Exhibit 10.1

AMENDMENT TO OFFER LETTER

This Amendment effective as of February 6, 2019, amends the Offer Letter dated May 12, 2015 (the “Original Offer Letter”) between you and Versartis, Inc. (now known as Aravive, Inc, the “Company”). The Original Letter as amended by this Amendment being referred to as (the “Amended Offer Letter”). Capitalized terms used herein without definition shall have the meanings assigned in the Original Offer Letter.

WHEREAS , you were retained under the Original Offer Letter by the Company to serve as its Chief Executive Officer; and

WHEREAS , the Company desires to amend certain severance benefits set forth in the Original Offer Letter.

1. Section 7(a) of the Original Letter is hereby deleted in its entirety and replaced with the following revised Section 7(a):

“7. Severance Benefits.

(a) Termination For Any Reason Other Than Cause Or Permanent Disability Not In Connection With A Change of Control. If the Company terminates your employment for any reason other than Cause or Permanent Disability (both as defined herein) and a Separation occurs, and the Separation is not in connection with a Change of Control, then you will be entitled to the benefits described in Sections 7 (i)-(iv) below; provided that you also (i) return all Company property and confidential information in your possession on or within seven (7) days of the Separation; and (ii) immediately resign as a member of the Boards of Directors of the Company and all of its subsidiaries, to the extent applicable, effective as of the Separation; and (iii) on or within sixty (60) days after the Separation execute a general release of all known and unknown claims that you may have against the Company or persons affiliated with the Company in the form prescribed by the Company, without alterations, and you allow such release to become fully effective.

(i) Salary Continuation. The Company will continue to pay your base salary for a period of twelve (12) months after your Separation, less required deductions and withholdings. Your base salary will be paid at the rate in effect at the time of your Separation and in accordance with the Company’s standard payroll procedures. The salary continuation payments will commence within thirty (30) days after the Release Deadline and, once they commence, will be retroactive to the date of your Separation. The salary continuation payments will end when you commence new employment or substantial self-employment and you agree to inform the Company immediately in such event.

(ii) COBRA . If you elect to continue your health insurance coverage under the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) following your Separation, then the Company will pay the same portion of your monthly premium under COBRA as it pays for active employees until the earliest of: (i) the close of the eighteen-month period following your Separation, (ii) the expiration of your continuation coverage under COBRA; or (iii) the date when you commence new employment or substantial self-employment and you agree to inform the Company immediately in such event.

(iii) Accelerated Vesting. If vesting does not accelerate under Section 6, then the Company will accelerate the vesting of the number of shares subject to the Option and RSU that would have vested in the twelve (12) month period after your Separation.

(iv) Exercise of Option. The Company will extend the exercise period for any vested shares subject to the Option such that you would be able to exercise any such vested shares for a period of twelve months after your Separation.

2. Severability . The provisions of this Amendment are severable and if any part or it is found to be unenforceable the other paragraphs shall remain fully valid and enforceable.

3. No Other Amendments; Confirmation . All other terms of the Original Offer Letter shall remain in full force and effect. The Original Offer Letter Agreement, as amended by this Amendment, constitutes the entire agreement between the parties with respect to the subject matter thereof.

4. Counterparts . This Amendment may be executed in one or more counterparts, each of which shall be deemed an original but both of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF , the parties hereto have caused this Amendment to the Original Offer Letter to be duly executed as of the day and year first above written.

Exhibit 10.2

OFFER LETTER

February 1, 2017

Vinay Shah

4205 Rice Boulevard

Houston, TX 77005

Dear Vinay:

Aravive Biologics, Inc. (the “Company” ) is pleased to offer you the position of Chief Financial Officer, reporting to the Company’s Chief Executive Officer. The terms of your employment with the Company are as follows:

You will be expected to perform duties as are normally associated with your position and such duties as are assigned to you from time to time, subject to the oversight and direction of the Chief Executive Officer. You will be expected to devote approximately 67% of your professional time to the business of the Company. You will be classified as an “exempt” salaried employee and your salary will be $15,000 per month or $180,000 per year, less payroll deductions and withholdings. You will also be eligible for annual performance bonuses of up to $35,500, such bonuses to be determined and paid after the completion of each calendar year, which will be based upon achievement of personal and corporate goals. Additionally, you will be eligible to participate in the Company’s approved benefits program, which may be amended from time to time. You shall also be entitled to paid vacation in accordance with Company’s approved vacation policy, which may be amended from time to time.

The Company will pay you a relocation/ temporary living allowance of $15,000, which will be subject to payroll deduction and withholding taxes.

As a Company employee, you will be expected to abide by the Company’s policies and procedures. As part of your agreement to accept employment with the Company, you will be expected to execute a Proprietary Information and Inventions Assignment Agreement (the “PIIA Agreement” ), which prohibits unauthorized use or disclosure of the Company’s proprietary information, among other obligations. A copy of the PIIA Agreement is attached hereto as for reference.

In your work for the Company, you will be expected not to use or disclose any confidential information, including trade secrets, of any former employer or other person to whom you have an obligation of confidentiality. Rather, you will be expected to use only that information which is generally known and used by persons with training and experience comparable to your own, which is common

knowledge in the industry or otherwise legally in the public domain, or which is otherwise provided or developed by the Company. You agree that you will not bring onto the Company’s premises any unpublished documents or property belonging to any former employer or other person to whom you have an obligation of confidentiality. You hereby represent that you have disclosed to the Company any contract you have signed that may restrict your activities on behalf of the Company.

Your regular work schedule is from 8:00 a.m. to 5:00 p.m., Monday through Friday. As an exempt salaried employee, you will be expected to work additional hours as required by the nature of your work assignments. You will not be eligible for overtime premiums.

Your employment relationship with the Company is “at-will.” This means that you may terminate your employment with the Company at any time by providing two weeks of written advance notice and for any reason whatsoever simply by notifying the Company. Likewise, the Company may terminate your employment at any time, with or without cause with two weeks of written advance notice; provided, however, that the Company may terminate your employment immediately for “Cause” as defined below. Your employment at-will status can only be modified in a written agreement signed by you and by an authorized officer of the Company. If your employment is terminated by the Company without Cause, you shall be entitled to receive a severance payment equal to three months’ salary. Cause shall be defined as (i) acts of embezzlement or misappropriation of funds or fraud; (ii) conviction of a felony or other crime involving moral turpitude, dishonesty or theft; (iii) willful unauthorized disclosure of the Company’s confidential information; (iv) material violation of any terms of your employment agreement or the PIIA Agreement not cured within 30 days of receiving notice thereof; (v) being under the influence of drugs during performance of duties; (vi) engaging in behavior that would constitute grounds for liability for harassment or other egregious conduct that violates laws governing the workplace; or (vii) willful failure to perform assigned tasks where such failure is attributed to your gross insubordination, or dereliction of fiduciary or other obligations which are not cured within 30 days of receiving notice thereof.

This offer is contingent upon a background check clearance, reference check, and satisfactory proof of your right to work in the United States. You agree to assist as needed and to complete any documentation at the Company’s request to meet these conditions. By signing below, you agree to abide by all of the Company’s policies applicable to similarly situated employees and acknowledge that your continued employment will be contingent upon you complying in all respects with the Company’s policies and requirements, including those set forth in the Company’s Employee Handbook to be provided to you. This letter, together with your PIIA Agreement, forms the complete and exclusive statement of your employment agreement with the Company. It supersedes any other agreements or promises made to you by anyone, whether oral or written. Changes in your employment terms, other than those changes expressly reserved to the Company’s discretion in this letter, require a written modification signed by an authorized officer of the Company.

Please sign and date this letter and return it to me immediately, if you wish to accept employment at the Company under the terms described above. If you accept our offer, your start date will be as of February 1, 2017.

We look forward to your favorable reply and to a productive and enjoyable work relationship.

Sincerely,

Ray Tabibiazar, MD

President & CEO

Offer Accepted:

AMENDMENT NO. 2 TO OFFER LETTER

May 30, 2018

VIA ELECTRONIC MAIL

Vinay Shah

4205 Rice Boulevard

Houston, TX 77005

Dear Vinay:

This Amendment amends the Offer Letter dated February 1, 2017, as amended December 21, 2017 (the “ Offer Letter ”), between you and Aravive Biologics, Inc. (the “ Company ”). In consideration of your continued employment, you agree that the Offer Letter shall be amended as provided below

Effective May 1, 2018, the second, third and fourth sentences of the second paragraph of the Offer Letter shall be deleted and replaced with the following:

“You will be expected to devote approximately 100% of your professional time to the business of the Company. You will be classified as an “exempt” salaried employee and your salary will be $23,175 per month or $278,100 per year, less payroll deductions and withholdings. You will also be eligible for annual performance bonuses of up to 20% of your annual base salary, such bonuses to be determined and paid after the completion of each calendar year, which will be based upon achievement of personal and corporate goals.”

The Offer Letter, as amended by this Amendment, forms the complete and exclusive statement of your agreement with the Company.

Please sign and date this letter and return it to me immediately, if you wish to continue your services at the Company under the terms described above.

Sincerely,

Exhibit 10.3

May 31, 2018

VIA ELECTRONIC MAIL

Vinay Shah

4205 Rice Boulevard

Houston, TX 77005

Dear Vinay:

As you are aware, Aravive Biologics, Inc. (“Aravive”) is contemplating a transaction under which Aravive will be merged into a subsidiary of a publicly-traded entity (the “Transaction”).

To encourage your continued employment with us during this transition period, we agree to the following severance terms.

Upon either your involuntary termination of employment other than due to death, disability or Cause (as defined below) or your resignation for Good Reason (as defined below) within the first twelve (12) months after consummation of the Transaction (a “Qualifying Termination”) you will also be eligible for a severance payment: payment equal to “twelve (12) months” pay. A “month’s pay” for this purpose is your monthly base salary plus 1/12th of your target annual bonus. In addition, if you elect continued health coverage under COBRA, you will also be eligible to receive up to twelve months of your premiums subject to certain limitations.

The severance payment, and COBRA payments are conditioned upon your execution of a release agreement that will be provided to you around the time the payment is to be made. The severance payment will be paid promptly after your release agreement becomes effective.

Of course, while you are employed by Aravive, your employment remains “at will” and you will continue to receive your salary.

If you resign before consummation of the Transaction you will not be eligible for severance or the COBRA payments.

This letter agreement does not provide for duplication (in whole or in part) of benefits with any other agreement. By signing below, you are waiving your rights under, and terminating those provisions of, any employment agreement or severance agreement with Aravive that provide for benefits upon a Qualifying Termination.

For purposes of this letter agreement “ Cause ”, shall be determined by the Board of Directors of Aravive in its sole discretion, and means: (i) your conviction (including a guilty plea or a no contest plea) of a felony, or of any other crime involving fraud, dishonesty or moral turpitude; (ii) your attempted commission of or participation in a fraud or act of material dishonesty against Aravive; (iii) your material breach of any written agreement between you and Aravive (including but not limited to a your Proprietary Information and Invention Agreement or any other restrictive covenant agreements) or material breach or material neglect of any statutory or fiduciary duty you owe to Aravive as reasonably determined by the CEO and Board, after having provided you with not less than thirty (30) days written notice of same and

with the opportunity to cure of the same duration to the extent curable; or (iv) your conduct that constitutes gross insubordination, incompetence or habitual neglect of your duties as reasonably determined by the CEO and the Board, in each case, after having provided the Participant with not less than thirty (30) days written notice of same and with the opportunity to cure of the same duration to the extent curable.

For purposes of this letter agreement “ Resignation for Good Reason ” means your resignation from all positions you then hold with Aravive within sixty (60) days following the occurrence of any of the following events taken without your written consent, provided you have given Aravive written notice of the event within thirty (30) days after the first occurrence of such event and Aravive has not cured such event, to the extent curable, within thirty (30) days thereafter:

(i)     A material diminution in your annual base salary (unless pursuant to a salary reduction program applicable generally to similarly situated employees of Aravive and its then parent entity);

(ii)     A material diminution in your authorities, duties, position or responsibilities; provided , however , that a change in job position (including a change in title) shall not be deemed a “material reduction” in and of itself unless your new duties are substantially reduced from your prior authorities, duties or responsibilities;

(iii)     A relocation of your principal place of work to a location that is more than thirty (30) miles away from your principal place of work immediately prior to the closing date of the Transaction; or

(iv)     Any failure by the successor corporation in the Transaction to expressly assume the obligations under this letter agreement

We look forward to successfully completing the Transaction and your continued assistance with the Transaction.    

Sincerely,

-2-

September 24, 2018

VIA ELECTRONIC MAIL

Vinay Shah

4205 Rice Boulevard

Houston, TX 77005

Dear Vinay:

As you are aware, Aravive Biologics, Inc. (“Aravive”) is contemplating a transaction under which a subsidiary of a publicly-traded entity will be merged into Aravive (the “Transaction”).

To encourage your continued employment with us during this transition period, we agreed to certain severance terms in a letter agreement that we and you executed on May 31, 2018 (the “May Letter Agreement”). In addition to the severance terms provided for in the May Letter Agreement, we also agree to the following:

Upon a Qualifying Termination (as defined in the May Letter Agreement, all option awards granted to you by us which carry a right to exercise and which are vested and exercisable as of the date of such Qualifying Termination (including by virtue of the provisions of the applicable equity plan) will remain outstanding until the earliest to occur of (x) the 12 month anniversary of your Qualifying Termination, and (y) the expiration of the term of such option awards, and such option awards automatically terminate on such date. The foregoing is conditioned upon your execution of a release agreement that will be provided to you around the time the payment is to be made.

If you resign before consummation of the Transaction you will not be eligible for the extended exercise period described above.

This letter agreement does not provide for duplication (in whole or in part) of benefits with any other agreement. By signing below, you are waiving your rights under, and terminating those provisions of, any employment agreement or severance agreement with Aravive that provide for benefits upon a Qualifying Termination.

We look forward to successfully completing the Transaction and your continued assistance with the Transaction.    

Sincerely,

-3-

Exhibit 10.4

January 1, 2017

Gail McIntyre

2526 Bruner Circle

Lansdale, PA 19446

Dear Gail:

Aravive Biologics, Inc. (the “ Company ”) is pleased to offer you the position of Senior Vice President of Research and Development, reporting to the Company’s Chief Executive Officer. The terms of your employment with the Company are as follows:

You will be expected to perform duties as are normally associated with your position and such duties as are assigned to you from time to time, subject to the oversight and direction of the Chief Executive Officer. You will be expected to devote substantially all of your business time to providing services to the Company. You will be classified as an “exempt” salaried employee and your salary will be $22,000 per month or $264,000 per year, less payroll deductions and withholdings. You will also be eligible for annual performance bonuses of up to $39,600, such bonuses to be determined and paid after the completion of each calendar year, which will be based upon achievement of personal and corporate goals. Additionally, you will be eligible to participate in the Company’s approved benefits program, which may be amended from time to time. You shall also be entitled to paid vacation in accordance with Company’s approved vacation policy, which may be amended from time to time.

In addition to the compensation described in the preceding paragraph of this letter, on the date of approval by the Board of Directors of the Company’s next 409A valuation, you will be issued ten year incentive stock options to purchase 78,000 shares of the Company’s common stock (equivalent to 0.60% of the Company’s current outstanding equity on a fully diluted basis ), at an exercise price equal to the per share price of the Company’s common stock as set forth in the next 409A valuation vesting as to one quarter of the grant on July 21, 2017 (the “ Initial Vesting Period ”) and the balance vesting monthly on a pro rata basis over a three year period commencing on The Initial Vesting Period, all as to be set forth in a Stock Option Grant Notice and related Option Agreement to be provided to you after the receipt of notice of action taken by the Board of Directors of the valuation, and upon the terms and conditions set forth therein and in the Company’s 2010 Equity Incentive Plan. As a Company employee, you will be expected to abide by the Company’s policies and procedures. As part of your agreement to accept employment with the Company, you will be expected to execute a Proprietary Information and Inventions Assignment Agreement (the “ PIIA Agreement ”), which prohibits unauthorized use or disclosure of the Company’s proprietary information, among other obligations. A copy of the PIIA Agreement is attached hereto as for reference.

1

In your work for the Company, you will be expected not to use or disclose any confidential information, including trade secrets, of any former employer or other person to whom you have an obligation of confidentiality. Rather, you will be expected to use only that information which is generally known and used by persons with training and experience comparable to your own, which is common knowledge in the industry or otherwise legally in the public domain, or which is otherwise provided or developed by the Company. You agree that you will not bring onto the Company’s premises any unpublished documents or property belonging to any former employer or other person to whom you have an obligation of confidentiality. You hereby represent that you have disclosed to the Company any contract you have signed that may restrict your activities on behalf of the Company.

Your regular work schedule is from 8:00 a.m. to 5:00 p.m., Monday through Friday. As an exempt salaried employee, you will be expected to work additional hours as required by the nature of your work assignments. You will not be eligible for overtime premiums.

Your employment relationship with the Company is “at-will.” This means that you may terminate your employment with the Company at any time by providing two weeks of written advance notice and for any reason whatsoever simply by notifying the Company. Likewise, the Company may terminate your employment at any time, with or without cause with two weeks of written advance notice; provided, however, that the Company may terminate your employment immediately for “Cause” as defined below. Your employment at-will status can only be modified in a written agreement signed by you and by an authorized officer of the Company.

If your employment is terminated by the Company without Cause, you shall be entitled to receive a severance payment equal to three months’ salary. Cause shall be defined as (i) acts of embezzlement or misappropriation of funds or fraud; (ii) conviction of a felony or other crime involving moral turpitude, dishonesty or theft; (iii) willful unauthorized disclosure of the Company’s confidential information; (iv) material violation of any terms of your employment agreement or the PIIA Agreement not cured within 30 days of receiving notice thereof; (v) being under the influence of drugs during performance of duties; (vi) engaging in behavior that would constitute grounds for liability for harassment or other egregious conduct that violates laws governing the workplace; or (vii) willful failure to perform assigned tasks where such failure is attributed to your gross insubordination, or dereliction of fiduciary or other obligations which are not cured within 30 days of receiving notice thereof.

This offer is contingent upon a background check clearance, reference check, and satisfactory proof of your right to work in the United States. You agree to assist as needed and to complete any documentation at the Company’s request to meet these conditions. By signing below you agree to abide by all of the Company’s policies applicable to similarly situated employees and acknowledge that your continued employment will be contingent upon you complying in all respects with the Company’s policies and requirements, including those set forth in the Company’s Employee Handbook to be provided to you.

2

This letter, together with your PIIA Agreement, forms the complete and exclusive statement of your employment agreement with the Company. It supersedes any other agreements or promises made to you by anyone, whether oral or written. Changes in your employment terms, other than those changes expressly reserved to the Company’s discretion in this letter, require a written modification signed by an authorized officer of the Company.

Please sign and date this letter and return it to me immediately, if you wish to accept employment at the Company under the terms described above. If you accept our offer, your start date will be as of January 1, 2017 or at such time thereafter when the Board has determined the Company is ready to take on full-time employees.

We look forward to your favorable reply and to a productive and enjoyable work relationship.

3

Exhibit 10.5

May 31, 2018

VIA ELECTRONIC MAIL

Gail McIntyre

2526 Bruner Circle

Lansdale, PA 19446

Dear Gail:

As you are aware, Aravive Biologics, Inc. (“Aravive”) is contemplating a transaction under which Aravive will be merged into a subsidiary of a publicly-traded entity (the “Transaction”).

To encourage your continued employment with us during this transition period, we agree to the following severance terms.

Upon either your involuntary termination of employment other than due to death, disability or Cause (as defined below) or your resignation for Good Reason (as defined below) within the first twelve (12) months after consummation of the Transaction (a “Qualifying Termination”) you will also be eligible for a severance payment: payment equal to “twelve (12) months” pay. A “month’s pay” for this purpose is your monthly base salary plus 1/12th of your target annual bonus. In addition, if you elect continued health coverage under COBRA, you will also be eligible to receive up to twelve months of your premiums subject to certain limitations.

The severance payment, and COBRA payments are conditioned upon your execution of a release agreement that will be provided to you around the time the payment is to be made. The severance payment will be paid promptly after your release agreement becomes effective.

Of course, while you are employed by Aravive, your employment remains “at will” and you will continue to receive your salary.

If you resign before consummation of the Transaction you will not be eligible for severance or the COBRA payments.

This letter agreement does not provide for duplication (in whole or in part) of benefits with any other agreement. By signing below, you are waiving your rights under, and terminating those provisions of, any employment agreement or severance agreement with Aravive that provide for benefits upon a Qualifying Termination.

For purposes of this letter agreement “ Cause ”, shall be determined by the Board of Directors of Aravive in its sole discretion, and means: (i) your conviction (including a guilty plea or a no contest plea) of a felony, or of any other crime involving fraud, dishonesty or moral turpitude; (ii) your attempted commission of or participation in a fraud or act of material dishonesty against Aravive; (iii) your material breach of any written agreement between you and Aravive (including but not limited to a your Proprietary Information and Invention Agreement or any other restrictive covenant agreements) or material breach or

material neglect of any statutory or fiduciary duty you owe to Aravive as reasonably determined by the CEO and Board, after having provided you with not less than thirty (30) days written notice of same and with the opportunity to cure of the same duration to the extent curable; or (iv) your conduct that constitutes gross insubordination, incompetence or habitual neglect of your duties as reasonably determined by the CEO and the Board, in each case, after having provided the Participant with not less than thirty (30) days written notice of same and with the opportunity to cure of the same duration to the extent curable.

For purposes of this letter agreement “ Resignation for Good Reason ” means your resignation from all positions you then hold with Aravive within sixty (60) days following the occurrence of any of the following events taken without your written consent, provided you have given Aravive written notice of the event within thirty (30) days after the first occurrence of such event and Aravive has not cured such event, to the extent curable, within thirty (30) days thereafter:

(i)     A material diminution in your annual base salary (unless pursuant to a salary reduction program applicable generally to similarly situated employees of Aravive and its then parent entity);

(ii)     A material diminution in your authorities, duties, position or responsibilities; provided , however , that a change in job position (including a change in title) shall not be deemed a “material reduction” in and of itself unless your new duties are substantially reduced from your prior authorities, duties or responsibilities;

(iii)     A relocation of your principal place of work to a location that is more than thirty (30) miles away from your principal place of work immediately prior to the closing date of the Transaction; or

(iv)     Any failure by the successor corporation in the Transaction to expressly assume the obligations under this letter agreement

We look forward to successfully completing the Transaction and your continued assistance with the Transaction.

-2-

September 24, 2018

VIA ELECTRONIC MAIL

Gail McIntyre

2526 Bruner Circle

Lansdale, PA 19446

Dear Gail:

As you are aware, Aravive Biologics, Inc. (“Aravive”) is contemplating a transaction under which a subsidiary of a publicly-traded entity will be merged into Aravive (the “Transaction”).

To encourage your continued employment with us during this transition period, we agreed to certain severance terms in a letter agreement that we and you executed on May 31, 2018 (the “May Letter Agreement”). In addition to the severance terms provided for in the May Letter Agreement, we also agree to the following:

Upon a Qualifying Termination (as defined in the May Letter Agreement, all option awards granted to you by us which carry a right to exercise and which are vested and exercisable as of the date of such Qualifying Termination (including by virtue of the provisions of the applicable equity plan) will remain outstanding until the earliest to occur of (x) the 12 month anniversary of your Qualifying Termination, and (y) the expiration of the term of such option awards, and such option awards automatically terminate on such date. The foregoing is conditioned upon your execution of a release agreement that will be provided to you around the time the payment is to be made.

If you resign before consummation of the Transaction you will not be eligible for the extended exercise period described above.

This letter agreement does not provide for duplication (in whole or in part) of benefits with any other agreement. By signing below, you are waiving your rights under, and terminating those provisions of, any employment agreement or severance agreement with Aravive that provide for benefits upon a Qualifying Termination.

We look forward to successfully completing the Transaction and your continued assistance with the Transaction.    

-3-