Statement of Changes in Beneficial Ownership (4)
November 12 2020 - 5:05PM
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
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OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
WORTLEY MICHAEL D |
2. Issuer Name and Ticker or Trading Symbol
REATA PHARMACEUTICALS INC
[
RETA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Legal Officer |
(Last)
(First)
(Middle)
5320 LEGACY DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/11/2020 |
(Street)
PLANO, TX 75024
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A common stock | 11/11/2020 | | C | | 51429 | A | (1) | 51429 | D | |
Class A common stock | 11/11/2020 | | S | | 2112 | D | $175.9434 (2) | 49317 | D | |
Class A common stock | 11/11/2020 | | S | | 2190 | D | $177.2405 (3) | 47127 | D | |
Class A common stock | 11/11/2020 | | S | | 9386 | D | $178.0968 (4) | 37741 | D | |
Class A common stock | 11/11/2020 | | S | | 16608 | D | $179.0476 (5) | 21133 | D | |
Class A common stock | 11/11/2020 | | S | | 10552 | D | $180.2422 (6) | 10581 | D | |
Class A common stock | 11/11/2020 | | S | | 7971 | D | $180.9257 (7) | 2610 | D | |
Class A common stock | 11/11/2020 | | S | | 2100 | D | $182.0586 (8) | 510 | D | |
Class A common stock | 11/11/2020 | | S | | 410 | D | $182.6421 (9) | 100 | D | |
Class A common stock | 11/11/2020 | | S | | 100 | D | $184.00 | 0 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Employee Stock Option (right to buy) | $11.00 | 11/11/2020 | | M | | | 12245 | (10) | 5/25/2026 | Class B common stock (1) | 12245 | $0.00 | 0 | D | |
Employee Stock Option (right to buy) | $17.43 | 11/11/2020 | | M | | | 39184 | (11) | 3/31/2025 | Class B common stock (1) | 39184 | $0.00 | 0 | D | |
Class B common stock | (1) | 11/11/2020 | | M | | 12245 | | (1) | (1) | Class A common stock | 12245 | $11.00 | 12245 | D | |
Class B common stock | (1) | 11/11/2020 | | M | | 39184 | | (1) | (1) | Class A common stock | 39184 | $17.43 | 51429 | D | |
Class B common stock | (1) | 11/11/2020 | | C | | | 51429 | (1) | (1) | Class A common stock | 51429 | (1) | 0 | D | |
Explanation of Responses: |
(1) | The Class B common stock is convertible into Class A common stock on a one-for-one basis at the holder's election at any time. The conversion right of the Class B common stock has no expiration date. |
(2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $175.61 to $175.585. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $176.68 to $177.60. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $177.61 to $178.60. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $178.62 to $179.47. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(6) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $179.61 to $180.565. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(7) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $180.63 to $181.57. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $181.62 to $182.60. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(9) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on one day at prices ranging from $182.61 to $182.66. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
(10) | The options, representing a right to purchase a total of 39,185 shares, vested in sixteen equal quarterly installments beginning on August 25, 2016. |
(11) | The options, representing a right to purchase a total of 39,184 shares, vested as to 14,204 shares on April 1, 2016 and the remainder vested in twelve equal quarterly installments thereafter. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
WORTLEY MICHAEL D 5320 LEGACY DRIVE PLANO, TX 75024 |
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| Chief Legal Officer |
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Signatures
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/s/ Tracy Herson, attorney-in-fact | | 11/12/2020 |
**Signature of Reporting Person | Date |
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