issuer's Thirteenth Amended and Restated Certificate of Incorporation, these shares of Class B common stock automatically convert into shares of Class A common stock in connection with the Private Transaction, on a one-for-one basis and for no additional consideration.
|
Remarks:
Mr. McGaughy, Jr., a co-director and co-shareholder of the Reporting Person, serves on the Issuer's Board of Directors (the "Board") as a representative of the Reporting Person. By virtue of his representation on the Board, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person is deemed to be a director by deputization.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
CPMG Inc
2000 MCKINNEY AVE., STE 2125
DALLAS, TX 75201
|
X
|
X
|
|
|
Signatures
|
/s/ John Bateman, Chief Operating Officer of CPMG, Inc.
|
|
6/23/2017
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|
Reata Pharmaceuticals (NASDAQ:RETA)
Historical Stock Chart
From Mar 2024 to Apr 2024
Reata Pharmaceuticals (NASDAQ:RETA)
Historical Stock Chart
From Apr 2023 to Apr 2024