Reata Securities Litigation

In this case, Lead Plaintiff alleges that Reata’s public statements and offering materials contained false and misleading statements, and omitted to disclose material adverse information, concerning a phase 2/3 trial for Reata’s drug, bardoxolone (“Bard”), known as CARDINAL. Lead Plaintiff further alleges that the prices of Reata’s publicly traded securities were artificially inflated as a result of the allegedly false and misleading statements, and declined when the truth was allegedly revealed.

Defendants deny any and all wrongdoing. Defendants agreed to settle these claims solely to eliminate the uncertainty, burden, and expense of further protracted litigation.

On March 29, 2024, the Court granted final approval of the Settlement and entered the Judgment Approving the Class Action Settlement, Order Approving the Plan of Allocation of the Net Settlement Fund, and the Order Awarding Attorneys’ Fees and Reimbursement of Litigation Expenses.

Lead Plaintiff and Lead Counsel believe that the claims asserted against Defendants have merit. They recognize, however, the expense and length of continued proceedings necessary to pursue their claims against Defendants through trial and appeals, as well as the very substantial risks they would face in establishing liability and damages.

Considering these risks, the amount of the Settlement, and the immediacy of recovery to the Settlement Class, Lead Plaintiff and Lead Counsel believe that the Settlement is fair, reasonable, and adequate, and in the best interests of the Settlement Class. Lead Plaintiff and Lead Counsel believe that the Settlement provides a substantial benefit to the Settlement Class, namely $45,000,000 in cash (less the various deductions described in the Notice), as compared to the risk that the claims in the Action would produce a smaller, or no recovery after the motion to dismiss, summary judgment, trial, and appeals, possibly years in the future.

Defendants have denied the claims asserted against them in the Action and deny having engaged in any wrongdoing or violation of law of any kind whatsoever. Defendants have agreed to the Settlement solely to eliminate the burden and expense of continued litigation. Accordingly, the Settlement may not be construed as an admission of any wrongdoing by Defendants.

If you are a member of the Settlement Class, you are subject to the Settlement, unless you timely requested to be excluded (See FAQ 9). The Settlement Class consists of:

All persons or entities who purchased or otherwise acquired the publicly traded common stock of Reata between November 14, 2016 and December 8, 2021, inclusive (the “Settlement Class Period”), including all persons or entities who purchased or otherwise acquired Reata common stock pursuant and/or traceable to Reata’s 2019 Offering and/or 2020 Offering (the “Offerings Subclass”).

Excluded from the Settlement Class are: (i) Defendants; (ii) any person who served as a partner, control person, executive officer, and/or director of Reata during the Settlement Class Period, and members of their Immediate Family; (iii) present and former parents, subsidiaries, assigns, successors, affiliates, and predecessors of Reata; (iv) any entity in which Defendants have or had a controlling interest during the Settlement Class Period; (v) any trust of which any Individual Defendant is the settlor or that is for the benefit of any Individual Defendant and/or member(s) of their Immediate Family; and (vi) the legal representatives, heirs, successors, and assigns of any person or entity excluded under provisions (i) through (v) hereof; provided, however, that any “Investment Vehicle” shall not be excluded from the Settlement Class. Investment Vehicle means any investment company or pooled investment fund, including but not limited to, mutual fund families, exchange traded funds, fund of funds and hedge funds, in which Defendants, or any of them, have, has or may have a direct or indirect interest, or as to which its affiliates may act as an investment advisor, but in which any Defendant alone or together with its, his or her respective affiliates is not a majority owner or does not hold a majority beneficial interest. Also excluded from the Settlement Class are any persons or entities who or which exclude themselves by submitting a request for exclusion in accordance with the requirements set forth in the Notice.

PLEASE NOTE: RECEIPT OF THE NOTICE DOES NOT MEAN THAT YOU ARE A SETTLEMENT CLASS MEMBER OR THAT YOU WILL BE ENTITLED TO RECEIVE PROCEEDS FROM THE SETTLEMENT. THE DEADLINE TO SUBMIT A PROOF OF CLAIM FORM HAS NOW PASSED.

At this time, it is not possible to make any determination as to how much any individual Settlement Class Member may receive from the Settlement.

Pursuant to the Settlement, Defendants have agreed to pay or caused to be paid forty-five million dollars ($45,000,000) in cash. The Settlement Amount will be deposited into an escrow account. The Settlement Amount plus any interest earned thereon is referred to as the “Settlement Fund.” Because the Settlement was approved by the Court and the Effective Date occured, the “Net Settlement Fund” (that is, the Settlement Fund less: (a) all federal, state, and/or local taxes on any income earned by the Settlement Fund and the reasonable costs incurred in connection with determining the amount of and paying taxes owed by the Settlement Fund (including reasonable expenses of tax attorneys and accountants); (b) the costs and expenses incurred in connection with providing notice to Settlement Class Members and administering the Settlement on behalf of Settlement Class Members; (c) any attorneys’ fees and Litigation Expenses awarded by the Court; and (d) any other costs or fees approved by the Court) will be distributed to Settlement Class Members who submit valid Claim Forms, in accordance with the Plan of Allocation approved by the court on March 29, 2024.

Further details regarding Settlement payments, including the Plan of Allocation, can be found in the Notice.

TO PARTICIPATE IN THE DISTRIBUTION OF THE NET SETTLEMENT FUND, YOU MUST HAVE TIMELY SUBMITTED A PROOF OF CLAIM. The deadline to submit a proof of Claim form has now passed. As of August 31, 2024 we are no longer accepting new claims filings. Any new claim filings after August 31st will be rejected without further notice. Unless the Court orders otherwise, if you have not timely submitted a valid Proof of Claim, you are barred from receiving any payments from the Net Settlement Fund, but will in all other respects be bound by the provisions of the Stipulation and the Judgment.

If you are a Settlement Class Member and you did not exclude yourself from the Settlement Class, you are bound by the Judgment Approving Class Action Settlement (the “Judgment”) entered. The Judgment dismisses with prejudice the claims against Defendants and provides that, upon the Effective Date of the Settlement, Lead Plaintiff and each of the other Settlement Class Members, on behalf of themselves, and their respective heirs, executors, administrators, predecessors, successors, and assigns, in their capacities as such, have fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, and discharged any and all Released Plaintiffs’ Claims (as defined in ¶ 32 in the Notice) against the Defendants’ Releasees (as defined in ¶ 33 in the Notice), and shall forever be barred and enjoined from prosecuting any or all of the Released Plaintiffs’ Claims against any and all of the Defendants’ Releasees.

The Settlement Hearing was held on Friday, March 8, 2024.

The deadline to submit a request to be excluded from the lawsuit was March 8, 2024.

If you excluded yourself from the Settlement Class, you are not eligible to receive any payment out of the Net Settlement Fund.

As a Settlement Class Member, you are represented by Lead Plaintiff and Lead Counsel, unless you enter an appearance through counsel of your own choice at your own expense. You are not required to retain your own counsel, but if you choose to do so, such counsel must file a notice of appearance on your behalf and must serve copies of his or her appearance on the attorneys listed in FAQ 7.

The Settlement Hearing was held on March 29, 2024 at 9:00 a.m., before the Honorable Amos L. Mazzant III at the United States District Court for the Eastern District of Texas, Paul Brown United States Courthouse, 101 East Pecan Street, Sherman, Texas 75090. At the Settlement Hearing, the Court approved the Settlement, the Plan of Allocation, and granted Lead Counsel’s motion for an award of attorneys’ fees and reimbursement of Litigation Expenses. After the Settlement Hearing, the Court entered the Judgment Approving the Class Action Settlement, Order Approving the Plan of Allocation of the Net Settlement Fund, and the Order Awarding Attorneys’ Fees and Reimbursement of Litigation Expenses.

The Settlement Hearing was held on Friday, March 8, 2024.

Settlement Class Members did not need to attend the Settlement Hearing. The Court will consider any submission made in accordance with the provisions set forth in FAQ 12 even if a Settlement Class Member did not attend the hearing. You can participate in the Settlement without having attended the Settlement Hearing.

If you purchased or otherwise acquired Reata common stock between November 14, 2016 and December 8, 2021 inclusive, for the beneficial interest of persons or organizations other than yourself, you must have either: (a) within seven (7) calendar days of receipt of the Notice, requested from the Claims Administrator sufficient copies of the Notice and Claim Form (the “Notice Packet”) to forward to all such beneficial owners and within seven (7) calendar days of receipt of those Notice Packets, forwarded them to all such beneficial owners; or (b) within seven (7) calendar days of receipt of the Notice, provided a list of the names and addresses of all such beneficial owners to the Claims Administrator using the Nominee tab of this website. If you choose the second option, the Claims Administrator would send a copy of the Notice and the Claim Form to the beneficial owners. Upon full compliance with these directions, such nominees could seek reimbursement of their reasonable expenses actually incurred—up to a maximum of $0.50 per Notice Packet mailed; $0.05 per Notice Packet transmitted by email; or $0.10 per name, mailing address, and email address (to the extent available) provided to the Claims Administrator—by providing the Claims Administrator with proper documentation supporting the expenses for which reimbursement is sought. Any dispute concerning the reasonableness of reimbursement costs shall be resolved by the Court. Copies of the Notice and the Claim Form may also be downloaded from here, or by calling the Claims Administrator toll-free at 1-877-664-7398.

For more detailed information about the matters involved in this Action, you are referred to the papers on file in the Action, including the Stipulation, which may be inspected during regular office hours at the Office of the Clerk, United States District Court for the Eastern District of Texas, Paul Brown United States Courthouse, 101 East Pecan Street, Sherman, Texas 75090. Additionally, copies of the Stipulation and any related orders entered by the Court will be posted on the Important Documents page of this website.

All inquiries concerning the Notice and the Claim Form should be directed to:

DO NOT CALL OR WRITE THE COURT, THE OFFICE OF THE CLERK OF THE COURT, DEFENDANTS, OR THEIR COUNSEL.