SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ESHELMAN FREDRIC N

(Last) (First) (Middle)
C/O ARAVIVE, INC. RIVER OAKS TOWER,
3730 KIRBY DRIVE, SUITE 1200

(Street)
HOUSTON TX 77098

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Aravive, Inc. [ ARAV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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 $12.72 06/01/2020 A 7,500(1) 06/01/2020(1) 05/31/2030 Common stock 7,500(1) $0.00 7,500(1) D
Stock Option $12.72 06/01/2020 A 3,226(2) 06/01/2020(2) 05/31/2030 Common stock 3,226(2) $0.00 3,226(2) D
1. Name and Address of Reporting Person*
ESHELMAN FREDRIC N

(Last) (First) (Middle)
C/O ARAVIVE, INC. RIVER OAKS TOWER,
3730 KIRBY DRIVE, SUITE 1200

(Street)
HOUSTON TX 77098

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Eshelman Ventures, LLC

(Last) (First) (Middle)
C/O ARAVIVE, INC. RIVER OAKS TOWER
3730 KIRBY DRIVE, SUITE 1200

(Street)
HOUSTON TX 77098

(City) (State) (Zip)
Explanation of Responses:
1. These options vest as follows: (i) 417 shares vest immediately upon grant and (ii) the remaining balance options vest pro rata on a monthly basis over the next thirty-four (34) months.
2. These options vest as follows; (i) 1,110 shares vest immediately and (ii) 529 shares vest on a monthly basis over next four (4) months commencing June 19, 2020 with full vesting, if not fully vested at such time, on the date of Aravive's next annual meeting of stockholders.
Remarks:
Dr. Fredric Eshelman is a director of Aravive, Inc and is the founder and principal of Eshelman Ventures, LLC.
ESHELMAN VENTURES, LLC, By: /s/ Fredric N. Eshelman, Name: Fredric N. Eshelman, Title: Managing Member 06/03/2020
/s/ Fredric N. Eshelman 06/03/2020
** 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 Number.
                         LIMITED POWER OF ATTORNEY FOR
                       SECTION 16 REPORTING OBLIGATIONS

     Know all by these presents, that the undersigned hereby makes, constitutes
and appoints each of Vinay Shah and Abel Svitavsky of Aravive, Inc. (the
"Company"), signing individually, the undersigned's true and lawful attorney-in-
fact and agent to:

     (1) prepare, execute on behalf of the undersigned, and submit to the U.S.
Securities and Exchange Commission (the "SEC") any documents necessary or
advisable to obtain EDGAR access codes or make any updates to the undersigned's
EDGAR access codes once obtained, enabling the undersigned to make electronic
filings of reports with the SEC;

     (2) execute for and on behalf of the undersigned, an officer, director or
holder of 10% of more of a registered class of securities of the Company, Forms
3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of
1934, as amended (the "Exchange Act") and the rules thereunder;

     (3) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete and execute such Form 3, 4 or 5,
complete and execute any amendment or amendments thereto, and timely file such
forms or amendments with the SEC and any stock exchange or similar authority;
and

     (4) take any other action of any nature whatsoever in connection with the
foregoing which, in the opinion of such attorney-in- fact, may be of benefit, in
the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

     The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

     This Power of Attorney shall remain in full force and effect until the
earliest to occur of (i) the undersigned is no longer required to file Forms 3,
4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (ii) revocation by the undersigned in a signed
writing delivered to the foregoing attorney-in-fact or (iii) until such
attorney-in-fact shall no longer be employed by the Company or serve as a member
of the Company's Board of Directors, as applicable.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 3rd day of June, 2020.


                                       /s/ Fredric N. Eshelman


                                       ESHELMAN VENTURES, LLC


                                       By: /s/ Fredric N. Eshelman
                                       ----------------------------------
                                       Name: Fredric N. Eshelman
                                       Title: Managing Member