CUSIP No: 75615P103
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Page 2 of 9 Pages
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1
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NAMES OF REPORTING PERSONS.
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CPMG, INC.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ] |
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Texas
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH
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7
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SOLE VOTING POWER
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0 |
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8
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SHARED VOTING POWER
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2,669,926 (1) |
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SOLE DISPOSITIVE POWER
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0 |
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10
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SHARED DISPOSITIVE POWER
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2,669,926 (1) |
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,669,926 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ] |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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30.1% (2)
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14
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TYPE OF REPORTING PERSON:
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CO
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CUSIP No: 75615P103
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Page 3 of 9 Pages
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1
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NAMES OF REPORTING PERSONS.
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R. KENT MCGAUGHY, JR.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF, AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
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[ ] |
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH
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7
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SOLE VOTING POWER
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339,919 (1) |
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SHARED VOTING POWER
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2,725,612 (1) |
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SOLE DISPOSITIVE POWER
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306,702 (1) |
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10
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SHARED DISPOSITIVE POWER
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2,758,829 (1) |
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,065,531 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ] |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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33.2% (2)
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14
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TYPE OF REPORTING PERSON:
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IN, HC
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CUSIP No: 75615P103
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Page 4 of 9 Pages
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1
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NAMES OF REPORTING PERSONS.
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JAMES W. TRAWEEK, JR.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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PF, AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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[ ] |
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSONS WITH
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7
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SOLE VOTING POWER
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249,412 (1) |
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SHARED VOTING POWER
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2,755,521 (1) |
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SOLE DISPOSITIVE POWER
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216,195 (1) |
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10
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SHARED DISPOSITIVE POWER
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2,788,738 (1) |
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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3,004,933 (1)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ] |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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32.7% (2)
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14
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TYPE OF REPORTING PERSON:
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IN, HC
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Page 5 of 9 Pages
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Item 1.
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Security and Issuer |
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Item 3.
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Source and Amount of Funds or Other Consideration |
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Item 5.
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Interest in Securities of the Issuer |
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(A)
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160,265 Shares and 307,776 Shares obtainable upon conversion of Class B Shares held for the account of Kestrel Fund;
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(B)
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252,706 Shares and 12,826 Shares obtainable upon conversion of Class B Shares held for the account of Willet Fund;
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(C)
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11,076 Shares and 123,279 Shares obtainable upon conversion of Class B Shares held for the account of CD Fund;
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(D)
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79,035 Shares and 150,186 Shares obtainable upon conversion of Class B Shares held for the account of Mallard Fund;
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(E)
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333,021 Shares and 638,338 Shares obtainable upon conversion of Class B Shares held for the account of Yellow Warbler;
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(F)
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134 Shares and 1,490 Shares obtainable upon conversion of Class B Shares held for the account of Redbird Life
Sciences Partners;
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(G)
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53,269 Shares held for the account of Blackwell Account;
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(H)
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16,746 Shares held for the account of Crested Crane;
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(I)
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19,391 Shares held for the account of Flamingo Fund;
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(J)
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70,512 Shares held for the account of Gallopavo;
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(K)
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74,037 Shares held for the account of Roadrunner Fund;
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(L)
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102,252 Shares held for the account of Sandpiper Fund; and
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Page 6 of 9 Pages
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(M)
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113 Shares and 1,251 Shares obtainable upon conversion of Class B Shares held directly by CPMG.
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(A)
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2,407,703 Shares beneficially owned by CPMG, over which Mr. McGaughy and Mr. Traweek share voting and investment control;
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(B)
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25,004 Shares and 278,309 Shares obtainable upon conversion of Class B Shares held by Mr. McGaughy, over which he has sole voting and investment control;
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(C)
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4,591 Shares and 51,095 Shares obtainable upon conversion of Class B Shares held by Lagos Trust, of which Mr. McGaughy is trustee and has shared voting and investment control with Emily M. McGaughy;
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(D)
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280 Shares and 3,109 Shares obtainable upon conversion of Class B Shares held by Traweek Children’s Trust, of which Mr. McGaughy is trustee and has sole voting and investment control; and
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(E)
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2,739 Shares and 30,478 Shares obtainable upon conversion of Class B Shares held in escrow for a charitable donee by American Stock Transfer & Trust Company, LLC, of which Mr. McGaughy has sole voting control and shared investment control with the donee.
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(A)
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2,407,703 Shares beneficially owned by CPMG, over which Mr. Traweek and Mr. McGaughy share voting and investment control;
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(B)
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35 Shares and 380 Shares obtainable upon conversion of Class B Shares held by Mr. Traweek, over which he has sole voting and investment control;
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(C)
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16,645 Shares and 185,263 Shares obtainable upon conversion of Class B Shares held by JET Land & Cattle Company, Ltd., of which Mr. Traweek is the sole owner of the general partner and has sole voting and investment control;
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(D)
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7,056 Shares and 78,539 Shares obtainable upon conversion of Class B Shares held by 1 Thessalonians 5:18 Trust, of which Mr. Traweek is trustee and has shared voting and investment control with Emily W. Traweek;
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(E)
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572 Shares and 6,364 Shares obtainable upon conversion of Class B Shares held by Esme Grace McGaughy Trust, of which Mr. Traweek is trustee and has sole voting and investment control;
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(F)
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572 Shares and 6,364 Shares obtainable upon conversion of Class B Shares held by Mary Frances McGaughy Trust, of which Mr. Traweek is trustee and has sole voting and investment control; and
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(G)
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2,739 Shares and 30,478 Shares obtainable upon conversion of Class B Shares held in escrow for a charitable donee by American Stock Transfer & Trust Company, LLC, of which Mr. Traweek has sole voting control and shared investment control with the donee.
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Page 7 of 9 Pages
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(A)
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160,265 Shares and 307,776 Shares obtainable upon conversion of Class B Shares held for the account of Kestrel Fund;
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(B)
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259,476 Shares and 12,826 Shares obtainable upon conversion of Class B Shares held for the account of Willet Fund;
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(C)
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11,076 Shares and 123,279 Shares obtainable upon conversion of Class B Shares held for the account of CD Fund;
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(D)
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94,875 Shares and 150,186 Shares obtainable upon conversion of Class B Shares held for the account of Mallard Fund;
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(E)
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333,021 Shares and 638,338 Shares obtainable upon conversion of Class B Shares held for the account of Yellow Warbler;
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(F)
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134 Shares and 1,490 Shares obtainable upon conversion of Class B Shares held for the account of Redbird Life Sciences Partners;
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(G)
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53,269 Shares held for the account of Blackwell Account;
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(H)
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30,939 Shares held for the account of Crested Crane;
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(I)
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35,811 Shares held for the account of Flamingo Fund;
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(J)
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130,232 Shares held for the account of Gallopavo;
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(K)
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136,727 Shares held for the account of Roadrunner Fund;
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(L)
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188,842 Shares held for the account of Sandpiper Fund; and
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(M)
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113 Shares and 1,251 Shares obtainable upon conversion of Class B Shares held directly by CPMG.
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(A)
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2,669,926 Shares beneficially owned by CPMG, over which Mr. McGaughy and Mr. Traweek share voting and investment control;
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(B)
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25,004 Shares and 278,309 Shares obtainable upon conversion of Class B Shares held by Mr. McGaughy, over which he has sole voting and investment control;
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(C)
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4,591 Shares and 51,095 Shares obtainable upon conversion of Class B Shares held by Lagos Trust, of which Mr. McGaughy is trustee and has shared voting and investment control with Emily M. McGaughy;
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(D)
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280 Shares and 3,109 Shares obtainable upon conversion of Class B Shares held by Traweek Children’s Trust, of which Mr. McGaughy is trustee and has sole voting and investment control; and
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(E)
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2,739 Shares and 30,478 Shares obtainable upon conversion of Class B Shares held in escrow for a charitable donee by American Stock Transfer & Trust Company, LLC, of which Mr. McGaughy has sole voting control and shared investment control with the donee.
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(A)
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2,669,926 Shares beneficially owned by CPMG, over which Mr. Traweek and Mr. McGaughy share voting and investment control;
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(B)
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35 Shares and 380 Shares obtainable upon conversion of Class B Shares held by Mr. Traweek, over which he has sole voting and investment control;
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(C)
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16,645 Shares and 185,263 Shares obtainable upon conversion of Class B Shares held by JET Land & Cattle Company, Ltd., of which Mr. Traweek is the sole owner of the general partner and has sole voting and investment control;
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Page 8 of 9 Pages
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(D)
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7,056 Shares and 78,539 Shares obtainable upon conversion of Class B Shares held by 1 Thessalonians 5:18 Trust, of which Mr. Traweek is trustee and has shared voting and investment control with Emily W. Traweek;
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(E)
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572 Shares and 6,364 Shares obtainable upon conversion of Class B Shares held by Esme Grace McGaughy Trust, of which Mr. Traweek is trustee and has sole voting and investment control;
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(F)
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572 Shares and 6,364 Shares obtainable upon conversion of Class B Shares held by Mary Frances McGaughy Trust, of which Mr. Traweek is trustee and has sole voting and investment control; and
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(G)
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2,739 Shares and 30,478 Shares obtainable upon conversion of Class B Shares held in escrow for a charitable donee by American Stock Transfer & Trust Company, LLC, of which Mr. Traweek has sole voting control and shared investment control with the donee.
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Page 9 of 9 Pages
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CPMG, INC.
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By:
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/s/ John Bateman
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Name:
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John Bateman |
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Title: | Chief Operating Officer |
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R. KENT MCGAUGHY, JR.
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/s/ R. Kent McGaughy, Jr.
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JAMES W. TRAWEEK, JR.
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/s/ James W. Traweek, Jr.
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