Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 17, 2023, Aravive, Inc. (the "Company") filed a Certificate of Amendment (the "Certificate of Amendment") of the Company's Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of the Company's authorized shares of common stock, par value $0.0001 per share (the "Common Stock"), from 100,000,000 to 250,000,000. The Certificate of Amendment was approved by the Company's stockholders at the Company's 2023 Special Meeting of Stockholders held on January 13, 2023.

To the extent applicable, the contents of Item 5.07 below are incorporated into this Item 5.03 by this reference.

Item 5.07. Submission of Matters to a Vote of Security Holders.

On January 13, 2023, the Company held its 2023 Special Meeting of Stockholders (the "Special Meeting") at which the Company's stockholders voted on two (2) proposals (the "Proposals") and cast their votes as described below. These Proposals are described in detail in the Company's definitive proxy statement on Schedule 14A for the Special Meeting, which was initially filed with the Securities and Exchange Commission ("SEC") on November 30, 2022, as supplemented by the filing with the SEC of definitive additional materials on January 3, 2023 (the "Definitive Proxy Statement").

At the Special Meeting, the Company's stockholders were asked to vote on the following two (2) Proposals:

Proposal 1: Approval of an amendment (in the event it is deemed advisable by the Company's Board of Directors (the "Board")) to the Company's Amended and Restated Certificate of Incorporation, as amended (the "Amended and Restated Certificate of Incorporation"), to increase the number of the Company's authorized shares of Common Stock from 100,000,000 to 250,000,000. This proposal is referred to as the "Authorized Shares Amendment" or "Proposal 1."

The stockholders approved Proposal 1 to amend the Amended and Restated Certificate of Incorporation based on the votes listed below:

Votes For Votes Against Abstentions Broker Non-Votes 49,609,356 1,699,580 6,777

             0

After the Authorized Shares Amendment was approved by the requisite vote of the Company's stockholders at the Special Meeting, the Board approved and declared advisable the Authorized Shares Amendment to increase the number of authorized shares of Common Stock from 100,000,000 to 250,000,000 and authorized the Company's executive officers to effect the Authorized Shares Amendment by filing a Certificate of Amendment (the "Certificate of Amendment") of the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. As a result, on January 17, 2023, the Company filed the Certificate of Amendment with the Secretary of State of the State of Delaware setting forth the Authorized Shares Amendment. The description of the Certificate of Amendment is qualified in its entirety by reference to the full text of the Certificate of Amendment, a copy of which is included as Exhibit 3.1 to this Current Report on Form 8-K.

Proposal 2: Approval one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes in favor of Proposal 1. This proposal is referred to as the "Adjournment Proposal" or "Proposal 2." The Adjournment Proposal was presented at the Special Meeting but not needed as Proposal 1 received a sufficient number of votes for approval.

The stockholders approved Proposal 2 based on the votes listed below:



Votes For    Votes Against   Abstentions   Broker Non-Votes
49,654,577     1,343,653       317,483            0



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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit
 Number    Exhibit Description
  3.1        Certificate of Amendment, dated January 17, 2023, of the Amended and
           Restated Certificate of Incorporation of Aravive, Inc.
  104      Cover Page Interactive Data File (embedded within the Inline XBRL
           document).



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