Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * WORTLEY MICHAEL D	2. Issuer Name and Ticker or Trading Symbol REATA PHARMACEUTICALS INC [ RETA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Legal Officer
(Last)          (First)          (Middle) 5320 LEGACY DRIVE	3. Date of Earliest Transaction (MM/DD/YYYY) 10/14/2019
(Street) PLANO, TX 75024 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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
Employee Stock Option (right to buy)	$55.73	10/14/2019		A		17250		(1)	1/2/2029	Class B common stock (2)	17250	$0.00	17250 (1)	D
Employee Stock Option (right to buy)	$55.73	11/11/2019		A		17250		(1)	1/2/2029	Class B common stock (2)	17250	$0.00	17250 (1)	D

Explanation of Responses:
(1)	On January 2, 2019, the reporting person was granted an option to purchase 69,000 shares of Class B common stock. As previously reported, the option vests as to 34,500 shares in sixteen equal quarterly installments beginning on April 2, 2019, subject to continued service through each vesting date. On October 14, 2019, based on the satisfaction of certain performance criteria, the option vested as to 4,312 shares and the option was set to vest as to 12,938 shares in twelve equal quarterly installments beginning on January 14, 2020, subject to continued service through each vesting date. On November 11, 2019, based on the satisfaction of certain performance criteria, the option vested as to 4,312 shares and the option was set to vest as to 12,938 shares in twelve equal quarterly installments beginning on February 11, 2020, subject to continued service through each vesting date.
(2)	The Class B common stock is convertible into Class A common stock on a one-for-one basis at the holder's election at any time. The conversion right of the Class B common stock has no expiration date.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WORTLEY MICHAEL D 5320 LEGACY DRIVE PLANO, TX 75024			Chief Legal Officer

Signatures
/s/ Michael D. Wortley		11/12/2019
**Signature of Reporting Person		Date