SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

ROSE WILLIAM

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/25/2016

3. Issuer Name and Ticker or Trading Symbol
REATA PHARMACEUTICALS INC [ RETA ]

4. 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 a 10% owner group

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	140,926	⁽¹⁾	D⁽²⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	2,046,718	⁽¹⁾	D⁽³⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	95,662	⁽¹⁾	D⁽⁴⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	17,295	⁽¹⁾	D⁽⁵⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	342	⁽¹⁾	D⁽⁶⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	235	⁽¹⁾	I	By trust⁽⁷⁾
Class B common stock	⁽¹⁾	⁽¹⁾	Class A common stock	537	⁽¹⁾	I	By trust⁽⁸⁾

1. Name and Address of Reporting Person^*

ROSE WILLIAM

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Member of a 10% owner group

1. Name and Address of Reporting Person^*

Estate of Edward W. Rose III

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

Rose Evelyn P.

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

Edward W. Rose Fidelity Rollover IRA

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

Gale Charles E.

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

Charles E. Gale Fidelity Rollover IRA

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

Charles Henry Rose 2001 Trust

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

1. Name and Address of Reporting Person^*

John William Rose 2002 Trust

(Last)

(First)

(Middle)

3963 MAPLE AVENUE, SUITE 200

(Street)

DALLAS

75219

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of a 10% owner group

Explanation of Responses:

1. The 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.

2. These shares are owned directly by William E. Rose, a director of the issuer.

3. These 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.

4. These shares are owned directly by the Edward W. Rose Fidelity Rollover IRA and indirectly by Evelyn P. Rose..

5. These shares are owned directly by Charles E. Gale.

6. These shares are owned directly by Charles E. Gale Fidelity Rollover IRA, and indirectly by Charles E. Gale.

7. These shares are owned indirectly by William E. Rose, a director of the issuer, as co-trustee of the Charles Henry Rose 2001 Trust.

8. These shares are owned indirectly by William E. Rose, a director of the issuer, as co-trustee of the John William Rose 2002 Trust.

Remarks:

Each Reporting Owner disclaims beneficial ownership of the reporting securities in excess of their pecuniary interests herein. Exhibit List: Exhibit 24.1 - Power of Attorney (William E. Rose) Exhibit 24.2 - Power of Attorney (Evelyn P. Rose)

	/s/ Charles E. Gale, Attorney-In-Fact for William E. Rose	05/25/2016
	/s/ Charles E. Gale, Executor	05/25/2016
	/s/ Charles E. Gale, Attorney-In-Fact for Evelyn P. Rose	05/25/2016
	/s/ Charles E. Gale, Executor	05/25/2016
	/s/ Charles E. Gale	05/25/2016
	/s/ Charles E. Gale, Authorized Signatory for Charles E. Gale Fidelity Rollover IRA	05/25/2016
	/s/ Charles E. Gale, Attorney-In-Fact for Charles Henry Rose 2001 Trust	05/25/2016
	/s/ Charles E. Gale, Attorney-In-Fact for John William Rose 2002 Trust	05/25/2016
	** 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 5 (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.
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