Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Kobayashi Ken

(Last) (First) (Middle)


(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
3. Issuer Name and Ticker or Trading Symbol
Pyxis Oncology, Inc. [ PYXS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Medical Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Exhibit List: Exhibit 24 - Power of Attorney
No securities are beneficially owned.
/s/ Pamela Connealy, Attorney-in-Fact for Ken Kobayashi 12/06/2023
** 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 5 (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.
Exhibit 24


       Know all by these presents, that the undersigned hereby makes,
constitutes and appoints each of
Pamela Connealy and Jitendra Wadhane of Pyxis Oncology, Inc., or the Company,
and Asher Rubin of
Sidley Austin LLP, or any of them acting individually, and with full power of
substitution, the
undersigned true and lawful attorney-in-fact to:

(1) prepare, execute in the undersigned name and on the undersigned behalf, and
submit to the U.S.
Securities and Exchange Commission, or the SEC, a Form ID, including amendments
thereto, and any
other documents necessary or appropriate to obtain codes and passwords enabling
the undersigned to
make electronic filings with the SEC of reports required by Section 16(a) of the
Securities Exchange Act of
1934 or any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, in the undersigneds capacity
as an officer and/or
director of the Company, Forms 3, 4, and 5, including amendments thereto, in
accordance with Section
16(a) of the Securities Exchange Act of 1934 and the rules and regulations
(3) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or
desirable to complete and execute any such Form 3, 4, or 5, complete and execute
any amendment or
amendments thereto, and timely file such form with the SEC and any stock
exchange or similar authority;
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion
of such attorney-in-fact, may be of benefit to, 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

       The undersigned hereby grants to each 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
attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of
the undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934 or
Rule 144.

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer
required to file Forms 3, 4, and 5 with respect to the undersigned holdings of
and transactions in
securities issued by the Company, unless earlier (a) revoked by the undersigned
in a signed writing
delivered to the foregoing attorneys-in-fact or (b) superseded by a new power of
attorney regarding the
purposes outlined herein at a later date.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this
28th day of November, 2023.

       /s/ Ken Kobayashi

           Ken Kobayashi
       Print Name