Sec Form 4 Filing - ROSE WILLIAM @ REATA PHARMACEUTICALS INC - 2017-12-07

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

Form 4: Statement of changes in beneficial ownership, filed before the end of the 2nd business day following the day on which a transaction resulting in a change in beneficial ownership.

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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
ROSE WILLIAM
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) X __ Other (specify below)
Member of 10% owner group
(Last)
(First)
(Middle)
3963 MAPLE AVENUE, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
12/07/2017
(Street)
DALLAS, TX75219
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 12/07/2017 W V 67,735 D $ 0 0 I See Footnote ( 1 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 ( 2 ) 12/07/2017 W V 1,877,998 ( 2 ) ( 2 ) Class A Common Stock 1,877,998 $ 0 0 I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROSE WILLIAM
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
X X Member of 10% owner group
Puffin Partners, L.P.
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
Member of a 10% owner group
Puffin GP, LLC
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
Member of a 10% owner group
Montrose Investments I, L.P.
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
Member of a 10% owner group
Montrose Investments GP, LLC
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
Member of a 10% owner group
Gale Charles E.
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
X Member of a 10% owner group
Estate of Edward W. Rose III
3963 MAPLE AVENUE, SUITE 200
DALLAS, TX75219
X Member of a 10% owner group
Signatures
/s/ Charles E. Gale, Attorney-In-Fact for William E. Rose 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale, as Co-Manager of Puffin GP, LLC, the General Partner of Puffin Partners, L.P 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale, Co-Manager of Puffin GP, LLC 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale, Attorney-In-Fact for Montrose Investments I, L.P. 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale, Attorney-In-Fact for Montrose Investments GP, LLC 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale 12/07/2017
** Signature of Reporting Person Date
/s/ Charles E. Gale, Executor of Estate of Edward W. Rose III 12/07/2017
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were 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. On 12/7/17, these shares were transferred to the Evelyn Potter Rose Survivor's Trust, for which Charles E. Gale and Evelyn P. Rose serve as co-trustees.
( 2 )The Class B common stock is convertible into Class A common stock on a one-for-one basis at the holder's election. The conversion right of the Class B common stock has no expiration date.
( 3 )These shares were owned directly by the Estate of Edward W. Rose III, a ten percent owner of the issuer, for which Charles E. Gale serves as the executor. These shares were transferred to the Evelyn Potter Rose Survivor's Trust, for which Charles E. Gale and Evelyn P. Rose serve as co-trustees.

Remarks:
The reporting persons may be deemed to be members of a group with other affiliated entities that collectively are 10% owners, which group includes William E. Rose, Evelyn P. Rose, Evelyn P. Rose SEP IRA, Evelyn Potter Rose Survivor's Trust, Charles Henry Rose 2001 Trust, John William Rose 2002 Trust, Charles E. Gale, Charles E. Gale Fidelity Rollover IRA, Puffin Partners, L.P., Puffin GP, LLC, Montrose Investments I, L.P. and Montrose Investments GP, LLC (collectively, the "Affiliated Rose Reporting Persons"). The reporting persons disclaim the existence of a group and disclaim beneficial ownership of any securities held by the other Affiliated Rose Reporting Persons, except to the extent of their respective pecuniary interests therein.

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).

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