SEC Form 4 · accession 0000905148-17-000939
REATA PHARMACEUTICALS INC · RETA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
CPMG Inc
Director · 10% Owner
Period of report
Dec 15, 2017
Accepted (ET)
Dec 15, 2017 · 6:38 pm EST
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,F5 | Dec 13, 2017 | P | 19,982 | $24.8838 | A | 462,542 | I | By Gallopavo, LP |
| Class A common stockF2,F5 | Dec 13, 2017 | P | 49 | $23.9767 | A | 462,591 | I | By Gallopavo, LP |
| Class A common stockF3,F5 | Dec 14, 2017 | P | 14,866 | $24.6528 | A | 477,457 | I | By Gallopavo, LP |
| Class A common stockF1,F5 | Dec 13, 2017 | P | 31,471 | $24.8838 | A | 728,503 | I | By Roadrunner Fund, LP |
| Class A common stockF2,F5 | Dec 13, 2017 | P | 78 | $23.9767 | A | 728,581 | I | By Roadrunner Fund, LP |
| Class A common stockF3,F5 | Dec 14, 2017 | P | 19,672 | $24.6528 | A | 748,253 | I | By Roadrunner Fund, LP |
| Class A common stockF1,F5 | Dec 13, 2017 | P | 9,990 | $24.8838 | A | 96,915 | I | By Blackwell Partners LLC |
| Class A common stockF2,F5 | Dec 13, 2017 | P | 25 | $23.9767 | A | 96,940 | I | By Blackwell Partners LLC |
| Class A common stockF3,F5 | Dec 14, 2017 | P | 6,245 | $24.6528 | A | 103,185 | I | By Blackwell Partners LLC |
| Class A common stockF1,F5 | Dec 13, 2017 | P | 59,982 | $24.8838 | A | 393,515 | I | By Yellow Warbler, LP |
| Class A common stockF2,F5 | Dec 13, 2017 | P | 148 | $23.9767 | A | 393,663 | I | By Yellow Warbler, LP |
| Class A common stockF3,F5 | Dec 14, 2017 | P | 37,492 | $24.6528 | A | 431,155 | I | By Yellow Warbler, LP |
| Class A common stockF5 | holding | — | — | — | 110,640 | I | By Killdeer Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 109,415 | I | By Mallard Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 280,500 | I | By Willet Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 37,909 | I | By Crested Crane, LP | |
| Class A common stockF5 | holding | — | — | — | 63,481 | I | By Flamingo Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 334,740 | I | By Sandpiper Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 160,265 | I | By Kestrel Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 11,076 | I | By CD Fund, LP | |
| Class A common stockF5 | holding | — | — | — | 134 | I | By Redbird Life Sciences Partners, LP | |
| Class A common stock | holding | — | — | — | 113 | D |
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 StockF5,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 150,186 | 150,186 | I |
| Class B Common StockF5,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 307,776 | 307,776 | I |
| Class B Common StockF5,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 123,379 | 123,379 | I |
| Class B Common StockF5,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 1,490 | 1,490 | I |
| Class B Common StockF4 | — | holding | — | — | — | — | — | Class A Common Stock | 1,251 | 1,251 | D |
Explanation of responses
- F1This price reflects the weighted average purchase price for open-market purchases on December 13, 2017, within a $1.00 range. The actual prices for these transactions range from $24.08 to $25.08 inclusive. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of Shares purchased at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.
- F2This price reflects the weighted average purchase price for open-market purchases on December 13, 2017, within a $1.00 range. The actual prices for these transactions range from $23.97 to $23.99 inclusive.
- F3This price reflects the weighted average purchase price for open-market purchases on December 14, 2017, within a $1.00 range. The actual prices for these transactions range from $24.40 to $24.92, inclusive.
- F4These 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.
- F5The Reporting Person is the investment manager of each of: Killdeer Fund, LP; Blackwell Partners LLC; 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.
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.