SEC Form 4 · accession 0000899243-16-021423
REATA PHARMACEUTICALS INC · RETA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
William Rose
Director · Other
Charles E. Gale
Other
of Edward W. Rose Estate III
10% Owner · Other
Evelyn P. Rose
Other
Period of report
Jun 1, 2016
Accepted (ET)
Jun 2, 2016 · 6:21 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001358762
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jun 1, 2016 | C | 11,618 | — | A | 11,618 | D | |
| Class A Common StockF1,F3 | Jun 1, 2016 | C | 168,720 | — | A | 168,720 | D | |
| Class A Common StockF1,F4 | Jun 1, 2016 | C | 7,886 | — | A | 7,886 | D | |
| Class A Common StockF1,F5 | Jun 1, 2016 | C | 1,426 | — | A | 1,426 | D | |
| Class A Common StockF1,F5 | Jun 1, 2016 | C | 29 | — | A | 29 | D | |
| Class A Common StockF1,F7 | Jun 1, 2016 | C | 20 | — | A | 20 | I | By trust |
| Class A Common StockF1,F8 | Jun 1, 2016 | C | 45 | — | A | 45 | I | By trust |
| Class A Common StockF9 | Jun 1, 2016 | P | 957,000 | $11.00 | A | 957,000 | I | By Puffin |
| Class A Common StockF10 | Jun 1, 2016 | P | 143,000 | $11.00 | A | 143,000 | I | By Montrose |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F1 | — | Jun 1, 2016 | C | 11,618 | D | — | — | Class A Common Stock | 11,618 | 129,308 | D |
| Class B Common StockF3,F1 | — | Jun 1, 2016 | C | 168,720 | D | — | — | Class A Common Stock | 168,720 | 1,877,998 | D |
| Class B Common StockF4,F1 | — | Jun 1, 2016 | C | 7,886 | D | — | — | Class A Common Stock | 7,886 | 87,776 | D |
| Class B Common StockF5,F1 | — | Jun 1, 2016 | C | 1,426 | D | — | — | Class A Common Stock | 1,426 | 15,869 | D |
| Class B Common StockF6,F1 | — | Jun 1, 2016 | C | 29 | D | — | — | Class A Common Stock | 29 | 313 | D |
| Class B Common StockF7,F1 | — | Jun 1, 2016 | C | 20 | D | — | — | Class A Common Stock | 20 | 215 | I |
| Class B Common StockF8,F1 | — | Jun 1, 2016 | C | 45 | D | — | — | Class A Common Stock | 45 | 492 | I |
Explanation of responses
- F1The Class B common stock is convertible into Class A common stock on a one-for-one basis (a) at the holder's election at any time after the date that is six months following the date of the closing of the initial public offering of the company's Class A common stock, (b) at the holder's election prior to that time subject to certain conditions, or (c) at the option of the company's board of directors, in its sole discretion, at any time or multiple times from time to time on or before the closing of the initial public offering. The conversion right of the Class B common stock has no expiration date.
- F10These shares are owned directly by Montrose Investments I, L.P. ("Montrose"), and indirectly by William E. Rose, a director of the issuer, as sole shareholder and sole manager of the general partner of Montrose.
- F2These shares are owned directly by William E. Rose, a director of the issuer.
- F3These shares are owned directly by the Estate of Edward W. Rose III, a ten percent owner of the issuer, for which Charles E. Gale serves as executor.
- F4These shares are owned directly by Edward W. Rose Fidelity Rollover IRA and indirectly by Evelyn P. Rose.
- F5These shares are owned directly by Charles E. Gale.
- F6These shares are owned directly by the Charles E. Gale Fidelity Rollover IRA and indirectly by Charles E. Rose.
- F7These shares are owned indirectly by William E. Rose, a director of the issuer, as co-trustee of the Charles Henry Rose 2001 Trust.
- F8These shares are owned indirectly by William E. Rose, a director of the issuer, as co-trustee of the John William Rose 2002 Trust.
- F9These shares are owned directly by Puffin Partners, L.P. ("Puffin"). Each of (a) William E. Rose, a director of the issuer, and (b) Charles E. Gale serve as co-managers of the general partner of Puffin.
Remarks
Each Reporting Owner disclaims beneficial ownership of the reporting securities in excess of their pecuniary interests therein.