Reata Pharmaceuticals : Amendments to License Agreements (Form 8-K)

Amendments to License Agreements

As of August 17, 2021, Reata Pharmaceuticals, Inc. (the 'Company') entered into (i) Amendment No. 2 to the Exclusive Patent License Agreement, dated as of July 15, 2004, as amended by the Amendment effective as of April 11, 2007, and as further amended by the Amendment No. 1 ('2004 Amendment No. 1') to the 2004 License Agreement dated as of July 9, 2012 (as so amended, the '2004 License Agreement'), by and among the Board of Regents of The University of Texas System (the 'System'), an agency of the State of Texas M.D. Anderson Cancer Center ('UTMDACC'), a component institution of the System, the Trustees of Dartmouth College ('Dartmouth'), a non-profit educational and research institution existing under the laws of the State of New Hampshire (UTMDACC and Dartmouth being collectively referred to as 'Licensors'), and the Company ('2004 Amendment No. 2') and (ii) Amendment No. 2 to the Reata Pharmaceuticals, Inc. - Dartmouth Exclusive License Agreement, effective December 16, 2009, as amended by the Amendment No. 1 to 2009 License Agreement dated as of July 9, 2012 (as so amended, the '2009 License Agreement'), by and between Dartmouth and the Company ('2009 Amendment No. 2').

Pursuant to 2004 Amendment No. 2, the 2004 License Agreement was amended to, among other things, (i) reflect and facilitate an internal restructuring by the Company of certain of its intellectual property rights, (ii) amend the definition of Net Sales, (iii) facilitate the potential monetization by Dartmouth of its rights to royalties under the 2004 License Agreement, (iv) clarify the applicability of certain running royalty payment obligations with respect to certain compounds, and (v) specify the dispute resolution procedure regarding a dispute between the Company and Licensors as to whether the Company is obligated under 2004 Amendment No. 1 to pay Licensors a low single-digit royalty on sales of products containing bardoxolone methyl.

Pursuant to 2009 Amendment No. 2, the 2009 License Agreement was amended to, among other things, (i) reflect and facilitate an internal restructuring by the Company of certain of its intellectual property rights, (ii) amend the definition of Net Sales, (iii) facilitate the potential monetization by Dartmouth of its rights to royalties under the 2009 License Agreement, (iv) clarify that there is no minimum royalty provision, and (v) add provisions regarding the defense of certain patent rights.