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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
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 *

Giaccia Amato
2. Issuer Name and Ticker or Trading Symbol

Aravive, Inc. [ ARAV ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O ARAVIVE, INC., LYONDELLBASEL TOWER, 1221 MCKINNEY ST.
3. Date of Earliest Transaction (MM/DD/YYYY)

10/12/2018
(Street)

HOUSTON, TX 77010
(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
Common Stock   10/12/2018     A    941880   A   (1) 941880   D    

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
Stock Option (Right to Buy)   $0.06   10/12/2018     A      8055         (2) 4/25/2021   Common Stock   8055     (2) 8055   D    
Stock Option (Right to Buy)   $0.06   10/12/2018     A      4028         (3) 4/25/2021   Common Stock   4028     (3) 4028   D    
Stock Option (Right to Buy)   $0.06   10/12/2018     A      12350         (4) 11/14/2022   Common Stock   12350     (4) 12350   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      38761         (5) 9/30/2024   Common Stock   38761     (5) 38761   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (6) 12/31/2024   Common Stock   9120     (6) 9120   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (7) 3/31/2025   Common Stock   9120     (7) 9120   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (8) 6/30/2025   Common Stock   9120     (8) 9120   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      26813         (9) 6/30/2025   Common Stock   26813     (9) 26813   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (10) 9/30/2025   Common Stock   9120     (10) 9120   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (11) 12/31/2025   Common Stock   9120     (11) 9120   D    
Stock Option (Right to Buy)   $0.24   10/12/2018     A      9120         (12) 3/31/2026   Common Stock   9120     (12) 9120   D    
Stock Option (Right to Buy)   $0.66   10/12/2018     A      38001         (13) 6/14/2027   Common Stock   38001     (13) 38001   D    
Stock Option (Right to Buy)   $0.90   10/12/2018     A      19000         (14) 12/14/2027   Common Stock   19000     (14) 19000   D    
Stock Option (RIght to Buy)   $0.90   10/12/2018     A      19000         (15) 3/20/2028   Common Stock   19000     (15) 19000   D    

Explanation of Responses:
(1)  Shares of common stock of the corporation known as Aravive Biologics, Inc. ("Aravive") were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of June 3, 2018, by and among the Issuer, Velo Merger Sub, Inc. and Aravive (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of Aravive common stock was exchanged for 2.2801 shares of the Issuer's common stock, subject to adjustment for any reverse stock split. Following the merger, the Issuer effected a reverse stock split at a ratio of one new share for every six shares of Issuer common stock outstanding and the Issuer changed its name to Aravive, Inc. All share and option numbers reflect the reverse stock split.
(2)  On April 26, 2011, Reporting Person was granted an option to purchase 21,199 shares of the common stock of Aravive at an exercise price of $0.02 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 8,055 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.06 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(3)  On April 26, 2011, Reporting Person was granted an option to purchase 10,600 shares of the common stock of Aravive at an exercise price of $0.02 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 4,028 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.06 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(4)  On November 14, 2012, Reporting Person was granted an option to purchase 32,500 shares of the common stock of Aravive at an exercise price of $0.02 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 12,350 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.06 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(5)  On October 1, 2014, Reporting Person was granted an option to purchase 102,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 38,761 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(6)  On December 31, 2014, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(7)  On March 31, 2015, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(8)  On June 30, 2015, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(9)  On July 1, 2015, Reporting Person was granted an option to purchase 70,559 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 26,813 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(10)  On September 30, 2015, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(11)  On December 31, 2015, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(12)  On March 31, 2016, Reporting Person was granted an option to purchase 24,000 shares of the common stock of Aravive at an exercise price of $0.09 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 9,120 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.24 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(13)  On June 15, 2017, Reporting Person was granted an option to purchase 100,000 shares of the common stock of Aravive at an exercise price of $0.23 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 38,001 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.66 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(14)  On December 14, 2017, Reporting Person was granted an option to purchase 50,000 shares of the common stock of Aravive at an exercise price of $0.34 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 19,000 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.90 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.
(15)  On March 20, 2018, Reporting Person was granted an option to purchase 50,000 shares of the common stock of Aravive at an exercise price of $0.34 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 19,000 shares of Issuer common stock (as adjusted for the stock split) at a per share exercise price of $0.90 per share (as adjusted for the stock split). The option is fully vested with respect to all of the underlying shares and exercisable as of the effective date of the merger.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Giaccia Amato
C/O ARAVIVE, INC.
LYONDELLBASEL TOWER, 1221 MCKINNEY ST.
HOUSTON, TX 77010
X X


Signatures
/s/ Kevin Haas, Attorney-in-fact 10/16/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
VERSARTIS, INC. (NASDAQ:VSAR)
Historical Stock Chart
From Aug 2024 to Sep 2024 Click Here for more VERSARTIS, INC. Charts.
VERSARTIS, INC. (NASDAQ:VSAR)
Historical Stock Chart
From Sep 2023 to Sep 2024 Click Here for more VERSARTIS, INC. Charts.