Consulting Agreement Amendment, dated April 6, 2022 by and between F-star Therapeutics, Inc and Darlene Deptula-Hicks

Exhibit 10.2

Darlene Deptula-Hicks

Crimson Consulting, LLC

Addresses

6 April 2022

Dear Darlene,

Amendment to Consulting Agreement

I am writing to confirm an Amendment to your August 1, 2021 Consulting Agreement with the Company (the “Consulting Agreement”) with effect from 31 March, 2022.

The parties hereby agree as follows:

In circumstances where a Without Cause Termination or a termination by Consultant for Good Reason (as defined below) takes effect during the 12 month period immediately following a Change of Control (as defined below), any options or RSUs granted to Consultant under any equity incentive plan adopted or to-be-adopted by Client shall vest in full.

For purposes of this Section 14.3:

“Good Reason” means: (a) material diminution in the nature or scope of Consultant’s duties, or responsibilities occurring without Consultant’s consent; or (b) a material reduction in Consultant’s compensation without Consultant’s consent, which for purposes of this Agreement shall mean a reduction of more than fifteen percent (15%) in the aggregate of Consultant’s Hourly Fees as compared to the aggregate Hourly Fees received by Consultant during the 12 month period immediately prior to the Change of Control.

“Change of Control” means the occurrence of any of the following events:

In witness whereof, the parties hereto have executed the Amendment as of the date first written above.