0000899243-23-017817.txt : 20230807 0000899243-23-017817.hdr.sgml : 20230807 20230807171821 ACCESSION NUMBER: 0000899243-23-017817 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230728 FILED AS OF DATE: 20230807 DATE AS OF CHANGE: 20230807 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BIOGEN INC. CENTRAL INDEX KEY: 0000875045 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37785 FILM NUMBER: 231148541 BUSINESS ADDRESS: STREET 1: 225 BINNEY STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 7814642000 MAIL ADDRESS: STREET 1: 225 BINNEY STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142 FORMER NAME: FORMER CONFORMED NAME: BIOGEN IDEC INC. DATE OF NAME CHANGE: 20070427 FORMER NAME: FORMER CONFORMED NAME: BIOGEN IDEC INC DATE OF NAME CHANGE: 20031112 FORMER NAME: FORMER CONFORMED NAME: IDEC PHARMACEUTICALS CORP / DE DATE OF NAME CHANGE: 19970530 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REATA PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001358762 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 113651945 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5320 LEGACY DRIVE CITY: PLANO STATE: TX ZIP: 75024 BUSINESS PHONE: 972-865-2219 MAIL ADDRESS: STREET 1: 5320 LEGACY DRIVE CITY: PLANO STATE: TX ZIP: 75024 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-07-28 0 0001358762 REATA PHARMACEUTICALS INC RETA 0000875045 BIOGEN INC. 225 BINNEY ST. CAMBRIDGE MA 02142 0 0 0 1 See footnotes Class A common stock 0 I See footnotes Class A common stock 0 I See footnotes Stock Options 0.00 Class A common stock 0 I See footnotes The reporting person entered into Voting and Support Agreements, dated July 28, 2023 (the "Support Agreements") with respect to the shares of class A common stock, par value $0.001 per share (the "Class A Shares"), of Reata Pharmaceuticals, Inc. (the "Issuer") and class B common stock, par value, $0.001 per share (the "Class B Shares" and, together with the Class A Shares, the "Reata Shares"), of the Issuer held by each of (i) J. Warren Huff, (ii) The 2021 JWH GRAT, (iii) R. Kent McGaughy, Jr., (iv) Lagos Trust, (v) Traweek Children's Trust, (vi) CPMG, Inc., (vii) William E. Rose; (viii) the Charles Henry Rose 2001 Trust, (ix) the John William Rose 2002 Trust, (x) Montrose Investments I, L.P., (xi) Montrose Investments GP, LLC, (xii) Evelyn P. Rose; (xiii) Evelyn P. Rose Fidelity SEP IRA, (xiv) Evelyn Potter Rose Survivor's Trust, (xv) Charles E. Gale and (xvi) an IRA created for Mr. Gale's benefit (each, a "Holder" and, collectively, the "Holders"). The Class B Shares are convertible to Class A Shares on a one-to-one basis. By virtue of entering into Voting and Support Agreements, dated July 28, 2023, with each of the Holders, the reporting person on this Form 3 may be deemed to be a member of a "group" for purposes of Section 13(d) of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") with respect to the securities held by parties who continue to be bound by the Support Agreements, which such "group" beneficially own (as defined in Section 13(d) of the Exchange Act), in the aggregate, more than 10% of the outstanding Class A Shares. Pursuant to the Support Agreements, the Holders agreed to irrevocably and unconditionally appoint the reporting person, or any person designated by the reporting person, as its proxy and attorney-in-fact to vote such Holders' Reata Shares. The Support Agreements do not provide the reporting person with a pecuniary interest in the Class A Shares and as such the reporting person is not a beneficial owner for purposes of Section 16 of the Exchange Act. Mr. Huff holds Restricted Stock Units ("RSUs") in the amount and on the terms reported on Mr. Huff''s Form 4 filings with respect to the Issuer, as amended. The Support Agreements do not provide the reporting person with a pecuniary interest in the Class A Shares underlying such RSUs and as such the reporting person is not a beneficial owner for purposes of Section 16 of the Exchange Act. Each of Messrs Huff, McGaughy, Jr. and Rose hold options for Class A Shares and Class B Shares (collectively, the "Options"), which are currently exercisable or exercisable within 60 days of the date hereof, in the amount and on the terms reported on each of Messrs Huff, McGaughty, Jr. and Rose's Form 4 filings with respect to the Issuer, as amended. The Support Agreements do not provide the reporting person with a pecuniary interest in the Class A Shares underlying such Options and as such the reporting person is not a beneficial owner for purposes of Section 16 of the Exchange Act. /s/ Wendell Taylor, Assistant Secretary 2023-08-07