Exhibit 3.2

STATE OF DELAWARE
CERTIFICATE OF CONVERSION
FROM A NON-DELAWARE CORPORATION
TO A DELAWARE CORPORATION
PURSUANT TO SECTION 265 OF THE
DELAWARE GENERAL CORPORATION LAW

1. The jurisdiction where the Non-Delaware Corporation first formed is the State of Texas.

2. The jurisdiction of the Non-Delaware Corporation immediately prior to filing this Certificate is the State of Texas.

3. The date the Non-Delaware Corporation first formed is March 15, 1991.

4. The name of the Non-Delaware Corporation immediately prior to filing this Certificate is Acer Therapeutics Inc.

5. The name of the Corporation as set forth in the Certificate of Incorporation is Acer Reincorporation, Inc.  

[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned, being duly authorized to sign on behalf of the converting Non‑Delaware Corporation, has executed this Certificate on May 15, 2018.

ACER THERAPEUTICS INC.,
a Texas corporation
By:	/s/ Chris Schelling
Name:	Chris Schelling
Title:	President and Chief Executive Officer

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